#1Baker McKenzie. TOKYO 50 YEARS Japanese offshore wind first round auction results: update and discussion on implications for the industry March 8, 2022 | Baker & McKenzie (Gaikokuho Joint Enterprise)#2Today's speakers Naoaki "Nick" Eguchi Partner Finance & Projects Tokyo naoaki.eguchi @bakermckenzie.com Ean Mac Pherson Partner Finance & Projects Tokyo ean.macpherson @bakermckenzie.com Masahiro Tanabe Counsel Finance & Projects Tokyo masahiro.tanabe @bakermckenzie.com 2#3Baker McKenzie Tokyo's representative matters Our team has a track record of completing high profile domestic and cross-border transactions and has detailed knowledge of renewable energy legislation in Japan. Since 2000, we have assisted our clients in more than 1,000 MW offshore wind, 300 MW onshore wind, 3,000 MW solar, 500 MW biomass, 10 MW geothermal project development, project finance and M&A transactions. Closely connected with the Japanese domestic wind industry, we have lawyers who are active members and participants in committees within the Japan Wind Power Association (JWPA) since 2006, as well as members of the Asia Wind Energy Association (AWEA) since 2017. Legal advice in relation to offshore wind energy projects in Japan Acted for a project company in negotiating a TSA (in English) with an OEM (Original Equipment Manufacturer) for the Kita-Kyushu Port offshore wind farm (220 MW). Acted for a project company in negotiating a BOP contract (in Japanese) with a Japanese general contractor, incorporating FIDIC concepts, for the Kashima Port offshore wind farm (150 MW). Advised a leading Japanese floating offshore wind developer (16.8 MW) in negotiating an EPC contract (in Japanese) with a Japanese EPC company for a Round 1 offshore wind auction process. Assisted a leading Japanese general construction company in negotiating a FIDIC-based BOP contract (in English) for the Akita Port offshore wind farm. Advised a consortium of a leading European offshore wind developer and Japanese utility company for their shareholder agreement, bid document and finance term sheet for their bid of the Round 1 offshore wind auction process. Advised a leading European offshore wind developer for their formation of subsidiary in Japan, lease of office, hire of personnel. Advised Northland Power Inc. on its joint venture with Shizen Energy Inc. for the development of offshore wind power projects in Chiba Prefecture, Japan with a combined capacity of approximately 600 MW. 3#4Agenda 1 General overview 2 Panel discussion#51 General overview#6Timeline of offshore wind auctions passing of offshore wind law opening of Goto bid submission close of Goto bid submissions announcement of Goto winner 30 Nov 2018 1 Apr 2019 24 Jun 2020 27 Nov 2020 24 Dec 2020 27 May 2021 11 Jun 2021 24 Dec 2021 effective date of offshore wind law opening of Round 1 bid submissions close of Round 1 bid submissions announcement of Round 1 bid winners 00 6#7Fail Evaluation Minimum Middle Runner (70%) Top Runner (100%) Level (30%) Auction points system No Tract Record Not Feasible Not Feasible Not Feasible [Fail] [Fail] [Fail] [Fail] Price component 120 points + Feasibility component 120 points Total 240 points Evaluation Criteria for Realization of Offshore wind Project (120 Points) Capability [80 Points] Execution of OW Business Most Advanced tech Introduced [5 Points] Track Record [30 Points] Track Record [30 Points] Extremely Appropriate Tract Record (in japan, or overseas and adaptable to Japan) [30 points] Appropriate Track Record (Including overseas Tract Record) [21 Points] Good Track [65 points] Realization of Business Plan [20 Points] Most Certain Execution [20 Points] Superior [14 Points] Realization of Business [35 Points] Risk Identification and Solutions [15 points] Extremely appropriate Risk analysis and solution [15 Points] Appropriateness of Financial Plan [10 Point] Stable Power Supply [15 Points] Stable Power Supply [30 Points] Stable power Supply and Future Price Reduction [10 Points] Record (Including Overseas Tract Record) [9 Points] Good [6 Points] Superior [14 Points] Good [5 Points] From both Criteria Extremely Appropriate Solution [10 Points] One Criteria Extremely Appropriate and the other Criteria Appropriate [7 Points] Good [3 Points] Most Advanced Tech Introduced [5 Points] Future Most Advanced Tech to be Introduced [4 Points] Among Prevailed Tech Advanced Tech Introduced [2 Points] Bottom Level [10 Points] Cooperation with Local Stakeholders and Knock-on Effect to the Local Economy [40 points] Cooperation with Local Stakeholders [20 Points] Cooperation with Local Stakeholders [20 Points] Coordinate Governor and Mayor [10 Points] Tract Record Dealing Head of Local Governments JPN Offshore W [10 Points] Track Record Dealing Head of Local Governments on JPN Onshore Wind [7 points] Meaningful Track Record Dealing [3 Points] Cooperation and Getting Involved with Community on Sea line, fishery [10 Points] Highest Possibility of Cooperation and Involvement [10 Points] Knock-on