Altus Power SPAC Presentation Deck

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#1AN BARNES& NOBLE 2 OLD NAVY ALTUS POWER CBRE Acquisition Holdings Analyst Day Presentation Leading the Clean Energy Transition September 2021 4 SILES World-Class Sponsorship CBRE Blackstone 74 ITT NEEMA 15 A 199 910 Viiko ////7 Shoppers World 1.7 MW Solar System New Marlborough 2.0 MWh Storage System A#2Disclaimer DISCLAIMER AND FORWARD LOOKING STATEMENTS CBRE Acquisition ALTUS POWER Holdings This presentation (this "Presentation") is being delivered to you by CBRE Acquisition Holdings, Inc. ("CBAH") and Altus Power, Inc. ("Altus Power") for use by CBAH and Altus Power in connection with their proposed business combination (the "Transaction"). This Presentation was prepared for informational purposes only. This Presentation is for strategic discussion purposes only and does not constitute an offer to purchase nor a solicitation of anoffer to sell shares of CBAH or any successor entity, nor does it constitute the solicitation of an offer to buy any securities, or the solicitation of any proxy, vote, consent or approval in any jurisdiction in connection with the proposed business combination, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdictions. This Presentation is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation. No representation, express or implied, is or will be given by CBAH or Altus Power or any of their respective affiliates and advisors as to the accuracy or completeness of the information contained herein, or any other written or oral information made available in the course of an evaluation of the Transaction. No Representations and Warranties This Presentation is not intended to form the basis of any investment decision by the recipient and does not constitute investment, tax or legal advice. The recipient agrees and acknowledges that this Presentation is not intended to form the basis of any investment decision by the recipient and does not constitute investment, tax or legal advice. No representation or warranty, express or implied, is or will be given by CBAH or Altus Power or any of their respective affiliates, directors, officers, employees or advisers or any other person as to the accuracy or completeness of the information in this Presentation or any other written, oral or other communications transmitted or otherwise made available to any party in the course of its evaluation of the Transaction and no responsibility or liability whatsoever is accepted for the accuracy or sufficiency thereof or for any errors, omissions or misstatements, negligent or otherwise, relating thereto. The recipient also acknowledges and agrees that the information contained in this Presentation is preliminary in nature and is subject to change, and any such changes may be material. CBAH and Altus Power disclaim any duty to update the information contained in this Presentation. Forward-Looking Statements This Presentation may contain certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding Altus Power's and it's management teams' expectations, hopes, beliefs, intentions or strategies regarding the future. The words "anticipate", "believe", "budget", "continue", "could", "estimate", "expect", "forecast", "intends", "may", "might", "plan", "possible", "potential", "predict", "project", "should", "will", "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based on CBAH's and Altus Power's current expectations and beliefs concerning future developments and their potential effects on CBAH or Altus Power or any successor entity. There can be no assurance that the future developments affecting CBAH or Altus Power or any successor entity will be those that they have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond CBAH's and Altus Power's control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. Trademarks TM All rights to the trademarks, copyrights, logos and other intellectual property listed herein belong to their respective owners and CBAH's and Altus Power's uses thereof do not imply an affiliation with, or endorsement by the owners of such trademarks, copyrights, logos and other intellectual property. Solely for convenience, trademarks and trade names referred to in this Presentation may appear with the ® or ™M symbols, but such references are not intended to indicate, in any way, that such names and logos are trademarks or registered trademarks of CBAH or Altus Power. Industry and Market Data In this Presentation, CBAH and Altus Power rely on and refer to publicly available information and statistics regarding market participants in the sectors in which Altus Power competes and other industry data. Any comparison of Altus Power to the industry or to any of its competitors is based on this publicly available information and statistics and such comparisons assume the reliability of the information available to CBAH and Altus Power. CBAH and Altus Power obtained this information and these statistics from third-party sources, including reports by market research firms and company filings. While CBAH and Altus Power believe such third-party information is reliable, there can be no assurances as to the accuracy or completeness of the indicated information. Neither CBAH nor Altus Power has independently verified the information provided by the third party sources. Accordingly, none of CBAH nor Altus Power nor any of their respective affiliates or advisors makes any representations as to the accuracy or completeness of these data. 2#3Disclaimer CBRE Acquisition ALTUS POWER Holdings Financial Information The financial information contained in this Presentation has been taken from or prepared based on the historical financial statements of Altus Power for the periods presented. This Presentation includes non-GAAP financial measures. Altus Power believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Altus Power's financial condition and results of operations. Altus Power's management uses certain of these non-GAAP measures to compare Altus Power's performance to that of prior periods for trend analyses and for budgeting and planning purposes. These non-GAAP measures are an addition, and not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with GAAP. Altus Power also believes that these non-GAAP measures of financial results (including on a forward-looking basis) provide useful supplemental information to investors about Altus Power. Other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore, Altus Power's non-GAAP measures may not be directly comparable to similarly titled measures of other companies. Additionally, to the extent that forward-looking non-GAAP financial measures are provided, they are presented on a non-GAAP basis without reconciliations of such forward-looking non-GAAP measures due the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations. Use of Projections This Presentation also contains certain financial forecasts. Neither CBAH's nor Altus Power's independent auditors have studied, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, have not expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this Presentation. These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. In this Presentation, certain of the above-mentioned projected information has been provided for purposes of providing comparisons with historical data. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Projections are inherently uncertain due to a number of factors outside of CBAH's and Altus Power's control. While all financial projections, estimates and targets are necessarily speculative, CBAH and Altus Power believe that the preparation of prospective financial information involves increasingly higher levels of uncertanty the further out the projection, estimate or target extends from the date of preparation. Accordingly, there can be no assurance that the prospective results are indicative of future performance of the combined company after the Transaction or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this Presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Participation in Solicitation CBAH and Altus Power and their respective directors and executive officers, under SEC rules, may be deemed to be participants in the solicitation of proxies of CBAH's shareholders in connection with the proposed business combination. Investors and security holders may obtain more detailed information regarding the names and interests in the proposed business combination in CBAH's filings with the SEC, including CBAH's registration statement on Form S-1, which was originally filed with the SEC on December 7, 2020, its registration statement on Form S-4, which was originally filed with the SEC on August 11, 2021, and its most recent annual report on Form 10-K. Investors and security holders of CBAH and Altus Power are urged to read the proxy statement/prospectus and other relevant documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information about the proposed business combination. Investors and security holders will be able to obtain free copies of the proxy statement and other documents containing important information about CBAH and Altus Power through the website maintained by the SEC at www.sec.gov. 3#4Altus Power Analyst Day Agenda and Participants 1. Altus Power Overview a) Business Overview b) Differentiators c) Market Dynamics and Opportunity 2. Execution Strength a) Milestones b) Strategic Partnerships and Opportunities a) CBRE b) Blackstone 3.) Transaction Summary and Financial Highlights 4.) Appendix Gregg Felton Co-Founder & Co-Chief Executive Officer ALTUS POWER Dustin Weber Chief Financial and Operating Officer ALTUS POWER Goldman Sachs CBRE Acquisition ALTUS POWER Holdings Bill Concannon Chief Executive Officer and Director of CBAH CBRE CRACharles River Associates Trammell Crow Company Lars Norell Co-Founder & Co-Chief Executive Officer ALTUS POWER Cohen & Co AS MERRILL A BANK OF AMERICA COMPANY Melissa Boulan Chief People Officer A ALTUS POWER Viking Goldman Sachs Sophia Lee Chief Legal Officer iex ALTUS POWER Cash Smith President & Chief Financial Officer of CBAH CBRE BANK OF AMERICA 4#5Altus Power Overview 126 ALTUS POWER 586 ALTUS POWER A#6Transaction Overview The Business Ticker Offering Size Valuation Capital Structure ● ● ● ● ● ● ● ● CBRE Acquisition ALTUS POWER Holdings Execution Highlights Vertically integrated developer, owner, and operator of onsite renewable electrification Solutions include solar, energy storage, and electric vehicle charging Post-merger ticker: AMPS (NYSE Listing) CBRE Acquisition Holdings (NYSE:CBAH) is a special purpose acquisition company with $403mm cash- in-trust PIPE of $275mm $900mm pre-money equity value Existing Altus Power shareholders are rolling 100% of common equity ~$338mm cash to balance sheet (assuming no redemptions) retained to fund future growth CBRE's sponsor economics creates alignment with all stakeholders CBRE is investing $70mm in the PIPE and has committed to backstop up to $150mm of SPAC redemptions¹ Blackstone along with Management and the Board are investing more than $25mm in the PIPE Altus Power positioned to be the category-defining clean electrification company 1. Committed to backstop up to $150mm of SPAC redemptions on a dollar for dollar basis at the same terms as the PIPE. 6#7Global Commitment to Clean Energy Solutions ✓ Companies in the C&I sector account for approx. half of the world's end-of-use of electricity U.S. spends $400 billion on electricity a year, of which $200 billion is spent on C&I ~$98 billion of investment required to meet 2030 sustainability goals C&I customers are projected to spend over $6 trillion² on electricity between now and 2050 CBRE manages $8 billion of energy spend annually CBRE has deep and broad relationships with companies across the Fortune 1000 and Global Corporations committed to 100% renewable energy¹: 1000 Corporations committed to Net Zero Carbon: AstraZeneca 2025 citi Completed 2020 amazon jetBlue 2040 2040 IRON MOUNTAINⓇ 2050 Johnson Controls 2040 Ja J 2025 JPMORGAN CHASE & CO. Mercedes-Benz 2039 Completed 2020 PEPSICO 2040 Global ESG Commitments 300+ RE100 companies are switching this demand to renewable electricity Microsoft Morgan Stanley Completed 2014 2050 1,000+ Companies setting emissions reduction targets through the Science Based Targets Initiative Source: BloombergNEF, EIA, RE100, Science Based Targets, The Climate Group 1. Represents RE100 Members. 2. Represents the sum between 2021 and 2050 of commercial and industrial generation multiplied by the respective sectors' projected $/kW electricity rate. CBRE 100+ Companies and organizations have committed to net zero carbon by 2040 through The Climate Pledge 2022 SIEMENS 2040 2025 Acquisition Holdings P&G 2030 ALTUS POWER Uber 2040 salesforce Walmart 2022 2035 U VISA 2039 2040 7#8CBRE C&I Solar and Storage Market Remain Largely Untapped Corporations are Leading the Next Wave of Demand U.S. Cumulative C&I Solar & Storage Installed Capacity by Year C&I Solar (GW) Storage² (GWh) 17 1. 2. 2020 27 12 LLLEG 2021E 2023E 2024E Solar Potential for C&I Buildings: 214 GW 1 19 2 22 5 2022E 25 30 8 16 2025E Source: BloombergNEF and WoodMac. Percentage based on 214 GW of solar potential for commercial buildings from WoodMac 2020 C&I solar addressable market report. Includes residential and C&l storage. 33 21 2026E 36 27 40 34 Acquisition Holdings 2028E 44 44 2029E ALTUS POWER 48 54 2027E Only 5% of C&I Solar Market is Penetrated 2030E ✓ U.S. cumulative installed C&l solar capacity expected to expand to 48 GW by 2030, tapping 22% of potential C&l solar market¹ ✓ Technology improvements expected to enable solar to capture 65% of the total corporate renewable market through 2030 ✓ U.S. cumulative installed Battery Storage anticipated to grow at an average annual rate of ~49% to 54 GWh² by 2030; C&I annual growth of ~57% 8#911 Positioned at the Nexus of a Burgeoning Ecosystem ✓ Altus Power is positioned to be a one-stop shop for commercial, industrial, municipal, and community solar customers on their clean energy transition, generating value at each step ✓ Customer relationships start with hosting on-site distributed generation and extend to the larger energy transition ecosystem supplied by Altus Power C&I Solar Community Solar Car Canopy Structure ||| CBRE Acquisition ALTUS POWER Holdings Energy Storage 00 Altus Power is at the center of a massive market opportunity BEER EV Charging#10Altus Power is One of the Largest Pure Play Clean Electrification C&I Companies ALTUS POWER What We Do 1. 2. 410 MW¹ Leading private C&I solar platform ~273,000² Metric tons of CO₂ avoided annually ~18yr Remaining avg. PPA term 900+ MW Pipeline $153mm 2023E EBITDA CBRE Acquisition ALTUS POWER Holdings 69% 2023E EBITDA Margin Develop, own, and operate solar systems and energy storage that generates savings and ESG benefits to a diverse client base ► 64% annual MW growth from 2019-2023E Utilize vertically integrated and scaled platform to provide superior customer value proposition Establish long-term power purchase agreements (PPA) with customers and efficiently add assets and services Provide customers with ability to maximize ROE of real estate and corporate assets ► Leverage attractive platform and flexible / efficient access to capital to drive operating leverage Serving a diverse base of commercial, industrial, municipal, and community solar customers 410 MW is comprised of (a) operating and mechanically complete, (b) near-term construction expected to be completed by year-end 2021 and (c) near-term acquisitions expected to be consummated by year-end 2021. EPA Greenhouse Gas Equivalencies Calculator utilizes expected 2021 annual generation. 10#11Altus Power Competitive Positioning Altus Power Competitive Advantage Scalable platform capable of driving significant growth Captive long-term customer relationships 1. 