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Ten-Year Anniversary Report
Committed to industry excellence and the advancement of clean energy.
You have the power
We help you harvest it
Mission
To be a sustainable, world-class renewable energy company
by empowering our employees, partnering with our
communities and creating value for our stakeholders.
“I wish my home were up on a little hill overlooking
a whole array of [wind turbines]. I would love that.”
–Steve Wozniak, Co-Founder, Apple Computer
Contents
Letter from Jim Spencer
2
EverPower Core Values
3
Performance 2011–2012
4
Strategy and Objectives
6
Looking Forward
8
Industry Leadership
9
Our Market 10
Internal Corporate Standards
11
Development and Permitting
12
Operations
15
EverPower Commercial Group
16
Projects: Operational
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Projects: Advanced Development
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The Benefits of Wind Power
22
Corporate Social Responsibility
24
Our People 26
Who We Are
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Corporate Governance Statement 30
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Letter from Jim Spencer
Shortly after the attacks of September 11,
2001, my business partner, Andrew Golembeski, and I were
sitting at the kitchen table of my lower Manhattan home,
about a mile from the World Trade Center site. In the wake
of such tragedy and uncertainty, we brainstormed the start
of a business that would contribute to the constructive, positive transformation of the US energy market.
The realities of climate change, including the destruction
caused by Hurricane Katrina and Superstorm Sandy, continually underscore the reasons why the US and the world must
have a dependable and reliable source of clean energy.
Wind energy is currently the only economically viable and
scalable form of renewable energy. It is local and reliable,
displaces air pollution and is not subject to volatile fuel
markets. The continued growth of wind energy in the US will
enhance energy security, improve the environment, create
jobs, spur capital investment and generally improve the
quality of life here.
Wind energy’s flexible infrastructure and compatibility with
varied land-use classifications allow it to provide a valuable
source of tax revenue and economic stimulus for the states,
counties and localities that host turbines. EverPower’s
investment in the communities where we operate generates
increased employment, funding for local municipalities and
schools, year-round income for farmers and landowners,
and many other multiplying benefits.
In 2009, EverPower was acquired by Terra Firma — a
partnership that has shaped us into a stronger, smarter and
larger company. Project development remains central to our
growth, and Terra Firma has helped us hone our work with
the landowners, community representatives, citizens, investors, regulators and elected officials key to our vitality.
With the support of Terra Firma, EverPower now operates
six wind energy projects in four states, for a total operating capacity of 512 MWs. We are working hard to expand
our portfolio by constructing additional projects from our
advanced development pipeline. In addition, we continue to
look at acquisitions in well-established, liquid power markets as well as in select regions where we believe strong
opportunities exist.
During 2012, wind energy provided some 42 percent of all
new power-generating capacity in the US, making it the
number one source of new capacity here. EverPower is
honored to play a role in that surge, as well as the upward
trend in all green business.
EverPower has grown since 2002 from three founders to 52
employees with diverse skills, backgrounds and experience.
In 2012, we moved our headquarters from New York City to
Pittsburgh. Located in Western Pennsylvania, Pittsburgh is
home to approximately 300,000 residents and was voted the
#1 Most Livable City in the US by The Economist in 2005,
2009 and 2011. Noted for its world-class medical facilities,
wealth of cultural offerings and spirited support for its pro
sports teams, the city’s appeal provides EverPower with an
extra recruiting incentive for attracting talented people to our
company. We also benefit from the leading US universities
located here, including Carnegie Mellon and the University of
Pittsburgh, which provide access to the next group of young
thinkers. Our internship partnerships with these schools have
already proven a success and resulted in new hirings.
We are excited about these changes and are proud to be a
part of creating clean, green energy for future generations.
Now more than ever, I believe in the future of renewable
energy and in our prospects for continued success.
James Spencer
Founder, President and CEO
EverPower
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EverPower Core Values
EverPower is defined by the four core values
we have determined are essential to our
success and growth, as follow:
Health and Safety
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Our first and foremost priority
For employees, partners and communities
Fair Dealing
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Through ethical, transparent and honest
practices
With integrity and respect for others
Achieving Excellence
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Via innovation
With unyielding quality standards
Our People
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Own it
Live the entrepreneurial spirit
Collaborate
Share knowledge and acceptance
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Performance 2011–2012
This period saw several major developments across
our business divisions. Wind farms that went online,
broke ground and were acquired by EverPower now
have the potential to serve nearly 110,000 households
across the US.
In 2011 and early 2012, the 75-megawatt (MW) Highland
North Wind Farm in Cambria County, Pennsylvania and
the 51.25-MW Howard Wind Project in Steuben County,
New York became commercially operational. Highland
North is able to generate enough power to serve more
than 18,000 households, and Howard has the capacity to
serve 13,500 households.
Further into 2012, EverPower added two turbines to the
Howard Wind Project, raising its capacity by 4.1 MWs. We
also made our first purchase of a fully operational wind
farm, the 150-MW Mustang Hills Project (formerly known
as Alta VI), which serves up to 36,000 households per
year. And we closed the year with both the 30-MW Patton
Project and the 139.4-MW Twin Ridges Project becoming
fully operational. With the Highland Wind Farm, constructed
in 2009, the entire EverPower fleet now produces enough
power for more than 123,500 average US residences.
Major Developments 2011–2012
As EverPower celebrates ten years of growth in the renewable energy sector, the major development of 2011–2012
was our evolution into a fully integrated Independent
Power Producer (IPP) with more than 500 MWs of spinning assets. We achieved this through timely delivery of
the project pipeline in our targeted markets as well as via
opportunistic acquisitions.
EverPower targets its primary markets (the Northeast,
Midwest, Pacific Northwest, and California) by maintaining
focus on liquid, higher-priced power markets that are close
to load. This strategy gives us flexibility in power sales,
and enables the company to retain the ability to capture
future upsides in power prices and/or renewable energy
certificates (RECs).
Our merchant wind projects in Pennsylvania best demonstrate this flexibility. EverPower operates via the regional
transmission organization (RTO) PJM Interconnection
of Valley Forge, Pennsylvania, through which we have
independent system operator (ISO) status. PJM directs the
transport of wholesale electricity in all or parts of 13 states
and the District of Columbia.
While the vast majority of wind farms are financed through
long-term power purchase agreements (PPAs), our strategy
to trade the power allows for significant future upside as
power prices and REC prices increase. In New York, we
have been able to construct the Howard Project using a
REC and hedge structure that other developers have not
employed. Since New York is a strong long-term renewable
energy market, we continue to develop sites there.
Progress in the Pacific Northwest market is under way, and
we are confident in our Coyote Crest Project’s fundamentals, and seek a buyer for the power it will generate. This
site demonstrates the challenges of not being located in
a fully deregulated electricity market, and we continue to
develop our strategy there.