Effect [20 Points] Knock-on Effect to the Local Economy [20 Points] Knock-on Effect to the Local Economy [10 Points] Most Knock-on Effect to the Local Economy [10 Points] Superior [7 Points] Superior [7 points] Good [3 Points] Knock-on Effect to the Japanese Economy [10 Points] Most Knock-on Effect to the Japanese Economy [10 Points] Superior [7 Points] Good [3 Points] Good [3 Points] With Track Record but not Capable [Fail]#8Round 1 auction results Noshiro Yurihonjo Choshi Bidder Price Feasibility component component Total points Bidder Price Feasibility component component Total points Bidder Price Feasibility component component Total points 120 A JPY 13.26 88 208 A 120 JPY 11.99 82 202 A /kWh /kWh 120 JPY 16.49 /kWh 91 211 B 87.52 73 160.52 B 83.65 73 156.65 B 87.60 98 185.6 C 93.77 64 157.77 C 58.73 91 149.73 D 71.35 78 149.35 D 78.20 66 144.20 E 59.04 68 127.04 E 62.58 78 140.58 80#9Successful bidder's consortium structure Consortium members Mitsubishi Corporation Energy Solutions Ltd. Power generation business C-Tech Corporation Mitsubishi Corporation Amazon.com, Inc. Supporting partners Construction business NTT Anode Energy Corporation General trading house Kirin Holdings Company, Limited E-commerce business Smart energy business Food & beverages business 9#102 Panel discussion#11" Baker McKenzie in Japan Over four decades in Japan - we have had a presence in Tokyo since 1972. We are now the largest integrated international law firm in Japan, with nearly 160 legal and tax professionals based in Tokyo. Our ability to combine Japanese and foreign legal expertise within a single organization and to deliver the value of Baker McKenzie's global network places us in a unique position to provide truly international service to our clients. Most of our lawyers are fluent in both English and Japanese, which is critical in skillfully handling international and local legal issues while effectively communicating with clients. Our Tokyo office provides full legal services covering all major areas of law. The Firm assists international companies in addressing the full spectrum of legal and business issues in Japan. We also have industry-focused specialists in a number of fields such as Pharmaceuticals, Automotive, Information Technology and Energy & Infrastructure. Our services include: Professionals in the Tokyo office (as of January 2022) 113 Japanese attorneys 13 Gaikokuho Jimu Bengoshi 11 Foreign attorneys 7 Tax attorneys 2 Certified public accountants 7 Patent attorneys 3 Economists LARGEST INTERNATIONAL LAW FIRM IN JAPAN ■Baker McKenzie ■Morrison Foerster Hogan Lovells ■DLA Piper Herbert Smith Jones Day || || || || Corporate/M&A Banking & Finance Capital Markets Antitrust & Competition Financial Restructuring & Bankruptcy Labor & Employment Dispute Resolution Projects Tax & Transfer pricing Real Estate Intellectual Property ■Linklaters ■Clifford Chance White & Case 23 23 25 29 40 40 43 45 45 107 155 11 *Figures are as of August 2021 *Excluding double and triple counting of qualifications#12About our Firm Fluency across borders Our clients want a new breed of lawyers with excellent technical skills who can look ahead to help them navigate a constantly changing world. It means having lawyers who can anticipate what is coming next and are comfortable with business level discussions. Baker McKenzie more than meets these challenges. Geographic Initiatives Drawing upon our global expertise and a strong network of leading local firms, we are able to assist our clients navigate Indian markets as well as newly opening markets in Asia and Africa. Our fluency in working across borders, issues and practices allows us to simplify legal complexity, foresee risks others may overlook and identify commercial opportunities that many miss. This makes us advisers of choice to some of the world's leading multinational corporations. 17% Headcount North America 41% Headcount EMEA Baker McKenzie locations Baker McKenzie Geographic Initiatives. In cooperation agreement 14% Headcount Latin America, 6,000+ lawyers and tax advisors in 76 offices Core Practices Antitrust & Competition Banking & Finance Capital Markets Compliance & Investigations Dispute Resolution Employment & Compensation Environment & Climate Change 安 28% Headcount Asia Pacific IT/Communications Mergers & Acquisitions Private Equity Real Estate Restructuring and Insolvency Tax International Commercial & Trade The Firm speaks 80+ languages Admitted to practice in 250+ jurisdictions 46° countries including 36 of the world's 40 largest economies Core Sectors Consumer Goods & Retail Energy, Mining & Infrastructure Healthcare & Life Sciences Financial Institutions Industrials, Manufacturing & Transportation Technology, Media & Telecommunications 12#13Baker McKenzie. TOKYO 50€ SO YEARS Baker & McKenzie (Gaikokuho Joint Enterprise) is a member firm of Baker & McKenzie International, a global law firm with member law firms around the world. 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