Deal Description: Sunnova Energy International Inc. (“Sunnova”) (NYSE: NOVA), a leading U.S. residential solar and energy storage service provider, closed its securitization of leases and power purchase agreements by a wholly owned subsidiary of approximately $355.0 million aggregate principal amount of asset-backed notes in two tranches on June 27, 2022. The two-tranche securitization includes $317.0 million in A- (sf) rated 4.95% notes and $38.0 million in subordinated BBB- (sf) rated 6.35% notes. The notes are backed by a diverse portfolio of over 34,000 solar rooftop systems distributed across 19 states, Guam, Puerto Rico and the Northern Mariana Islands. The notes are secured by, and payable from the cash flow generated by, the membership interests in wholly owned, direct subsidiaries of the issuing entity and proceeds from the sale of renewable energy credits. Each such subsidiary owns a managing member interest in a project company, six of which are tax equity partnerships.

Sunnova used the proceeds from the sale of the notes for, among other things, a partial prepayment of certain existing financing arrangements and intends to use the remaining net proceeds for general corporate purposes.

Baker Botts L.L.P. represented Sunnova in the transaction.

In-house Counsel to Sunnova Energy International: Walter A. Baker and Margaret C. Fitzgerald

Other Parties: Credit Suisse Securities (USA) LLC acted as sole structuring agent and sole bookrunner; Wilmington Trust, National Association acted as Transaction Transition Manager and Indenture Trustee; and U.S. Bank National Association acted as Custodian for the asset-backed notes private placement.

Value: $355.0 million

Baker Botts Lawyers/Office Involved:

Corporate/Finance: Travis Wofford (Partner, Houston); Natasha Khan (Partner, Houston); Frank Schoen (Partner, New York); Jim Marshall (Partner, Houston); Josh Espinosa (Associate, Dallas); Catherine Ellis (Associate, Houston); Daniel Jung (Associate, Houston); Will Cozzens (Associate, Austin); Thomas Blackwell (Associate, Houston); Chelsea Johnson (Associate; Houston); Chandler Block (Associate, Houston)

Tax: Michael Bresson (Partner, Houston); Renn Neilson (Partner, Houston); Peter Farrell (Special Counsel, Washington); Bucky Brannen (Senior Associate, Dallas); Snow Rui (Associate, Dallas)

ERISA: Gail Stewart (Partner, Houston); Gabriela Alvarez (Associate, Houston)

Renewable Energy Regulatory: Emil Barth (Partner, Washington)

Advisory: Danny David (Partner, Houston)

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