What makes our markets attractive is that, although they
have lower wind resources than some areas of the country,
the market factors combined with modern turbine technology allow us to develop competitive wind farms.
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Strategy and Objectives
Strategic Growth Plan
EverPower’s creative solutions to growth strategy
focus on the delivery of an advanced project pipeline
alongside opportunistic acquisitions. Our competitive
size has ensured resilience through what has been
a demanding period for the electricity sector — a
period that witnessed our continued growth.
Wind power investment succeeds because its underpinnings are both beneficial and enduring: wind provides clean,
secure, sustainable power and creates quality, well-paid
US jobs. The recession has caused a short-term decline in
wholesale power rates, but our strong fundamentals and the
transition of the power markets to cleaner technologies forecast a bright future. For starters, within our core Northeast
markets, approximately 25,000 MWs of new renewable
energy will be required to meet existing state renewable
portfolio standards by 2020.
Operating AND Shovel-Ready Acquisitions
EverPower’s project pipeline is the bedrock of our growth
strategy. To keep it flowing, we maintain a flexible approach.
Given market exigencies, there are still opportunities to
acquire quality late-stage development assets or operating
wind farms. To enhance our portfolio value, we can choose
what acquisitions would complement our existing facilities.
Our market studies include increased geographic diversity
to avoid overexposure in a particular market.
Supporting the Local Economy
EverPower supports local economies via ongoing direct and
indirect benefits. For example, via a 20-year Payment in
Lieu of Taxes (PILOT) agreement, our Howard Wind Farm
will outlay approximately $10 million, distributed among the
Town of Howard, Steuben County and local school districts.
As well, our long-term employment of local operations and
management staff, along with our payments to landowners,
further boosts the surrounding communities’ economies.
At peak construction, the project employed nearly 60
workers, many of whom were drawn from the local labor
pool. The completed Howard Project employs eight full-time
workers and several part-time workers who are responsible
for road maintenance, landscaping and other ongoing
upkeep services.
Market Strategy Revisions
Although it may take additional time to find commercial
solutions for our Pacific Northwest pipeline, these projects
hold significant value in our overall portfolio. While the local
utilities’ demand there recovers, we chose to close our
Portland office and consolidate its development activities in
our growing Pittsburgh office.
We employ an overall lean and efficient strategy. For
example, when planning to move our headquarters to
Pittsburgh’s Strip District, we doubled our space to 15,000
square feet, allowing us to bring outsourced functions
in-house as well as to expand our staff, resulting in cost
savings accompanied by increased productivity. In 2009,
our Pittsburgh office had five employees; with consolidation
and continued hiring, by early 2013, it had 33.
Current Assets and Development Pipeline
EverPower’s current operating assets total more than 500
MWs. Looking ahead, we plan to maintain a strong, geographically diverse 2,000-MW pipeline.
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Looking Forward
Three-Year Development Plan
EverPower maintains a constant pipeline flow. Our target is
to have 1,000 MWs operating by 2015, and we continue to
pursue permitting of approximately 2,000 MWs of pipeline
projects across the US.
We’ve set our pipeline development goal to
hold a steady 2,000 MWs of wind power assets.
Along with exploring additional wind opportunities, EverPower has been examining selected
solar power investments and will continue to
research technologies that will create opportunities and add value to the company.
We believe that power markets will gradually
recover and the oversupply of RECs will begin
to correct by 2015–16. As such, we are planning
additional projects while carefully managing
our exposure in what is still a complicated and
demanding market. We monitor the landscape
for federal support in both the short and long
term and are encouraged by the strong bipartisan political support for a lasting plan to
support renewable energy. Translating that support into a sustainable policy is more complex,
but signs of broad reform are promising.
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Industry Leadership
EverPower is a committed member of many industry
and government associations, where we work as a
thought leader for policy initiatives, staying active with
speaking and peer-networking opportunities.
EverPower is represented on the boards of
the following associations:
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Alliance for Clean Energy New York
(ACENY)
Maine Renewable Energy Association
(MREA)
Mid-Atlantic Renewable Energy Coalition
(MAREC)
Northwest & Intermountain Power
Producers Coalition (NIPPC)
Renewable Northwest Project (RNP)
EverPower contributes to the following
associations and initiatives:
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ACENY RPS Main Tier Working Group
ACENY Siting Issues Working Group
American Council on Renewable Energy
(ACORE) Leadership Council
American Wind Energy Association
(AWEA) Legislative Committee
AWEA Siting Committee
AWEA Operations and Maintenance
Working Group
AWEA State Policy Committee
AWEA Transmission Committee
AWEA Working Group on Sound
Desert Renewable Energy Conservation Plan
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(DRECP)
Citizens for Pennsylvania’s Future
(PennFuture) Energy Center for
Enterprise and the Environment
Independent Power Producers of New
York (IPPNY)
Midwest Region Wind Multi-Species
Habitat Conservation Plan (MWE MSHCP)
New York State Energy Research and
Development Authority (NYSERDA)
Energy & Biodiversity Mapping Project
Advisory Committee
Ohio Wind Industry Coalition (via AWEA)
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Our Market
The demand for wind and renewable energy
is primarily derived from three sources:
Compliance Markets are based on state-imposed renewable portfolio standards (RPS) that require power suppliers
serving retail customers to increase percentages of renewable energy in the generation mix used to meet load.
Voluntary Markets allow retail customers to choose to
purchase energy from renewable sources, in support of
cleaner air, domestic power and economic growth.
Public Power suppliers such as municipal electric companies and rural electric cooperatives are generally exempt
from RPS rules. In order to meet customer demand for
renewable energy and to provide a hedge against volatility
in fossil-fuel markets, public power entities will often enter
into renewable power purchase agreements on behalf of
their retail customers. While similar to voluntary renewable
energy purchases, these transactions tend to be for larger
amounts and longer durations.
Compliance markets are present to varying degrees in 37
states and the District of Columbia. In eight of these states,
the RPS are voluntary guidelines with no penalty for not
meeting the standard.
In EverPower’s core PJM market region, state-dictated
RPS compliance markets will grow over time, as illustrated
in the following graph. This growing obligation is important
for EverPower’s existing merchant projects and our ability
to build additional projects in the region.
Megawatt Hour (MWh) of Demand (Millions)
Tier 1 Renewable Energy Credits Forecast for PJM
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Internal Corporate Standards
Health and Safety Standards
The nature of our business requires many of our staff
and collaborators to work in diverse environments,
inside and outside our offices. Comprehensive training
is a top priority, starting with Safety First, and nowhere
is safety more important than on our wind farms.
Management relies on meticulous training, documentation
and accountability to maintain safety awareness on our
project sites. All new employees and contractors review and
discuss wind farm safety protocols and potential hazards
before starting any work. The safety orientation includes
rules of conduct, procedures and emergency protocols.
