Bond Offering Statement for the Lake of Bays Renewable Energy Cooperative February 2014
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Bond Offering Statement February 2014 Powering our Community Bond Offering Statement for the Lake of Bays Renewable Energy Cooperative February 2014 Powering our Community 2630 Muskoka Road 117 P O Box 10 Baysville, Ontario P0B 1A0 [email protected] Bond Offering Statement February 2014 Powering our Community Bond Offering Statement of Lake of Bays Renewable Energy Co-operative Inc. (the "Co-operative") February, 2014 THIS BOND OFFERING CONTAINS INFORMATION ABOUT THE COMMUNITY BONDS OFFERED FOR SALE BY THE CO-OPERATIVE NAMED ABOVE. ALL PROSPECTIVE PURCHASERS OF THESE BONDS MUST RECEIVE AND ENTER INTO A BOND SUBSCRIPTION AGREEMENT WITH THE CO-OPERATIVE BEFORE COMPLETING THEIR PURCHASE. THE BOND SUBSCRIPTION AGREEMENT, AND NOT THIS DOCUMENT, IS THE GOVERNING DOCUMENT IN CONNECTION WITH THE PURCHASE OF BONDS. YOU SHOULD READ THE ENTIRE BOND SUBSCRIPTION AGREEMENT BEFORE DECIDING WHETHER OR NOT TO BUY THESE BONDS. THE INFORMATION PROVIDED HEREIN IS FOR GENERAL OVERVIEW PURPOSES ONLY AND PURCHASERS OF BONDS ARE NOT ENTITLED TO RELY UPON ANY INFORMATION CONTAINED HEREIN. Bond Offering Statement February 2014 Powering our Community TABLE OF CONTENTS Bond Offering Statement ............................................................................................................ 1 Strategic Plan .................................................................................................................................. 3 Purpose of the Plan ....................................................................................................................................... 3 Background ................................................................................................................................................... 3 Vision and Mission ........................................................................................................................................ 4 Why LOBREC Now? ....................................................................................................................................... 4 LOBREC’s First Project ................................................................................................................................... 4 Financing of Initial Project ............................................................................................................................ 4 Business Objectives ...................................................................................................................................... 5 Business Argument ....................................................................................................................................... 5 Opportunity to Partner with the Ontario Government ................................................................................. 5 Opportunity to Partner with the Corporation of the Township of Lake of Bays ........................................... 5 Benefits...... ................................................................................................................................................... 6 Business Model ............................................................................................................................................. 6 Community Owned ....................................................................................................................................... 6 Why a co-operative? ..................................................................................................................................... 7 Bond Agreement ........................................................................................................................................... 7 Board Member Experience ............................................................................................................. 8 Schedule A - 20 Year Financial Projections Schedule B – Sample Bond Agreement Bond Offering Statement February 2014 Powering our Community Bond Offering Statement Overview Lake of Bays Renewable Energy Co-operative Inc. Bond Offering: Powering our Community Corporate Information for Lake of Bays Renewable Energy Co-operative Inc. Ontario Corporation Number: 1851808 Date of Incorporation: July 4, 2011 Head Office Address 2630 Muskoka Rd. 117 PO Box 10 Baysville, ON P0B 1A0 Directors and Officers The articles of incorporation of the Co-operative provide for a minimum of five directors and a maximum of eleven. There are currently nine directors. Their names, addresses and offices held are set out below. Name Lake of Bays Community addresses Position Melinda Zytaruk 2630 Muskoka Rd. 117, Baysville, Ontario, P0B 1A0 President Collin Reaney 