2. Market-leading cost of capital from structured investment grade rated scalable credit facility High operating leverage structured with the financial flexibility to rapidly scale Elite sponsorship from CBRE and Blackstone O Altus Power Assets Across the Nation Operating Projects Altus Power Presence 410 1 + 347 One of the Largest Independent C&I Solar Platforms (Platforms Ranked Based on Company Owned MWs) 287 ALTUS POWER Company A Properties 184 Company B CBRE Presence 182 CBRE Acquisition ALTUS POWER Holdings 109 Company Company Company с D E CBRE National Footprint² 83 Source: WoodMac, U.S. PV Leaderboard Q1 2021. 410 MW is comprised of (a) operating and mechanically complete, (b) near-term construction expected to be completed by year-end 2021 and (c) near-term acquisitions expected to be consummated by year-end 2021. Includes CBRE properties managed on behalf of third parties. 77 Company F 62 Company CBRE's existing footprint provides significant expansion opportunities throughout the country 56 Company H 11#12CBRE Acquisition ALTUS POWER Holdings Altus Power Leases Commercial Roofs to Build Community Solar Community Customers Count Large C&I rooftops can be leased by Altus Power long-term, creating lease revenue for the owner and permitting Altus Power to construct Community Solar assets The clean power can be sold to local communities, corporate employees, and customers Altus Power allows customers to move across town and take their "virtual clean energy system" with them Community Solar is available in a number of states and scheduled to be introduced in many more ZAAL JAA Meadow 4.0 MW Solar System 176 2015 261 2016 Altus Power can provide corporate employees and customers with clean energy and full energy transition solutions for their homes 457 2017 540 2018 Energy Storage 2,124 2019 5,000 + 2020 EV Charging 12#13Storage Capabilities are Transforming Electrification. Key Drivers Capacity Growth Households and commercial buildings may consume up to 54 GWh of storage capacity by 2030 FERC order allowing storage resources to participate in the wholesale market is buoying renewable-plus- storage investments Batteries value is "stackable" Emergency backup power / energy resiliency Manage demand charges Provide system capacity Add value to solar standalone projects Source: Bloomberg NEF. A U.S. Battery Storage Capacity Installations (GWh) 2020-2030E CAGR: -49% 1 2020 A 2 5 8 2021E 2022E 2023E 12 16 CBRE Acquisition Holdings 21 27 Residential Commercial 34 ALTUS POWER 44 2024E 2025E 2026E 2027E 2028E 2029E 2030E 54 New Marlborough 2.0 MWh Storage System 13#14Proprietary Software Driving Data Collection and Analytics GAIA is a proprietary software system developed by Altus Power, providing a fully-integrated platform to manage assets throughout the development and operations lifecycle Debboard Projects GAIA Asset Management Charte U E Dashboard/Per Detal Elsinore YTD Production/Baseline Comp 323,01 300 250 200 M 150- 100- 50- 209 Neunitive New Issues No New issues www. -O- Production 2021-02-21 Baseline: 220,433295 Production: 241.3 2020-11-01 2030-11-15 2020-11-20 2020-12-13 2020-12-27 2021-01-10 2021-01-24 2021-02-07 2021-02-21 Purchase Orders File Name Baseline purchase order pat g Monthly Pr... 211.72 01/15/15 Avg Prod Comp... 11.27 Upload Date Create Parts inverters: Advanced Energy modules: Sharp transformers: racking: Mounting Systems Inc. Other Info Address: Size: Capacity Capacity thereby OCSD Repo YTD Production/Baseline Comp Acquisition CBRE Holdings ALTUS POWER Aag Maumhly Products 363.09 Centralized Asset Performance Tracking and Analytics Pulls real-time DAS generation data for performance tracking to ensure solar systems maximize performance and meet baseline production forecasts Enterprise Resource Planning Integration Streamlines and automates billing, treasury management, and financial reporting Asset Registry and Customer Data Management Warehouses all relevant project data, contracts, and customer records in a centralized system O&M Ticketing and Troubleshooting & Task Compliance and Management Centralized alarm monitoring, repair, and warranty enforcement that records and logs all project specific issues and responses CBRE's sponsorship avails opportunities to accelerate and expand upon existing software capabilities 14#15Acquisition Holdings Existing Customers Drive "Land and Expand" Growth Strategy "Land and expand" strategy leverages existing, high-quality customer base for transformational growth Long-term partner with remaining -18 year average contract life... Å Spartan 10.0 MW Solar System ... combined with accelerating electrification product and services demand... CBRE .... leading to significant increases in revenue per customer ALTUS POWER 15#16Unique Investor Access to Growing Ecosystem High Growth Company Top Tier Aligned Sponsorship with Strategic Upside Pure Play ESG Investment Opportunity Long-Term Contracted Recurring Revenue Cash Flow Positive Today CBRE Acquisition ALTUS POWER Holdings ALTUS POWER Altus Power is a category-defining, management-owned, pure play energy transition investment opportunity founded on ESG principles with blue-chip strategic and financial sponsorships that is cash flow positive today Note: Cash flow represents net operating asset cash flow, before growth capital expenditures. 16#17Execution Strength 586 ALTUS POWER#18Acquisition CBRE Holdings Altus Power's Pipeline Provides Visibility into its Forecast Key Figures Current Pipeline Composition ● ● ● ● ● 900+ MW actionable pipeline drives 2023E EBITDA Diverse group of off-takers Over 45 distinct development opportunities Project size ranges from 1 MW - 10+ MW Pipeline projects located across 16 states 900+MW Pipeline Substantiates 2023E EBITDA New 24% Referral 16% Existing relationship & Blackstone 60% Deal Source Community 17% Commercial & Community 23% Commercial 60% Customer Type ALTUS POWER Existing pipeline does not include potential development opportunities from the CBRE partnership 18#19Seamless, End-to-End A Sales Altus Power uses in-house origination and development staff as well as external partners to source new customers Playbook for demonstrating customer value proposition and creating repeat customers CBRE and Blackstone to provide attractive referral opportunities via strategic partnerships Origination Service for its Customers * Engineering, Procurement, & Construction Contracts Standardization of contracts drives high transaction velocity and faster time to close of deals with certainty of execution Extensive diligence of counterparties, utility programs, construction timelines, and tax risk Trusted partner and experienced deal team Construction management approach focused on system design while leveraging subcontractors Dedicated in-house team provides O&M and servicing functions, enabling efficient asset monitoring, billing, and recording functions and system performance optimization COD S CBRE Acquisition ALTUS POWER Holdings Financing Flexible financing structure supports wide array of project characteristics and enables scalability Market leader, achieving one of the first investment grade rated C&I scalable securitization facilities Operations & Maintenance Proprietary GAIA software platform provides multiple solutions by utilizing data analytics throughout full customer lifecycle In-house asset management through system life Operating Life Altus Power's playbook combines standardized contracts with financial flexibility and data analytics to provide a superior and seamless customer experience, establishing Altus Power as a trusted partner 19#20Continued Execution Since Deal Announcement Continued Asset Growth & Geographic Expansion Altus Power, Inc. Acquires 79 MW Of Operating Solar Power Generation Assets And Expands Into 17th State, TN Market-leading clean electrification company acquires portfolio from private equity funds managed by True Green Capital Management. Upsizing & Extension of Existing Financing Facilities Altus Power, Inc. Upsizes Blackstone Senior Funding Facility to $503 million Altus Power upsize reduces cost of capital while extending the facility's term, supporting growing portfolio of C& solar projects. Diversity of Financing Alternatives Altus Power, Inc. Closes First Sale Leaseback Financing Structure With a $42 million Fifth Third Facility #17 TN Blackstone FIFTH THIRD BANK Growth