We instill the importance of personal protective equipment
(PPE) and ensure all workers wear the PPE appropriate
to their tasks. Safety and technical training is an ongoing
requirement throughout an employee’s career.
Each day on-site commences with a Beginning of the Day
(BOD) plan, which ensures that the site manager is aware of
all work and activities around the site. Prior to starting work,
contractors are required to conduct a job safety analysis
(JSA) and ensure that PPE is in use and appropriate tools
and work procedures are in hand. Site managers conduct
quality assurance/quality control (QA/QC) audits to ensure
proper and safe procedures are followed. The day ends with
an End of the Day (EOD) report, which includes equipment
status and confirmation that all personnel have left the site
safely. We enforce a “no one gets left behind” mindset.
Weekly safety meetings are standard operating procedure
at all our wind farms and are attended by site management
and contractors. Safety topics vary weekly, and discussions
can include any safety-related issue from the previous week
as well as any “near miss” or “incident” reports. In the event
of a safety incident, a safety stand down starts, work stops
and the event is evaluated. A written report is submitted
to management, and the Occupational Safety and Health
Administration (OSHA) is notified if required. An OSHA log
is also completed to meet compliance.
Additionally, all wind farm employees receive physicals and
perform a climb test to ensure that they are fit for duty as
required. Annual employee performance evaluations include
safety conduct and training components. As well, every
employee’s first aid/CPR, climb training and emergencyrescue certifications must be kept current. Community
firefighter and trained rescue teams perform annual emergency rescue drills to educate our employees, contractors
and community first responders.
EverPower’s safety reporting involves living documents that
undergo various levels of review, both internal and external,
to ensure use of the most current protocols. These include:
safety plans, emergency action plans, lockout/tagout
(LOTO) procedures, site safety rules, PPE inspection forms
and spill-prevention plans, etc. To ensure we are working
toward best practices, we conduct self audits as well as
engage third parties to perform audits at our sites and on
our documentation.
EverPower’s and our contractor’s management meet
formally on a quarterly basis to review and discuss safetyrelated issues. This reinforces in the site personnel that
safety is at the forefront of EverPower’s culture, as we
strive to be best in class and ensure safety is first.
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Development and Permitting
Overview of the Process
The review procedure for wind farm development involves many
moving parts and a robust timeline. It starts with field work to
identify a project location, followed by an exhaustive series of
tests that entail both database analysis and field studies. Every
step of the path to permitting follows our risk mitigation principles
and ensures project longevity and judicious use of resources.
Ultimately, permitting requires multiple state, local and
federal authorizations. Consultants provide expert guidance
through the process, which can take two years or longer.
In keeping with our core values, we follow a best-in-class
approach to development, long-term environmental stewardship and community benefit.
Environmental Development
After we identify a potential wind farm site, we start with
environmental studies in order to pinpoint issues that could
affect either permitting or development.
All forms of energy production create some level of environmental impact. Among those that can produce electricity
at a competitive scale and cost, wind energy has the
least impact and is becoming an increasingly important
component of the US energy profile. Wind turbines emit no
mercury, particulates, sulfur oxide (SOx), nitrogen oxide
(NOx) or carbon dioxide (CO2) and use a fraction of the
fresh water needed to cool traditional thermal plants. The
turbines themselves take up about one acre of land each,
which means preexisting land use can continue virtually
unimpaired once the turbines are in place.
While wind turbines have been associated with bird and
bat mortality, deaths from wind turbines make up only a
fraction of one percent of total anthropogenic avian deaths1.
EverPower works diligently with state and federal regulators
1 In a 2007 study, the National Academy of Science has estimated that wind energy
is responsible for less than 0.003 percent of all bird deaths caused by human
activities.
to ensure that our projects are designed, constructed and
operated in a way that minimizes impact to all area land
and wildlife. From very early in the development process,
EverPower engages state and federal resources agencies
in a step-by-step process that evaluates potential impacts.
While the potential impacts may differ from project to
project, the process is generally standard.
SITE IDENTIFICATION
An ideal wind farm location has three primary physical factors: good wind, access to the bulk electric grid and power
markets, and a suitable project area. EverPower’s development team has the expertise and experience to find sites that
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can support viable projects. Our industry-leading scientists,
engineers and project managers have been able to identify
new project areas that could support some 2,000 MWs of
additional generation capacity for EverPower’s portfolio.
LANDOWNERS AND COMMUNITIES
Without question, the support of landowners and communities is the single most important component of successfully
developing and permitting a new wind farm. To that end,
EverPower engages with landowners and communities
early and often. Not only are landowners and communities
important to each project individually, but our legacy and
our success with future projects is directly tied to how we
interact with local stakeholders in all of our projects.
EverPower’s goal is to provide accurate and up-to-date
information about each project and about wind power in
general throughout the development process. EverPower
strives to offer competitive lease terms that will ensure solid
project economics while still maximizing the economic benefits to the community. This early relationship building with
landowners and communities is the basis for the long-term
relationships that continue through the project’s construction and operation.
Every community is different and every landowner has
unique concerns, and our approach is to respect and work
through all of them. We understand that we will be a longlasting member of the community, and it is our promise to
be a productive and positive presence. In total, EverPower’s
projects are proud to inject more than $11 million each year
into local communities, through purchase of local goods and
services, property tax payments, lease payments, salaries
to operators and other activities.
ENVIRONMENTAL Studies and Timelines
Once a site has been identified and landowners engaged,
the next step to developing and permitting a project is
to conduct a fatal flaw study based on existing data and
information. The goal of the study is to recognize any
established issue that might preclude development at the
site. A fatal flaw could include, for instance, an aviationpath conflict, a problematic local ordinance or threats to
wildlife. If the fatal flaw conclusion is clean, and all other
development criteria are positive, we begin more intensive
environmental studies.
Prior to conducting major environmental studies, EverPower’s
environmental and permitting departments coordinate with
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federal and state regulatory agencies to establish the studies’
timing, scope and intensity. This coordination is critical to
setting and keeping an efficient project-development timeline.
Once a timeline is set, we begin a competitive bid process
to select the consultant(s) who will perform the studies.
EverPower will work with leading environmental consultants
to perform all applicable studies, which may include:
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Avian impact surveys (includes bats and raptors)
Cultural resource analysis
Geotechnical/groundwater study
Habitat analysis
Shadow flicker study
Sound study
Species-specific surveys
Surface water delineation and report
Visual impact study
The number, type and depth of these studies are informed
by location and the species that might be affected. Some
states require deeper analysis than others; similarly, a project that may affect a federal or state-listed species requires
more intensive study.
In general, an individual environmental study can be completed within a single calendar year. However, it can take
several years to complete all environmental surveys and
studies, depending on project development timing and priority.