2725 Livingston Lake Road, Dorset, Ontario, P0A 1E0 Vice-President Margaret Casey 1189 North Burnt Island Rd., Baysville, Ontario, P0B 1A0 Secretary Richard Zytaruk 1033 N Tooke Lake Rd., Baysville, Ontario, P0B 1A0 Treasurer Ian Smith 1169 Fairy Falls Rd, Baysville, Ontario, P0B 1A0 Vice-President John Casey 1189 North Burnt Island Rd., Baysville, Ontario, P0B 1A0 Member at large Brooks White 1053 Heaney Lake Rd., Baysville, Ontario, P0B 1A0 Member at large Susan McGrath 1033 N Tooke Lake Rd., Baysville, Ontario, P0B 1A0 Member at large David Sunday 158 Pandora Ave N, Kitchener ON N2H 3E1 Member at large Please note the following: Bonds are available to Canadian residents only. 1 Bond Offering Statement February 2014 Powering our Community Each purchaser must offer to subscribe for a minimum aggregate principal amount of $500 in Community Bonds before any such offer will be accepted. There is no established public market through which these Bonds may be sold. The information in any projections or pro forma financial statements contained in this document may vary materially from actual results. All financial projections (not factual or actual revenue or costs) have been calculated based on assumptions of costs and revenues. Proposed Plan The following outlines the short and long-terms plans as well as the goals and values of the new Lake of Bays Renewable Energy Co-operative Inc., based in the Lake of Bays community of Muskoka/Haliburton. The Co- operative is a community owned and operated non-profit non-share co-operative, dedicated to developing renewable energy facilities to benefit our local community, our global environment and promoting the use of renewable energy. The Co-operative will issue 10 year Bonds with a 3.5% non-compounding interest rate. Interest will be paid annually on the Bond settlement date, save and except in year one interest on the Bonds will accrue and will be paid along with the payment due in year 2 on the second anniversary of the settlement date. A non-refundable lifetime membership fee of $10 is required for all Bond-holders. Non- members cannot buy Bonds. Risk Factors Investment in the Co-operative's Bonds involves certain risks. These risk factors are outlined in the Bond Subscription Agreement referred to above. A copy of the Bond Subscription Agreement can be obtained by emailing [email protected] . 2 Bond Offering Statement February 2014 Powering our Community Strategic Plan The following is the Strategic Plan for the Lake of Bays Renewable Energy Co-operative (LOBREC). In the past twelve months a considerable amount of progress has been achieved: • LOBREC was awarded a 20 year contract with the Ontario Power Authority (OPA) for a 50kW roof top solar installation; • LOBREC signed a long term lease agreement with the Township of Lake of Bays for use of the roof of the Lake of Bays Community Centre in Baysville for the solar installation; • LOBREC has over 140 members. Purpose of the Plan The purpose of this plan is to: 1) introduce LOBREC; 2) outline its first project; and 3) welcome members and potential investors. It will detail the community development, financial and economic advantages of the project. It will also offer a prospectus of ideas and facts to encourage membership and investment in the co- operative. This plan outlines the strategy for realizing a community-based green energy initiative in the Lake of Bays area, serving the communities of Dwight, Dorset and Baysville. Background In May 2011, interested citizens from the Lake of Bays area and the surrounding communities of Dorset, Baysville and Dwight came together to explore options for developing a community based renewable energy co-operative. The motivation for the formation of this group included: • a concern for the environment and climate change, • community development, • the engagement of the community in a green energy initiative. It was agreed the first renewable energy initiative would focus on solar. The founding Board of Directors has led the development of the plan. Two public LOBREC annual meetings have been held (August 2012 and August 2013). Presentations were made to the Council of the Township of Lake of Bays and several community groups. Bylaws have been adopted and the co-op is incorporated (Incorporation # 1851808; Incorporation Date: July 4, 2011 – LOBREC, 2630 Muskoka Road 117, P.O. Box 10, Baysville, Ontario, POB 1A0, [email protected]). A website has been developed and newsletters have been circulated to members and other individuals who have expressed an interest in LOBREC. 3 Bond Offering Statement February 2014 Powering our Community Vision and Mission LOBREC adopted the following statements at its first annual general meeting in August 2012: LOBREC’s vision is for the communities of Lake of Bays to be recognized as leaders in community owned renewable energy