of Company Footprint Altus Power, Inc. Signs Lease For New Headquarters in Stamford, CT Altus Power announces the opening of their new 33,000 square foot office with Building and Land Technology to accommodate growth and expansion. On Track to Meet 2021 EBITDA Target CBRE Acquisition ALTUS POWER Holdings Altus Power Headquarters Stamford, CT 20#21Executive Management and Board Gregg Felton Co-CEO & Director Lars Norell Co-CEO & Director Christine Detrick Non-Executive Board Chair (Independent) Richard Peretz Audit Chair (Independent) Sharon Daley Director (Independent) Bill Concannon Director Rob Horn Director (Independent) ALTUS POWER ALTUS POWER O BAIN & COMPANY Blackstone CBRE Blackstone Goldman Sachs Cohen & Co AS MERRILL A BANK OF AMERICA COMPANY KEARNEY ups (GE 96 CRA Charles River Trammell Crow Company CREDIT SUISSE CBRE Acquisition Holdings - Retired Partner at Goldman Sachs Founder and Chief Investment Officer of Credit Alternatives Platform at Goldman Sachs Asset Management; Oversaw $5+ billion in funds ALTUS POWER Former Principal and Managing Director at Cohen & Company Served as Head of Capital Markets and subsequently led the Alternative Assets effort Former Managing Director and Co-Head of U.S. Structured Credit Products at Merrill Lynch Over 35 years of experience leading and advising Financial Services companies and investors with prior experience on multiple public company boards Former Director, Head of the Americas Financial Services Practice, and Senior Advisor at Bain & Company Over 35 years of experience leading global accounting, finance, and operations teams with prior experience on company boards Former CFO of United Parcel Service (UPS), currently serving on the Board of Electric Last Mile, an EV company, Tribe Capital Growth Corp. Assists Blackstone portfolio companies with C-suite leadership assessment, coaching and development 34 year career in a variety of senior human resources roles at General Electric CBRE's Global President, Clients and Business Partners and CEO of CBRE Acquisition Holdings As CEO of CBRE's Global Workplace Solutions, he oversaw a global business that grew to achieve 2020 revenue of $15.3 billion Lead Independent Director, Board of Directors of Charles River Associates (NASDAQ: CRAI) Leads investment activities in renewable energy and sustainable resources Member of Blackstone's ESG committee Member of investment committee for all Blackstone Credit Private Funds 21#221 2 3 4 5 CBRE and CBAH are Excited to Partner with Altus Power Significant global corporate demand for ESG and carbon neutrality Solar is the fastest growing generation resource Strong platform and sponsorship Scaled platform with proven track record CBRE partnership to meaningfully enhance growth trajectory 300+ Companies committed to 100% renewable energy 88% Corporate demand CAGR (2013-2020) ALTUS POWER Vertically-integrated platform Leading Private C&I Solar Platform ~7 billion Square feet managed globally Source: BloombergNEF, EIA, RE100. 1. Percent of total capacity is based on 2050 and 2020 solar generation and storage capacity compared to all generation capacity sources in the U.S. 90% of S&P 500 companies published ESG reports in 2019 $400bn+ Annual U.S. Electricity Spend CBRE Largest global real estate services company CBRE Acquisition Holdings 90% of Fortune 100 are CBRE clients ALTUS POWER 330+ TWh Annual energy spend from RE100 companies Opportunities to upsell customers ~11.5x Growth Solar and storage capacity growth by 2050¹ Blackstone Largest global real estate AUM 900+ MW Pipeline supports 2023E EBITDA 145 person Energy optimization team established 22#23Digital Enablement to Support Growth Altus Power is leveraging CBRE's Digital & Technology capabilities to accelerate the implementation of technology tools to drive efficient growth and successful client engagements End-To-End Integrated Digital Technology & Analytics Capabilities Construction Management Software Tool COPIE mind BALTIC ALTUS POWER deyala Minke Begr Pers Client Engagement & Identify Opportunities ww CBRE and Altus are leveraging big data and have jointly developed a proprietary solar opportunity spotting tool that leverages AI & ML to analyze potential assets that are suitable for solar energy. (100B+ sqft/550k+ assets in tool) Deployed integrated pipeline tracking through joint Salesforce platform throughout entire sales process (Qualification/Assessment / Proposal/ Negotiation / Contract) 36 124M 71MW 43MW Baune G Ⓒ Proprietary Solar Opportunity Tool 128 Smith Town Rd. Auto VA 421 Buxo 152,759 1,072 879 62 Ⓒ.195% 22 123 Dely An apare 841,118 4,192.w 2.199 540 ●-942k *****0000.**.* -00-0-0 -**00000000000... Altus deployed and integrated construction management software platform, Kahua® to enable greater efficiencies, which is same system CBRE uses globally Kahua® enables greater efficiencies by removing the need for offline spreadsheets, checklists, and workflows and manages all project data in single location allowing for greater transparency at every step of a project PROJECT DASHBOARD NY, New York, 100 East 14th Street,, ABCD 15377 Union Square Renovation Thursday, April 9, 2020 PROJECT INFORMATION Project Number: 047101800000 Project Type Roon Pet Status Approved Project Manager: Spence Harber Rentals Area 51,500 a UsableAres 45,000 Gross Ans Project Cuency USD PROJECT HEALTH Overal Heath Budgel Heath Schedule Heath Risk Health STATUS COMMENTS 55 55,000 01220ged to Praduction HIGH RISK COUNT HEAT MAP Nanted 1 MEDIUM Kahua Software 0 FINANCIAL POSITION 99% SPENT COMM GRAND TOTAL SCHEDULE For 30% $1,2MLAR DO 14 30% www THE 11 !!!!⠀⠀⠀⠀⠀ *st**** 21 JAN STAT 142 142 143 90 g.co Vi budd THE Facilities Management & Valuation Analytics Leverage existing Altus GAIA tech platform enhanced with CBRE analytics data (i.e. total asset energy consumption) for a single view of Total Carbon Avoidance at an Asset / Portfolio Level. Clear and seamless transparency across Altus & CBRE service offerings to corporate stakeholders providing validation analytics on outcomes delivered. of Buildings Color 250 CO 572 CHINO HILLS CROSSROADS 384-RENTON 506-SANTA PAULA 120-TORRANCE 2021 Mater COS Highest CO2 Emissions lbs per Square Feet 00 Validation & Operational Analytics Exctricity 120-BELLEVUE LAKEMONT 4.Turk 545-PALMOALE 253 CBRE Acquisition ALTUS POWER Holdings T T 445 Ton 1.000 ColET Te $428.9K cole pet 300 25.0 20.0 250 300 39 And Coast CO T 2,000 CO Tom Emitted $0.11 3,000 Carbon Emitted Tons (CO²ET) -1500 m 360 of Buldings 162 Supplier CO²ET SO CAL ED 41.87% CO ET Sankey Select NRG Dim 3 15.4% Electitch:(WI() COD Natural Gas [terms] 14424 Actual Cast Total Colu Envizi 19.67% CETT $72.3K PGBE-CA 15.95% COT SO Select NRG Dim 2 Butting Categ 23#24Elite Sponsor Support from Blackstone One of the world's largest alternative investment managers 30+ year investment track record ✓ $684 billion in AUM¹ Blackstone Advantage Real Estate $208Bn $79Bn Blackstone Alternative Assets Mgmt $174Bn Credit & Insurance² Private Equity $143Bn $38Bn Tactical Opps $42Bn Strategic Partners - CBRE Acquisition ALTUS POWER Holdings ► Long-standing partnership with Altus Power since initial capital investment of $125mm³ in 2014 Key Highlights Completed an $850mm recapitalization of the company in November 2019, positioning Altus Power for future growth Largest owner of commercial real estate globally4 with $208 billion AUM across 5 sectors and over 7,500 real estate holdings Targeting 15% emissions reduction across controlled portfolio covering multiple industries and geographies Led one of the first investment grade rated credit facilities for distributed solar with Altus Power 1. As of 2Q 2021. 2. Credit AUM is a combined figure that includes Blackstone Credit (BXC), Harvest Fund Advisors (Harvest) and Blackstone Insurance Solutions (BIS) businesses. 3. Investment made by Franklin Square Funds, which were funds previously sub-advised by Blackstone affiliates. The sub-advisory relationship with Franklin Square concluded effective April 9, 2018. 