EverPower follows the US Fish and Wildlife’s Land-Based
Wind Energy Guidelines, as well as rules and regulations under applicable state and federal laws, including
the Endangered Species Act, the Bald and Golden Eagle
Protection Act and the Migratory Bird Treaty Act. We maintain ongoing communication with every pertinent agency,
and as environmental studies are completed and issues
resolved, we move into the permitting phase.
Ready for construction
The last steps to ready a project for construction require
EverPower to secure the final permits. Similar to the
environmental-studies process, we set the permitting process on a timeline that directs all our internal departments
as we coordinate with external organizations.
Depending on a project’s location and environmental
impact, permitting activities take place at the federal, state
or local level.
EverPower works with consultants to develop permit applications for submission to regulation agencies. Typically
dialogue begins between the agencies and EverPower
during the environmental studies phase and continues
through permit applications and submission. Depending
on the type, a single permit can require from one month to
a year to obtain.
Once the final permits are in place, EverPower’s team will
finalize work to secure financial commitments for the project
(including turbines), hire a general contractor to construct
the project, and arrange for sale of the electricity and
renewable energy attributes that the project will generate.
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Operations
The heart of EverPower’s ongoing success is our
turbines. If they don’t turn and turn well, we cease
to function.
Our turbines’ optimal performance relies on vigilant attention
to daily operations. EverPower’s approach to operations
corresponds with our core values and commitment to maintaining best-in-class standards in all we do. This means:
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live what we do. For starters, we employ a full-time manager
on the premises of all our work sites. These managers are
our eyes and ears in each location. They are also the face of
our company in the communities where we operate, and as
such, we ensure they are well qualified, trained and connected to communities and our headquarters.
zero injuries — among our employees, partners and
communities alike
ongoing safety and technical training — our people are
the best prepared to handle their work environments’
everyday events and exceptional incidents
community and environment stewardship — we maintain
integrity and respect for others and our environment
proactive management — our site leaders anticipate and
correct would-be problems before they happen; minimize
downtime and maximize availability
a comprehensive and up-to-date technical library — we
keep meticulous maintenance records, equipment histories and user guides at the ready
high fleet availability and constant production — our
healthy turbines, maintained to the highest standards,
work at maximum potential
Ultra-efficient returns to service after a fault — speedy,
safe, long-term repairs ensure minimum downtime
In keeping with our staff pledge, we maintain rigorous
safety and productivity standards by making our equipment operators’ reviews and bonuses commensurate with
wind farm performance, technical and safety metrics and
safety records.
We monitor performance via remote systems that allow us
to gauge, from our headquarters, all 219 of our turbines’
health in real time. This way, we track and trend operations,
which we can then match to performance metrics that determine whether or not each turbine is performing up to its
design potential. This remote monitoring practice is another
way we optimize assets under the philosophy that what we
want to improve, we need to measure.
As we head into the future with an ever-expanding fleet and
improving numbers, we see our methods are working, as we
strive to be best in class.
We achieve these principles first and foremost via our people
and EverPower’s staffwide pledge to collaborate on, own and
Project Scopes and CO2 Offsets
Project
TURBINES
CAPACITY
OFFSET CO2
(tons)
HOUSEHOLDS
POWERED
Highland
25
62.5
105,000
15,000
Highland North
30
75
126,000
18,000
Patton
15
30
50,000
7,000
Twin Ridges
68
139.4
235,000
34,000
Howard
27
55.35
75,000
13,500
Mustang Hills
50
150
149,000
36,000
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EverPower Commercial Group
The Commercial Group is responsible for the sale of renewable
energy products produced by EverPower’s portfolio of
wind farms. EverPower’s customers include electric utilities,
independent wholesale power companies, retail aggregators,
universities and large commercial consumers.
EverPower’s operational wind farms are located in regions
with organized energy markets that enable efficient transmission across vast areas. These regions exist within the more
than 30 US states with RPS policies mandating that increasing percentages of electricity consumption be generated from
renewable sources.
Organized markets and RPS policies benefit EverPower’s
commercial operations by enabling a wide range of potential customers to directly contract for renewable energy.
Many of EverPower’s projects under development are
also located in these regions, providing the opportunity
to continue to expand the wind farm portfolio in a price
environment where renewable energy enjoys relative
competitive advantages.
Though a significant portion of EverPower’s renewable
energy revenue has been contracted via long-term PPAs,
not all our output is yet assigned to long-term contracts.
TerraFirma’s investment strategy during 2011 and 2012
was designed to maximize benefits from US tax policies
that provided newly constructed wind farms significant
incentives via government grants. Prices for renewable
energy in the short term have been under pressure from
the economic downturn, abundant natural gas and a
temporary surplus of renewable energy production capacity. As a result, we have not yet committed a portion of
EverPower’s renewable energy output to long-term PPAs.
Instead, our Commercial Group has hedged some of the
portfolio’s near-term future output into the regional organized energy markets.
TerraFirma’s support during the currently challenged renewable energy price environment allows EverPower to be
more discriminating in establishing contracts for the uncommitted portion of the portfolio’s energy production. Rather
than selling into a weak market, we’ve held a portion of our
output for future long-term PPAs.
Renewable energy prices are beginning to show signs of
improvement, and the Commercial Group anticipates better
price opportunities for new long-term contracts over the
next few years. This disciplined approach to establishing
new contracts is consistent with TerraFirma’s strategy for
future revenue growth and wind farm portfolio expansion.
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Projects
Operational
highland Wind Farm, PA The Highland Wind Farm is located in Cambria County, Pennsylvania, pri-
marily on reclaimed strip mines. Development of the Highland Wind Farm
began in 2005 and the project commenced operation on August 12, 2009.
The project uses 25 Nordex N-90 wind turbine generators, each with
a nameplate rating of 2.5 MWs. In total, the Highland Wind Farm has
the capacity to generate 62.5 MWs of electric power, producing enough
electricity to power more than 15,000 homes each year. Highland’s
electricity is connected to the Penelec Grid and sold to First Energy
Services under a long-term PPA.
Highland North The Highland North Wind Farm is located in the townships of Adams
Wind Farm, PA and Summerhill, Cambria County, Pennsylvania. The project is situ-
ated on mixed-use land owned by both public and private landowners.
Construction began in the spring of 2011, and the wind farm became
operational in early 2012.
The project uses 30 Nordex N100 turbines, each with a nameplate rating
of 2.5 MWs. In total, the Highland North Wind Farm has the capacity to
generate approximately 75 MWs of electricity, enough to power more
than 18,000 households each year.
MUSTANG HILLS Mustang Hills Wind Farm is located near Tehachapi, California and was
Wind Farm, CA acquired from Terra-Gen Operating Co, LLC in 2012. It is EverPower’s
first acquisition of an operational wind farm.
