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 $323.5 million aggregate principal amount of asset-backed notes in two tranches on April 26, 2023. The two-tranche securitization includes $300.0 million in A- (sf) rated 5.40% notes and $23.5 million in subordinated BBB (sf) rated 7.35% notes. The notes are backed by a diverse portfolio of over 29,000 solar rooftop systems distributed across 17 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, four 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.

Other Parties: ATLAS SP Securities, a division of Apollo Global Securities, 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: $323.5 million

Baker Botts Lawyers/Office Involved:

Corporate/Finance: Travis Wofford (Partner, Houston); Natasha Khan (Partner, Houston); Frank Schoen (Partner, New York); Jonathan Goldstein (Partner, New York); Daniel Jung (Associate, Houston); Thomas Blackwell (Associate, Houston); Chelsea Johnson (Associate, Houston); Chandler Block (Associate, Houston); Luis Pacheco Garcia (Associate, Houston); Johnathan Walker (Associate, Houston)

Tax: Michael Bresson (Partner, Houston); Chuck Campbell (Special Counsel, Houston); Peter Farrell (Special Counsel, Washington)

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

Renewable Energy Regulatory: Emil Barth (Partner, Washington)

Advisory: Danny David (Partner, Houston)

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