4. Largest owner based on estimated market value per Real Capital Analytics, as of June 30, 2021. Excludes governmental entities and religious organizations. Largest institutional shareholder of Altus Power pro forma with board representation 24#25Well Defined Origination Channels Driving Growth 5 Digital Origination Platform Digital capabilities enhance growth from both existing and prospective customers 4 1 Existing Channel Partners In-House development team and national network of local development partners ALTUS POWER Peer Take-Outs Significant pipeline of operating projects from intermediaries who value Altus for expertise and execution certainty Blackstone Real Estate 2 Strategic partnership with Blackstone provides strong development pipeline Blackstone 3 CBRE Acquisition CBRE Holdings Enhanced origination opportunities with CBRE ALTUS POWER 25#26Market-Leading Alignment Across Stakeholders ALTUS POWER Equity Participation Blackstone Equity Participation Blackstone Senior Funding Facility CBRE SPAC Sponsorship through Aligned SAIL Structure CBRE Equity Participation ● ● CBRE Acquisition ALTUS POWER Holdings Management rolling 100% of equity and investing along with the board more than $4mm Rolling 100% of its common equity, investing $21mm in the PIPE, and will remain the Company's second largest shareholder Attractively priced senior funding facility structured to scale to support Company growth Incentivized to maximize long-term shareholder value with no upfront economics Unlike traditional SPAC structures, sponsor economics are earned over time, alongside Altus Power shareholders and based on equity performance Investing $70mm in the PIPE Committed to backstop up to $150mm of SPAC redemptions on a dollar for dollar basis at the same terms as the PIPE 26#27Transaction Summary and Financial Highlights 586 ALTUS POWER#28Transaction Overview ● ● 1. 2. $403mm in cash-in-trust and $275mm PIPE $338mm cash to balance sheet Pre-money equity valuation of $900mm Significant alignment amongst all shareholders: Existing shareholders rolling 100% of common equity; Blackstone, Management and Board have committed to invest more than $25MM in the PIPE ● 3. ● Sources CBAH Cash-in-Trust PIPE Proceeds Altus Power Equity Rollover Existing Debt Transaction Summary CBRE SAILSM structure creates further alignment; economics are earned over time as the company grows (unlike traditional SPAC structures where sponsor receives economics upfront) CBRE has provided a commitment to backstop up to $150mm of SPAC redemptions at the same terms as the PIPE Transaction expected to close in Q4 2021 Total Sources Sources and Uses ($mm)¹ $403 275 900 393 $1,970 Uses Cash to Balance Sheet Altus Power Equity Rollover Altus Power Debt Rollover 4 Repayment of Altus Power Pref. Illustrative Transaction Fees Total Uses $338 900 393 279 60 $1,970 Assumes no redemptions and full repayment of the Altus Power Pref. As of December 31, 2020, pro forma debt of $393mm, cash balance of $38mm and NCI estimate of $33mm. Pro forma cash balance includes the $38mm and $338mm of cash to balance sheet. Represents ownership at close assuming no redemptions and full repayment of the Altus Power Pref. Due to SAIL construct, ownership at transaction close does not reflect future CBRE ownership, if and when earned. Does not reflect the impact of the outstanding warrants, which will not be exercisable at transaction close. 4. Enterprise Value ($mm) Pro Forma Shares Outstanding (mm) 1 (x) Illustrative Share Price Pro Forma Equity Value (+) Pro Forma Debt² (-) Pro Forma Cash ² 2 (+) Non-controlling Interest ² Pro Forma Enterprise Value Transaction Multiples 2022E Annualized EV / EBITDA 2023E Calendar EV / EBITDA 2024E Calendar EV / EBITDA Pro Forma Valuation¹ Pro Forma Ownership³ Other PIPE Shareholders 12% CBRE PIPE Shares 4% CBRE Acquisition Holdings Blackstone 17% CBAH Public Shareholders 26% Blackstone & Management PIPE Shares 1% Altus Power Management Shareholders 40% ALTUS POWER The Altus Power Pref. is a non-convertible preferred security with a November 2024 redemption date and an 8% dividend rate. In the event that the total proceeds from cash-in-trust (net of redemptions) and PIPE are less than $678 million, the Company intends to repay the Altus Power Pref. in full with a mix of cash on hand and a new promissory note provided by Blackstone or a third party on economic terms no less favorable to the Company than the current security. Pro forma estimate as of expected close Q4 2021. 157.8 $10.00 $1,578 $393 ($376) $33 $1,627 14.3x 10.6x 7.1X 28#29Financial Highlights ✓ Long-term contracted revenues 1. ● ● ✓ Low customer acquisition cost Blackstone and CBRE strategic partnerships offer immediate access to a large, diversified customer base seeking clean energy National developer base with local expertise in sourcing new customers Repeat customers and strong referral network ● ● ✓ Robust growth profile ● ● ● Existing EBITDA positive business supported by long-term contracted revenues 20-year standard contract term with recontracting mechanism 80%+ investment grade¹ quality counterparties; Zero commercial customer defaults in Altus Power's operating history ● ✓ Scalable financing structure Flexible, competitive, and scalable credit facilities through Blackstone Insurance and Fifth Third Tax equity relationships and partnerships, ready for additional deployment ● CBRE Acquisition Holdings ● Strong, identified 2022 and 2023 pipeline Partnerships that yield systematic growth Sponsorship through CBRE and Blackstone offer their vast resources (portfolio companies, technologies, relationships, etc.) New products complimenting core solar offerings Energy storage augments the traditional solar offering, improving the customer value proposition and creating a larger addres sable market Electric vehicle charging is expected to grow significantly over the next 10 years, and the industry is focusing on clean charging Investment grade includes 680+ prime FICO borrower. Representative of 347 MWs. Where Moody's rating is not available, S&P equivalent rating is taken. May include related party, affiliate or Moody's risk shadow rating, at the time of underwriting. ALTUS POWER 29#30Altus Power EBITDA Coverage Assets going operational do not realize full annual EBITDA until following year Significant portion of annual EBITDA is attributable to assets that have become operational in previous year -75% of 2023 calendar EBITDA is generated from assets operating by year-end 2022 Current 900+ MW pipeline represents a ~2.0x coverage over the 445 MW required to achieve 2022 annualized EBITDA ● $38 2021E $57 69% $83 2022E $114 75% $153 2023E $206 CBRE Acquisition Holdings 90% $228 $ in millions Calendar EBITDA 7% of EBITDA Originated Previous Year Annualized EBITDA Note: EBITDA excludes non-recurring expenses such as non-recurring transaction costs. Altus Power's 2020 financial information presented herein is unaudited. An audit of Altus Power's historical financial statements is in process and may result in adjustments, corrections and/or changes in presentation from the financial information shown in this Presentation. 2024E ALTUS POWER $288 Annualized Coverage Ratio 30#31Operating Asset and Financial Forecast Solar Asset Growth (MW) 240 2020 25 410 2020 2021E 38 '20'24 CAGR: 63% 710 2022E EBITDA¹ (mm) '20'24 CAGR: 77% 83 1,185 2022E 2023E 153 1,685 2024E 228 45 2020 56% 74 2020 2021E 51% 2021E Revenue ($mm) '20'24 CAGR: 66% 134 CBRE Acquisition Holdings 2022E EBITDA Margin¹(%) 62% 2021E 2023E 2024E 2022E 2023E Note: Financial forecast reflects assets operating / installed at year-end. Altus Power's 2020 financial information presented herein is unaudited. An audit of Altus Power's historical financial statements is in process and may result in adjustments, corrections and/or changes in presentation from the financial information shown in this Presentation. 1. EBITDA excludes non-recurring expenses such as non-recurring transaction costs. 