The project uses 50 V90-3.0 MW Vestas-American turbines. Mustang
Hills has the capacity to generate 150 MWs of electric power, producing enough electricity to power approximately 36,000 households each
year. The electricity produced is sold to Southern California Edison
(SCE) and interconnects to SCE’s Tehachapi Renewable Transmission
Project (TRTP).
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Patton Wind Farm, PA The Patton Wind Farm in Cambria County, Pennsylvania is spread
across approximately 2,100 acres of agricultural land in the townships
of Elder, West Carroll and East Carroll. The project uses 15 Gamesa
turbine generators, each with a nameplate rating of 2.0 MWs. In total, the
Patton Wind Farm has the capacity to generate approximately 30 MWs of
electricity, enough to power more than 7,000 households each year.
TWIN RIDGES Wind Farm, PA
The Twin Ridges Wind Farm is located on the Big Savage ridge in
Somerset County, Pennsylvania, north of the Maryland-Pennsylvania
border, and connects to the Maryland grid. The project is located on
mixed-use and forested lands owned by private landowners. Initial
construction began in late 2011 and the project was completed in
December 2012. The project uses 68 REpower MM92 turbine generators, each with a nameplate rating of 2.05 MWs. In total, the Twin
Ridges Wind Farm can generate approximately 139.4 MWs of electricity, enough to power more than 34,000 households each year.
Howard Wind Project, NY
The Howard Wind Project is located in Steuben County, New York, primarily on farmland. Development of the project began in 2004 and operation
commenced in late 2011. Since completion of Phase II in 2012, it uses 27
REpower USA MM92 turbines. Each turbine has a nameplate rating of 2.05
MWs. In total, the Howard Wind Project generates 55.35 MWs of electricity
at full load, enough to power the equivalent of 13,500 households.
20
Projects
Advanced Development
Buckeye Wind Farm The Buckeye Wind Farms consist of two phases located on a glacial
(two phases), ridge in eastern Champaign County, Ohio. Each phase will involve
Champaign County, OH the construction of up to 130 MWs of generation capacity, spread
across six townships. Located primarily on farmland, less than
one percent of the land will be taken out of agricultural production.
Together, both Buckeye farms are expected to generate renewable
energy sufficient to power nearly 50,000 households.
SCIOTO RIDGE Wind Farm, The Scioto Ridge Wind Farm is located in Hardin County, Ohio and
Hardin County, OH is slated to generate 300 MWs. Situated on farmland and leased
from private landowners, fewer than 180 acres will be taken out of
agriculture production. Scioto Ridge is expected to generate renewable energy sufficient to power approximately 75,000 households.
Coyote Crest Wind Coyote Crest Wind Energy Park is located north of Doty, Washington on
Energy Park, lands zoned for commercial forestry. It is located on 3,755 acres within
Doty, WA Weyerhauser’s McDonald Tree Farm, located in Lewis, Pacific and
Grays Harbor Counties, Washington. The project is fully permitted and
construction will begin once a viable sales opportunity for it is secured.
When constructed, the project will include 47 wind turbines and a
capacity to generate 120 MWs of clean, renewable energy.
Allegany Wind Proect, When constructed, the 72.5 MW Allegany Wind Project will be
Cattaraugus located in the town of Allegany in New York’s Southern Tier region.
County, NY The project area encompasses approximately 9,100 acres of land
used primarily for timber harvesting and oil activities.
21
22
The Benefits of Wind Power
Economic Development for Communities
and Benefits to Landowners
As the wind industry grows, so do the benefits to landowners
and communities. Wind farm construction increases local
economic activity and employment, while maintenance and
operation creates long-term jobs. And all phases of wind
development involve service providers and the purchase of
goods from the communities where they are located.
For farmers and landowners, wind turbines provide supplementary income, while communities benefit from the tax
revenue that support schools, hospitals, road improvements
and other projects.
Jack Bossard, who hosts three of EverPower’s Howard
Project turbines on his farm, says that curious people from
neighboring areas who are considering bringing turbines to
their own communities have visited his farm to “check them
out.”
“It’s a wise move,” he confirms. “The turbines are just a part
of the landscape. I’m happy with them. And it’s been good
for the town.”
Wesley Coots, another Howard Project farmer who hosts
two turbines and the project’s substation, says, “I can’t get
from corn as much as I can get from wind towers being on
the property,” adding that his sons were “excited about his
[supporting] renewable energy … something that will benefit
many and not just a few.” He also said that his partnership
with EverPower has “helped keep the farm in the family.”
Wind Power Is Clean
Wind benefits:
██
██
██
Low-impact power. Electricity from wind is a source of
clean, inexhaustible energy that produces virtually no pollution or emissions and, unlike other forms of power, does
not require water in any generation stage.
Growth potential. Development of ten percent of ten of the
windiest states could provide more than enough energy to
displace emissions from coal-fired power plants.
Displacement of demand for carbon-emitting energy
sources. Replacing fossil-fuel power generation with wind
power reduces carbon dioxide (a greenhouse gas) and
smog, and eliminates a major source of acid rain. Wind
also displaces other emissions from fossil-fuel generation
that have harmful impacts on the environment and human
health, such as mercury, particulates, SOx and NOx.
Wind Power Is Affordable
Wind energy is cost-effective, competitive and profitable.
New wind installation outpaced natural gas installment last
year and is expected to provide more lower-cost energy
in upcoming years. During 2012, wind energy became the
number one source of new US electricity-generating capacity for the first time, providing some 42 percent of all new
capacity.2
Advances in turbine technology have brought improved
efficiency and lower capital costs. And because the wind
is free, the long-term costs of its energy do not fluctuate,
protecting consumers from fuel volatility.
Wind Power Is American Made
US wind energy is produced by Americans for Americans.
More than 550 US manufacturing plants build components
for wind turbines, towers and blades, and 67 percent of a
US-installed turbine’s value is now produced in America.
This is up from less than 25 percent prior to 2005.3
2 American Wind Energy Association (AWEA) US Wind Industry Annual Market
Report Year Ending 2012
3 American Wind Energy Association (AWEA) website: “Get the Facts: U.S. Wind
Energy Industry Manufacturing & Supply Chain"
23
Economic Impacts of Everpower projects on communities
Project
Local Goods and
Services
(Over Operating Life)
O&M Jobs
Construction Jobs
(At Height of
Construction)
HIGHLAND
$4.0 M
4.5
Not Available
Highland
north
$3.3 M
4.5
98
Patton
$2.3 M
4
82
TWin Ridges
$5.3 M
11
188
howard
$3.5 M
8
57
mustang hills
$2.0 M
11
Not Available
24
Corporate Social Responsibility
As a pioneering business in the clean-energy industry,
EverPower values the importance of leading by example.
That’s why the commitment to promoting green energy
and its benefits starts with our own offices and employees. We incorporate responsible green policy and
practices into every level of our daily operations. Our
company culture is one of general conservation, green
thinking and green living.
As an overarching principle, EverPower and our affiliates
are dedicated to doing carbon-neutral business. To maintain
zero-emissions status, we use green energy and buy green
certificates that offset the carbon emissions our offices do
generate. As well, we outfit our offices with lightly used
furnishings whenever possible, for significant savings in
costs and resources.
In every way, EverPower intends to be both an innovator and
standard-bearer in the creation of a cleaner, healthier future.
Corporate Sponsorship Policy and
Community Development
Earning consensus among the residents of tight-knit
communities is central to a wind project’s acceptance.
EverPower believes it is crucial to invest in and improve the
places where our offices and wind projects are located.
We direct our contributions to initiatives that are consistent
with our mission and values. Beyond employee volunteer
and community outreach efforts, we support education and
25
youth activities, first responders, environmental improvements, community events and more.
unemployment is nearly eight percent and the median
household income is around $41,000.4
Wind farm Picnic Areas and
Informational Kiosks
Here, as in many American communities, autumn Friday
night football games are a major component of the area’s
social structure. Before a gift from EverPower, the students
at Cambria Heights High School played on a field with a
dilapidated 40-year-old scoreboard that often malfunctioned
and caused game delays. “It literally was held together
with duct tape,” said Tom Boyle, Cambria Heights Athletic
Director. EverPower’s gift enabled the school district to
purchase a new scoreboard. “We are extremely grateful to
EverPower,” continued Boyle. “Their donation means so
much for the community and school.”
EverPower enhances the land that surrounds our turbines
for the enjoyment of residents and visitors. We build
picnic areas and informational kiosks, as well. EverPower
encourages residents and visitors to learn about wind
energy and our projects. The sheltered picnic area at our
Howard Wind Farm, for example, provides both a resting
spot for hikers and a repository where visitors can witness
wind energy up close. It has proven a popular destination
for Boy and Girl Scout troops as well as for elementary
school field trips.
In 2013, EverPower partnered with the Allegheny Trail
Alliance to build a memorial to mark the historic MasonDixon Line, which once divided the country into North and
South, and crosses through our Twin Ridges Project. The
memorial is designed to provide information, education and
a rest stop for the many bikers and hikers who traverse the
area, honoring its historical significance and describing its
recent evolution from a coal mine site to a wind farm haven.
Community Special Projects
EverPower operates three wind farms in Cambria County,
Pennsylvania: Highland Wind Farm, Highland North
Wind Farm and Patton Wind Farm. The county is typical
of rural America: the population is just above 140,000,
EverPower also helped establish an annual “Wind
Bowl” — a varsity football competition between Cambria
Heights and Forest Hills high schools that replaces the
now-defunct Coal Bowl, which was sponsored in the
past by a mining company. An “EverPower Challenge”
to recognize all varsity-level sports is also under way.
To support academics in the high schools, EverPower is
looking to launch a scholarship competition for students
interested in engineering or sustainable energy, to be
awarded annually and applied toward students’ university
or technical training costs.
For complete details about our philanthropic sponsorship,
visit www.everpower.com/philanthropy.shtml.
4 U.S. Census Bureau
26
Our People
Our people are our greatest resource. In return for
their service, and to ensure that we retain our top
talent, we carefully provide for their health, safety
and development needs.
We currently employ 52 people, 33 of whom work in our
Pittsburgh headquarters.
EverPower follows a top-down, bottom-up approach, and
is governed by a Board of Directors that has adopted
principles of governance to guide company operations (see
EverPower Corporate Governance Statement on page 30).
Because our organizational structure is relatively flat, there
are few layers between top management and the lowestranking employees. Management keeps an open-door
policy to encourage communication, collaboration and cross
exposure. Likewise, we offer fair compensation, including
a stock option program to enable employees to have an
ownership stake in the company.
EverPower starts with specific job descriptions, annual goal
setting and annual performance evaluations to make certain
that each employee understands his or her role and has
the skills necessary to do a job successfully. The evaluations are a useful tool to identify developmental needs and
provide a framework for two-way discussion.
EverPower’s robust recruitment process ensures that prospective employees have not just the necessary technical
expertise but also the temperament to suit our company’s
culture. We like to promote from within, challenging
every employee to excel and advance. All employees
have access to senior people, including the CEO, and
Job Shadowing Program: EverPower is
pleased to offer high school students
the opportunity to learn about wind
energy and other positions in the
company. See the EverPower website
for more information.
we believe that this access is a key motivator. When a
personnel change occurs, we assess our existing staff
and develop our own people to take on vacated positions
whenever possible.
The health and safety of our employees, contractors,
landowners and wind farm residents is EverPower's first
concern. We hold weekly tailgate health and safety talks
at each wind farm, and strictly follow OSHA laws and best
practices in order to ensure the safety of our construction
contractors, our staff and all site visitors during planning,
construction and operation.
EverPower is committed to creating the right workplace
environment for all employees — an environment where
every individual feels comfortable and confident that they
can do their best work and reach their full potential. There is
zero tolerance for any type of harassment or for retaliation
against anyone who comes forward to make a good-faith
complaint under the Code of Business Conduct and Ethics.
Professional Development and Continuing Education policies guarantee that EverPower offers and pays for outside
courses to fill in knowledge gaps identified during performance reviews to keep our staff up to date.
Each year, every employee participates in compulsory ethics
training and instruction on discrimination in the workplace.
This is not a mere review of the legal requirements and language of EverPower’s Code of Business Conduct & Ethics,
but a hands-on interactive session conducted by outside
experts. Online tools offer additional training and instruction
resources that accommodate the diverse schedules of our
growing workforce. To view the complete EverPower ethics
policy, visit www.everpower.com/pdfs/trireme-coc.pdf.
EverPower holds an annual All–Employee Meeting where
everyone’s concerns are heard. It provides another reliable outlet for EverPower to foster open dialogue between
management and employees.
Recruiting extends to the “next generation” and to that
end, the EverPower Internship and Co-op Programs
were founded in 2009. EverPower is an active partner
with several Pittsburgh universities, including an alliance
with the University of Pittsburgh’s Swanson School of
Engineering. Through these partnerships, we have hired
interns from Carnegie Mellon and other universities,
drawing on the best local talent, some of whom have
become full-time employees.
EverPower’s community involvement engenders pride
and kinship.
██
██
██
We participate in community service days in cities and
towns where we have a major workforce. We have partnered with New York Cares in New York City, to refurbish
a public school library and playground, and clean up a
park on the Lower East Side of Manhattan.
We also have partnered with the Pittsburgh Downtown
Partnership for Downtown Partnership Day, an annual
day of service. To celebrate the opening of our new
headquarters, our team cleaned up trash along the Three
Rivers Heritage Trail, located near our office.