222 2023E 69% ALTUS POWER 336 2024E 68% 2024E 31#32Financial Forecast $ in millions Solar systems (MW) EV Chargers Installed (# of Plugs) Energy Storage Systems (MWh) Revenue Gross Margin / Asset EBITDA (%) Gross Margin / Asset EBITDA (-) Corporate SG&A EBITDA EBITDA Margin (%) Net Cash Flow From Operating Assets (-) Total Growth CapEx (+) Tax Equity Proceeds (+) Debt Financing Proceeds Equity Capital Required to Fund Growth Plan 2020 240 0 $45 74% $33 (8) $25 56% $9 2021E 410 0 2 $74 77% $56 (19) $38 51% $0 (417) 33 290 ($93) 2022E 710 100 20 $134 79% $106 (23) $83 62% $24 (865) 91 637 ($114) CBRE 2023E 1,185 400 120 $222 81% $180 (27) $153 69% $44 (909) 91 735 ($39) The proceeds from this transaction are expected to fully-fund the forecasted growth¹ Acquisition Holdings ALTUS POWER 2024E 1,685 900 270 $336 80% $269 (42) $228 68% $60 (1,165) 122 879 ($104) Note: Represents calendar figures. Altus Power is not expected to be a tax payer through projection period based on current balance of net operating losses. EBITDA excludes non-recurring expenses such as non-recurring transaction costs. Values may not tie due to rounding. Assumes no redemptions (or aggregate redemptions of less than the backstopped amount) and full repayment of the Altus Power Pref. 32#33Appendix 126 ALTUS POWER 586 ALTUS POWER A#34CBRE Altus Power has Developed a Diversified Asset Base Operating Assets Near-Term Construction 50 MW Near-Term Acquisition 13 MW 410 MW Operating and Mechanically Complete 347 MW Blue-chip customer base and high quality counterparties with a weighted average offtaker rating of A1 ~65% of assets have a 1 - 4% PPA escalator Average remaining contract life of ~18 years¹ West 33% Regional Footprint South 5% 410 MW Northeast 62% By focusing on a diversified customer base, Altus Power has achieved significant growth while remaining cash flow positive C&I customer growth CAGR of ~60% and residential customer growth CAGR of ~95%, from 2015-2020 Operates across 16 states and entered 3 new markets since 2019, expanding geographic presence PPA Breakdown Wholesale Rate 1% Retail Rate Index 28% Utility Tariff Index 32% Acquisition Holdings 410 MW ALTUS POWER Fixed 39% Altus Power built its business on standardization of contracts and PPAs Note: 410 MW is comprised of (a) operating and mechanically complete, (b) near-term construction expected to be completed by year-end 2021 and (c) near-term acquisitions expected to be consummated by year-end 2021. Based on 347 MW operating and mechanically complete projects. 1. Conveys the value of standardization to the customer, without losing flexibility New contracts benefit from potential rising retail electricity rates ▶ Downside risk mitigated through contract floor pricing 34#35Altus Power's Attractive Portfolio Profile C&I Solar Value Proposition 1. 2. Direct relationships with customers and strong return on invested capital Longer term contracts (~20 years) with high probability of re-contracting Scalable business with real operating leverage Attractive cash flow profile given diversity of projects and off-takers Systems, brand equity, and structure are sources of competitive advantage Scale required to access attractive debt and tax equity financing Fragmented industry with path to accretive consolidation Altus Power has had zero customer defaults in the Company's 10 year operating history Rooftop 40% Install Type Canopy 6% 410 MW Non-IG 2% Ground Mount 54% 680+ FICO 14% Baa1 - Baaz 16% CBRE Acquisition ALTUS POWER Holdings Offtaker Credit Rating¹ (MW) Not Rated 15% Utility 21% A1-A3 16% Community 16% Asset by Offtaker Note: 410 MW is comprised of (a) operating and mechanically complete, (b) near-term construction expected to be completed by year-end 2021 and (c) near-term acquisitions expected to be consummated by year-end 2021. Representative of 347 MWs. Where Moody's rating is not available, S&P equivalent rating is taken. May include related party, affiliate or Moody's risk shadow rating, at the time of underwriting. Includes a single Baz project. Aaa - Aa3 37% 410 MW C&I 33% Municipal 30% Weighted Average Offtaker Rating: A1¹ 35#36Capital Structure Overview Proven Financing Relationships 1. $503mm¹ Scalable Term Securitization Facilities led by Blackstone $200mm¹ Committed Construction-to-Term Facility Led by Fifth Third Tax Equity Partnerships with Banks, Corporates, and Syndicates ✓ As of September 24, 2021 CBRE Acquisition ALTUS POWER Holdings Illustrative Originations Funding Mix Tax Equity 27% Equity 8% O Financing Facility 65% Available Capital at Attractive Rates Term securitization facilities with fixed, 3.51% interest rate One of the 1st Rated C&I Solar Securitization - Investment Grade Rating Altus Power has available and committed, unused tax equity capacity to fund future growth Altus Power has a proven asset financing strategy leading to a sustainable competitive advantage 36#37Altus Power is a Category Defining Company Altus Power may be compared across a variety of energy transition peers and its characteristics make it a unique investment opportunity Key Similarities Key Differences sunnova Residential Solar SUNPOWER sunrun ▲ Operates in the high-growth, onsite solar generation industry benefiting from strong customer demand and regulatory support ▲ Long-term contracted cash flows A Similar origination processes ▲ EBITDA positive Shirley Landfill 1.4 MW Solar System ▼ Higher customer acquisition cost ARRAY TECHNOLOGIES Solar Technology shoals WHENDES e ENPHASE solaredge ▲ Benefits from strong growth of the solar sector ▲ Technology forward platforms supporting evolving product and service opportunities ▲ Tangible near-term valuation metrics ▼ No asset ownership and limited recurring revenue CBRE Acquisition ALTUS POWER Holdings Energy Transition Bloomenergy -Chargepoin+: EVgo T stem VOLTA ▲ Exposed to similar ESG / clean energy market dynamic HANNON ARMSTRONG TESLA ▲ Innovative companies with proprietary technology ▲ Valuations benefit from strong near-term growth ▼ Alternative business models 37#38Operational Benchmarking '21-'23 Revenue CAGR '21-'23 EBITDA CAGR 2023 EBITDA Margin Altus Power 73.6% ALTUS POWER 102.0% ALTUS POWER 68.9% ALTUS POWER Peer Median: 18.8% 18.8% Residential Solar SUNPOWER --36.7% Peer Median: 52.0% SUNPOWER 10.5% 51.2% 1 sunn va SUNPOWER 67.2%¹ Peer Median: 39.5% sunn va 68.5%¹ sunn va 14.1% sunrun NM sunrun NM sunrun Source: FactSet, Wall Street Equity Research. Note: Market data as of September 23, 2021. 1. Principal and interest adjustment for revenue and EBITDA from equity research. Peer Median: 27.8% 22.5% ARRAY Peer Median: 45.1% 79.7% ARRAY Peer Median: 23.4% 15.7% ARRAY 1: Welas Solar Technology 29.4% e ENPHASE 29.9%- ENPHASE 26.2% ENPHASE 48.7% shoals 59.1% shouls 37.8% shouls 26.2% solar.edge ---31.-1% -. solaradge 20.7% Peer Median: 62.3% 23.9% Bloomenergy 89.1% Peer Median: 71.5% 62.3% -chargepoin+ 13.5% Bloomenergy -chargepoin+ Peer Median: 19.9% solaradge Bloomenergy NM NM. -chargepoin+ 185.8% EVgo NM EVgo NM- EVgo CBRE Acquisition Holdings Energy Transition 16.3% HANNON ARMSTRONG 54.0% HANNON ARMSTRONG 95.6% HANNONING 89.1% stem NM stem 18.9% stem 28.0% T TESLA NM T TESLA 20.9% T TESLA A ALTUS POWER 130.4% VOLTA NM VOLTA NM VOLTA Median: 28.7% Median: 54.0% Median: 18.9% 38#39Trading Multiples 2022E EV/EBITDA Multiple 2023E EV/EBITDA Multiple Altus Power 1. 2. -64% / 51% discount to median peer trading multiples 19.4x1 14.3x ALTUS POWER -60% discount to median peer trading multiples 10.6x3 ALTUS POWER Peer Median: 22.8x 24.0x4 SUNPOWER Residential Solar 19.0x SUNPOWER 21.5x2 Peer Median: 16.0x sunn va 12.9x 2 sunn va NM sunrun NM sunrun 17.5X ARRAY 13.2x ARRAY Solar Technology Peer Median: 38.6x 49.2x ENPHASE Peer Median: 26.6x 39.2x ENPHASE Source: FactSet, Wall Street Equity Research. Note: Utilize Q2 2021 financial statements, updated for subsequent events. Market data as of September 23, 2021. Represents calendar and annualized EBITDA range. Principal and interest adjustment from equity research. 44.3x 27.9X shouls 3. 