EverPower employees volunteer their time to educate
students about renewable energy. Employees from our
Operations Department have served as volunteers with a
Pittsburgh after-school program to teach children about
energy, renewable energy and technology.
The results of our employee survey show that the creative
atmosphere at EverPower provides a rewarding work
experience. Our employees are a close group who have
a genuine interest in learning how respective areas of the
company interconnect. They offer resourceful suggestions
to improve communication and collaboration, and value
our community outreach efforts. Our employees have also
indicated that they value hearing our CEO’s views about the
economy and its impact on renewables in general and on
EverPower in particular.
28
Who We Are
The EverPower management team has significant wind
industry and power market experience and a proven
power-industry track record in permitting and developing
large-scale energy projects.
In addition, EverPower's management team has extensive local and international experience and expertise in
the following areas: project finance, engineering, wind
resource analysis, data analysis, GIS/mapping, construction oversight and governance. In ten years, EverPower
has grown from three founders to 52 employees.
James Spencer
President & CEO
Jim has more than 25 years of experience in the power
industry, managing the development and financing of
energy projects in developed and underdeveloped countries. He founded EverPower in 2002 to pursue renewable
energy development. Prior to 2002, he served as an advisor
to Renewable Energy Systems, Ltd (RES) and was instrumental in establishing RES’s Asia Pacific presence in NSW,
Australia. He also served as a director of RES Asia Pacific
from its inception until 2004, when he resigned to devote
100 percent of his efforts to EverPower.
Andrew Golembeski
Executive Vice President & COO
Andrew has spent more than 20 years in the power industry
with both traditional and renewable energy companies. He
serves as EverPower’s chief operating officer, responsible
for construction and operation activities. From 2003–2008,
he was responsible for overall project develoment at
EverPower. His power experience encompasses wind,
hydroelectric, combined-cycle combustion engines, reciprocating engines, solar and coal.
Charles H. Williams
Chief Financial Officer
Charlie has 30 years of financial management experience
and a diverse history with domestic and international companies, both large and small, including nearly 15 years with
high-growth energy and related-technology firms. Before
joining EverPower at the end of 2009, he served as CFO at
an advanced battery technology company. Prior thereto, he
was CFO and an executive director of Clipper Windpower
Plc, a utility-scale wind turbine manufacturer and project
development company based in California and listed on the
AIM market of the London Stock Exchange.
George Henderson
Chief Commercial Officer
George has 15 years of experience in competitive power
markets. He serves as EverPower’s chief commercial officer,
responsible for market-related activities, including all front-,
middle- and back-office functions. Additionally, George handles the marketing of energy and renewable credits, contract
negotiations, ISO relations, energy operations, settlements,
regulatory matters and energy risk management.
Carol Strickland
Corporate Secretary & Chief Administrative Officer
Carol has more than 30 years of experience in board processes and development, corporate governance matters,
strategic philanthropy and executive staff activities. After
working as a governance consultant to EverPower, she
joined the company in 2008 and is responsible for corporate
governance–related and other Board of Directors matters,
as well as human resources, stock option administration, IT
and corporate policies and practices.
Chris Shears
Chief Development Officer
Chris has more than 15 years of experience in the wind and
renewable energy fields. He has overall responsibility for the
growth of EverPower’s project pipeline across the US and
the timely delivery of projects for financing. Before joining
EverPower in 2008, Chris worked in the UK for Renewable
Energy Systems Ltd (RES). He also served as Chairman of
the British Wind Energy Association from 2005­–2007.
Michael Speerschneider
Chief Permitting & Public Policy Officer
Mike has more than 10 years’ experience in the energy
industry. He oversees all permitting and government
affairs activities for EverPower. On the permitting side,
Mike is responsible for working with state and federal
agencies on a broad regulatory level, as well as on a
project-specific level to secure necessary project permits.
For government-related affairs, he is actively involved
with state and federal policy makers and is dedicated to
improving the overall business environment for the company through the legislative and regulatory process.
29
Established in 2002, EverPower is a developer of utility-grade wind
projects. EverPower is a green field developer, which means that we
identify and develop project sites from the early stages. The EverPower
group has a proven track record in permitting and developing largescale energy projects. This experience has served as the foundation
for EverPower’s activities in wind energy, and the Company has quickly
amassed a large portfolio of wind projects. If you are a landowner or
interested party, please feel free to contact us at everpower.com.
30
EverPower Corporate
Governance Statement
EverPower’s corporate governance structure is set by the board
of directors of Trireme Energy Holdings, Inc. EverPower (the
Company) believes that effective corporate governance is a
key element of its past and future success, and is necessary to
achieve its strategic objectives and to create value for its owners.
Governance Structure and Leadership
The board of directors of Trireme Energy Holdings, Inc.,
EverPower’s parent, is responsible for establishing, overseeing and managing the Company’s broad goals, strategies
and corporate governance structure. The EverPower Board
of Directors is responsible for developing strategic plans for
the Trireme Board to consider, as well as for implementing
EverPower’s strategy, managing its business and day-to-day
operations, and planning development activities accordingly,
within their delegated authorities.
The Directors consider the current structure to be appropriate,
but will continue to keep it under review. The Company maintains a consistent dialogue with its shareholders, whose views
are communicated to the various boards via the chairman and
other non-executive directors of Trireme Energy Holdings,
Inc., representing Terra Firma Capital Partners Limited.
Trireme believes that effective corporate governance is a
fundamental aspect of a well-run business. It is committed
to maintaining high and relevant standards of corporate
governance.
Thiele), and three officers of EverPower (Jim Spencer,
George Henderson and Charles Williams).
The EverPower Board comprises seven members:
EverPower CEO, Jim Spencer; EverPower COO, Andrew
Golembeski; EverPower CFO, Charles Williams; EverPower
Chief Commercial Officer, George Henderson; EverPower
Chief Development Officer, Chris Shears; EverPower
Secretary and Chief Administrative Officer, Carol Strickland
and EverPower Chief Permitting and Public Policy Officer,
Michael Speerschneider.
Biographies of the EverPower Directors can be found on
page 28.
Board Meetings
Both the Trireme and the EverPower Boards meet regularly,
generally on a bimonthly basis, and additional meetings are
convened as circumstances require.
Board Procedure
Board Constitution
The Boards review regular and critical business issues in
a timely and disciplined manner, enabling Trireme to carry
out its responsibilities and provide leadership to EverPower
within a framework of prudent and effective controls, and to
assess and manage risk.
The Trireme Board comprises two Non-Executive Directors
(Non-Executive Chairmen Charles Weliky and Frank J.
Kinney), three representatives of Terra Firma Capital
Partners (Tavraj Banga, Damian Darragh and Stefan
Charles Weliky, acting as Non-Executive Chairman of
Trireme, is responsible for the effective operation of the
Trireme Board and for communications with all directors and shareholders. An agenda is established for all
The following paragraphs describe the key governance
structures operating within EverPower.
meetings; it is primarily composed of standard business
items for bimonthly scheduled meetings. Relevant topics
include health and safety, financial and operational performance, and progress on development activities.
All Board members receive appropriate information regarding agenda items in a timely manner, and in the case of
Trireme, receive minutes of any meetings of the Nomination
and Remuneration, Finance and Audit Committees in
advance of each meeting, whether they are able to attend
or not. This enables members to be regularly apprised of
financial, operational, and health and safety performance;
to make informed decisions on issues under consideration;
and to enable them to discharge their duties. EverPower’s
Chief Executive also provides annual updates on risk
management to Trireme’s Audit Committee.
The principles of corporate governance relevant to
EverPower (the Principles) were adopted by the Trireme
Board on December 3, 2009 and determine the internal
policies by which EverPower should operate, without
restricting the legal independence of any EverPower
company and while ensuring that key policy and strategic
decisions relating to EverPower are made by Trireme.
The Principles include a schedule of matters reserved for
Trireme’s decision, together with its committees’ terms of
reference. The Trireme Board’s formal schedule of delegated authorities sets out the financial authorities delegated
to its committees and the Chief Executive, Chief Financial
Officer and other employees of EverPower (the Delegated
Authorities), and was last revised on April 18, 2011. The
content of the Principles and Delegated Authorities,
together with EverPower’s internal delegated authorities,
are continually reviewed for suitability with consideration
for time elapsed and EverPower’s growth. The matters that
must be brought to Trireme for approval include, but are not
limited to, strategy, internal control and risk management,
final approval of the EverPower budget, major acquisitions
and disposals, and any changes to EverPower’s capital
structure, financing arrangements and financial policies.
Directors have access to the advice and services of the
Company Secretary and external advisers, as appropriate, and may obtain independent professional advice at
EverPower’s expense. The Company maintains appropriate
liability insurance for its directors and officers.
Board Committees
The Trireme Board has established three committees, each
of which operates under clearly defined terms of reference
and delegated authorities.
32
A committee’s chair and its members are the sole persons
entitled to attend a committee meeting, but others may be
invited as detailed below.
Finance Committee
The Finance Committee consists of five Non-Executive
Directors, as follow: Charles Weliky (Chairman), Tavraj
Banga, Damian Darragh, Frank Kinney and Stefan Thiele.
In addition, the CEO and CFO of EverPower are normally
invited to attend meetings, and other EverPower managers
frequently attend at the invitation of any member.
This committee is responsible for making recommendations
to Trireme on financial and investment policy, including the
capital structure of EverPower, management of financial
risks and acquisition and divestiture policy.
Further, the committee is also responsible for making recommendations to Trireme based on proposals by the CEO or the
CFO of EverPower (beyond authority levels delegated to the
committee), for example, regarding the acquisition or disposal
of subsidiaries; approval of investments or divestments
within the EverPower group of portfolio companies; raising of
external financing; and the granting of securities, guarantees
and indemnities as set out in the Delegated Authorities.
In certain specific circumstances, the Trireme Board has
delegated authority to the committee to make decisions in
these areas.
Audit Committee
The Audit Committee consists of three Non-Executive
Directors, as follow: Charles Weliky (Chairman) Frank
Kinney and Tavraj Banga. The CEO, CFO and Controller of
EverPower, as well as external auditors’ representatives, are
normally invited to attend meetings. The committee meets at
least twice during the financial year at appropriate times in
the reporting audit cycle.
PERFORMANCE INDICATORS
Key Figures: 2009–2012
EverPower Wind Holdings, Inc. Annual Report Financials
Year End
2009
2010
2011
2012
MW
62.5
62.5
113.8
512.3
In Construction
#
0
2
2
0
Operational
#
1
1
2
6
Capital Investment*
$k
98,340
21,822
139,006
437,743
Revenue
$k
4,058
11,475
12,104
42,169
%
–
182.8
5.5
248.4
Installed Capacity
Total Wind Farms
Annual Financials
Year-over-Year Growth
*Data includes acquisitions
33
The committee regularly meets with the external and internal auditors without executive management being present.
The committee’s responsibilities in assisting the Trireme
Board to fulfill its duties include the following:
██
Overseeing EverPower’s relationship with the ex­­­ter­­nal
auditors
agreeing on the nature and scope of the audit and
reviewing the audit plan;
recommending the appointment and re-appointment
of the external auditor to Trireme;
recommending the remuneration and terms of
engagement of the external auditor to Trireme;
discussing audit findings with the external auditor,
including any major issues that arose during the
course of the audit and their resolution, and recommendations made to management by the auditors
and the management’s response; and
reviewing the cost-effectiveness of the audit;
Monitoring and reviewing the effectiveness of EverPower’s
internal control policies, internal controls and risk management systems;
reporting its findings to Trireme;
ensuring that there is a proportionate and an
independent investigation of any matter brought to
its attention and that a suitable system of internal
control for the implementation of policies on risk and
control within EverPower has been formulated,
operated and monitored;
Monitoring the integrity of, and reviewing the financial
statements of, Trireme Energy Holdings, Inc., and of
EverPower’s operating companies before submission to
the relevant board, including major judgment areas.
██
██
██
██
██
██
██
██
██
Nomination and Remuneration Committee
The Nomination and Remuneration Committee consists
of four Non-Executive Directors, as follow: Charles Weliky
(Chairman), Damian Darragh, Frank Kinney and Stefan
Thiele. The committee meets at least once a year and at
such other times as the Trireme Board requires.
The committee’s specific duties and responsibilities include:
██
██
██
██
Establishing criteria to be used in selecting directors;
Approving the remuneration of the directors and management and providing an objective and independent
assessment of any benefits granted to the directors and
management;
Design of incentive and remuneration plans to be applied
within the EverPower Group;
Advising Trireme on, and monitoring a suitable
performance-related remuneration formula for the
EverPower Group overall.
34
Contact Info
Established in 2002, EverPower develops utility-scale wind
projects, primarily through green field development. Our
proven track record in permitting and developing large
projects, from siting to generation, is the foundation on which
the Company has quickly amassed a large portfolio of wind
projects. If you are a landowner or interested party, please
feel free to contact us at everpower.com. PITTSBURGH —
Headquarters
1251 Waterfront Place, 3rd Floor
Pittsburgh, PA 15222
(412) 253-9400
(412) 578-9757 fax
General email enquiries: [email protected]
New York
24 West 40th Street, 12th floor
New York, NY 10018
(212) 647-8111
(866) 647-8111 toll-free
(212) 647-9433 fax
BELLEFONTAINE
129 South Main Street
Bellefontaine, OH 43311
(937) 595-0304
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