4. -32.8x- -34.7x solaredge Bloomenergy 25.4x 21:9x solaredge Bloomenergy Peer Median: 63.8x NM -chargepoint NM NM Peer Median: 43.4x -chargepoin+ EVgo NM EVgo Energy Transition Represents calendar year EBITDA. Market value of Enphase shares has been included in cash balance. CBRE Acquisition Holdings 65.0x HANNON ARMSTRONG 44.2x HANNON ARHSTRONG 162.8x stem 42.5X stem 62.5× T TESLA 50.5× T TESLA A ALTUS POWER NM VOLTA NM VOLTA Comp 2022 Median: 39.5x Comp 2023 Median: 26.6x 39#40● Key Risks Unless the context otherwise suggests, all references to the "Company," "we," "us" or "our" refer to the business and operations of CBRE Acquisition Holdings, Inc. and its subsidiaries (the "SPAC") following the potential business combination with Altus Power, Inc. ("Altus Power") (the "Transaction"). The risks presented below are certain of the general risks related to the business of the Company, and such list is not exhaustive. The list below is qualified in its entirety by disclosures contained in future documents filed or furnished by the Company with the United States Securities and Exchange Commission ("SEC"), including the documents filed or furnished in connection with the Transaction. The risks presented in such filings will be consistent with those that would be required for a public company in its SEC filings, including with respect to the business and securities of the Company and the Transaction, and may differ significantly from and be more extensive than those presented below. ● The risks described below are not the only ones we face. Additional risks that we currently do not know about or that we currently believe to be immaterial may also impair our business, financial condition or results of operations. You should review the investor presentation and perform your own due diligence prior to making investment in the Company. Business and Operational Risks ● ● ● ● CBRE ● Acquisition Holdings ALTUS POWER Our growth strategy depends on the widespread adoption of solar power technology. If we cannot compete successfully against other solar and energy companies, we may not be successful in developing our operations and our business may suffer. With respect to providing electricity on a price-competitive basis, solar systems face competition from traditional regulated electric utilities, from less-regulated third party energy service providers and from new renewable energy companies. A material reduction in the retail price of traditional utility-generated electricity or electricity from other sources could harm our business, financial condition, results of operations and prospects. Due to the limited number of suppliers in our industry, the acquisition of any of these suppliers by a competitor or any shortage, delay, quality issue, price change, or duties or other limitation in our ability to obtain components or technologies we use could result in adverse effects. Although our business has benefited from the declining cost of solar panels, our financial results may be harmed now that the cost of solar panels has stabilized and could increase in the future, due to increases in the cost of solar panels and tariffs on imported solar panels imposed by the U.S. government. Our market is characterized by rapid technological change, which requires us to continue to develop new products and product innovations. Any delays in such development could adversely affect market adoption of our products and our financial results. Developments in alternative technologies may materially adversely affect demand for our offerings. The operation and maintenance of our facilities are subject to many operational risks, the consequences of which could have a material adverse effect on our business, financial condition, results of operations and prospects. Our business, financial condition, results of operations and prospects could suffer if we do not proceed with projects under development or are unable to complete the construction of, or capital improvements to, facilities on schedule or within budget. We face risks related to project siting, financing, construction, permitting, governmental approvals and the negotiation of project development agreements that may impede their development and operating activities. We may not be able to effectively manage our growth. We may not realize the anticipated benefits of future acquisitions, and integration of these future acquisitions which may disrupt our business and management. Our business is concentrated in certain markets, putting us at risk of region-specific disruptions. Our growth depends in part on the success of our relationships with third parties. We have incurred operating losses before income taxes and may be unable to achieve or sustain profitability in the future. Our business is subject to risks associated with construction, such as cost overruns and delays, and other contingencies that may arise in the course of completing installations, such as union requirements, and such risks may increase in the future as we expand the scope of such services with other parties. 40#41● ● Key Risks (cont'd) We are not currently regulated as an electric utility under applicable law in the jurisdictions in which we operate, but we may be subject to regulation as an electric utility in the future. Failure to hire and retain a sufficient number of employees and service providers in key functions would constrain our growth and our ability to timely complete customers' projects and successfully manage customer accounts. ● ● ● ● ● ● ● ● ● ● CBRE ● Acquisition Holdings ALTUS POWER Our business, financial condition, results of operations and prospects could be materially adversely affected by work strikes or stoppages and increasing personnel costs. If we are unable to retain and recruit qualified technicians and advisors, or if our board of directors, key executives, key employees or consultants discontinue their employment or consulting relationship with us, it may delay our development efforts or otherwise harm our business. The requirements of being a public company may strain our resources, divert management's attention and affect our ability to attract and retain qualified board members and officers. We may be materially adversely affected by negative publicity. Problems with product quality or performance may cause us to incur warranty expenses, damage our market reputation and prevent us from maintaining or increasing our market share. Our business, financial condition, results of operations and prospects can be materially adversely affected by weather conditions, including, but not limited to, the impact of severe weather. Our results of operations may fluctuate from quarter to quarter, which could make our future performance difficult to predict and could cause our results of operations for a particular period to fall below expectations, resulting in a decline in the price of our common stock. Our results of operations have been and will continue to be adversely impacted by the COVID-19 pandemic, and the duration and extent to which it will impact our results of operations remains uncertain. Adverse economic conditions may have negative consequences on our business, results of operations and financial condition. Threats of terrorism and catastrophic events that could result from terrorism, cyberattacks or individuals and/or groups attempting to disrupt our business, or the businesses of third parties, may materially adversely affect our business, financial condition, results of operations and prospects. Our ability to obtain insurance and the terms of any available insurance coverage could be materially adversely affected by international, national, state or local events and company-specific events, as well as the financial condition of insurers. As an emerging growth company within the meaning of the Securities Act, we will utilize certain modified disclosure requirements, and we cannot be certain if these reduced requirements will make our common stock less attractive to investors. Litigation and Regulatory Risks Our business, financial condition, results of operations and prospects may be materially adversely affected by the extensive regulation of our business. We may need to raise additional funds and these funds may not be available when needed. Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited. If we fail to maintain an effective system of internal control over financial reporting and other business practices, and of board-level oversight, we may not be able to report our financial results accurately or prevent and detect fraud and other improprieties. Consequently, investors could lose confidence in our financial reporting, and this may decrease the trading price of our stock. We have material weaknesses in our internal control over financial reporting. If we are unable to remediate these material weaknesses, or otherwise fail to maintain an effective system of internal control over financial reporting, this may result in material misstatements of our consolidated financial statements or cause us to fail to meet our periodic reporting obligations. As a privately-held company, we were not required to evaluate our internal control over financial reporting in a manner that meets the standards of publicly traded companies required by Section 404 of the Sarbanes-Oxley Act. Our historical financial results may not be indicative of what our actual financial position or results of operations would have been if we were a public company. Our reported financial results may be affected, and comparability of our financial results with other companies in our industry may be impacted, by changes in the accounting principles generally accepted in the U.S. 41#42● ● Key Risks (cont'd) Any reductions or modifications to, or the elimination of, governmental incentives or policies that support solar energy, including, but not limited to, tax laws, policies and incentives, RPS or feed-in-tariffs, or the imposition of additional taxes or other assessments on solar energy, could result in, among other items, the lack of a satisfactory market for the development and/or financing of new solar energy projects, our abandoning the development of solar energy projects, a loss of our investments in solar energy projects and reduced project returns, any of which could have a material adverse effect on our business, financial condition, results of operations and prospects. ● ● ● ● ● ● ● ● ● CBRE ● Acquisition Holdings We may be subject to claims arising from the operations of our various businesses for periods prior to the dates we acquired them. Product liability claims against us could result in adverse publicity and potentially significant monetary damages. Changes in tax laws, guidance or policies, including but not limited to changes in corporate income tax rates, as well as judgments and estimates used in the determination of tax-related asset and liability amounts, could materially adversely affect our business, financial condition, results of operations and prospects. Intellectual Property and Data Privacy Risks If we are unsuccessful in developing and maintaining our proprietary technology, including our Gaia software, our ability to attract and retain solar partners could be impaired, our competitive position could be harmed and our revenue could be reduced. ● ALTUS POWER ● The absence of net energy metering and related policies to offer competitive pricing to our customers in our current markets, and changes to net energy metering policies may significantly reduce demand for electricity from our solar energy systems. Our business depends in part on the regulatory treatment of third-party-owned solar energy systems. Existing electric utility industry regulations, and changes to regulations, may present technical, regulatory and economic barriers to the purchase and use of solar energy offerings that may significantly reduce demand for our solar energy offerings. Regulatory decisions that are important to us may be materially adversely affected by political, regulatory and economic factors. Compliance with occupational safety and health requirements and best practices can be costly, and noncompliance with such requirements may result in potentially significant monetary penalties, operational delays and adverse publicity. A failure to comply with laws and regulations relating to our interactions with current or prospective customers could result in negative publicity, claims, investigations and litigation, and adversely affect our financial performance. We have previously been, and may in the future be, named in legal proceedings, become involved in regulatory inquiries or be subject to litigation in the future, all of which are costly, distracting to our core business and could result in an unfavorable outcome or a material adverse effect on our business, financial condition, results of operations or the market price for our common stock. Our business may be harmed if we fail to properly protect our intellectual property, and we may also be required to defend against claims or indemnify others against claims that our intellectual property infringes on the intellectual property rights of third parties. Our business is subject to complex and evolving laws and regulations regarding privacy and data protection. Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, increased cost of operations or otherwise harm our business. Risks Relating to Projections We may not successfully implement our business model. Certain estimates of market opportunity and forecasts of market growth may prove to be inaccurate. We use open source software, which may require that we release the source code of certain software subject to open source licenses or subject us to possible litigation or other actions that could adversely affect our business. Failure to comply with the terms of underlying open source software licenses could restrict our ability to provide our offerings. If we experience a significant disruption in our information technology systems, fail to implement new systems and software successfully or if we experience cyber security incidents or have a deficiency in cybersecurity, our business could be adversely affected. Any security breach or unauthorized disclosure or theft of personal information we gather, store and use, or other hacking and phishing attacks on our systems, could harm our reputation, subject us to claims or litigation and have an adverse impact on our business. 42#43● ● Key Risks (cont'd) Our projections are subject to significant risks, assumptions, estimates and uncertainties, including assumptions regarding future legislation and changes in regulations, both inside and outside of the U.S. As a result, our projected revenues, market share, expenses and profitability may differ materially from our expectations. Our relationship with CBRE is new and developing an may not result in profitable long-term contracts with their referred clients. Risks Relating to the Business Combination Uncertainties about the Business Combination during the pre-closing period may cause third parties to delay or defer decisions concerning Altus or its subsidiaries or seek to change existing arrangements. Risks Relating to Our Financial Statements A significant portion of our activities are conducted through variable interest entities, and changes to accounting guidance, policies or interpretations thereof could cause us to materially change the presentation of our financial statements. Risks Related to Ownership of Our Securities Concentration of ownership among existing executive officers, directors and their affiliates may prevent new investors from influencing significant corporate decisions. Our stock price will be volatile, and you may not be able to sell shares at or above the price at closing. Anti-takeover provisions contained in our governing documents and applicable laws could impair a takeover attempt. Warrants will become exercisable for our common stock, which would increase the number of shares eligible for future resale in the public market and result in dilution to our stockholders. Our stakeholder aligned initial listing ("SAILSM") structure could result in a substantial number of shares being issued to our sponsor, which could cause significant dilution to a potential investor. ● ● ● ● CBRE ● Acquisition Holdings ALTUS POWER 43

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