Northstar Realty Europe Corp. (NYSE:NRE)

Nobao Renewable Energy plans for Initial Public Offering

Company Snapshot:

The leading provider of fully-integrated energy management solutions

Industry Snapshot:

Ground source heat pump, or GSHP, is a technology that utilizes the energy captured in the ground, or geothermal energy, to provide heating, cooling and hot water to buildings. Sources of geothermal energy include energy generated from the original formation of the earth, radioactive decay of underground minerals, as well as solar energy, of which approximately 47% is captured by the ground surface. The temperature underground is relatively stable throughout the year, and is typically higher than the air temperature during winter and lower than the air temperature during summer. GSHP systems provide winter heating by drawing heat from underground and transferring it to the surface. This process is reversed during the summer, when heat is extracted from buildings and transferred underground, thereby satisfying cooling needs.

Use Of proceeds:

We intend to use the net proceeds from this offering as follows:

• approximately US$110 million to fund and expand our business under the EMC model (including the implementation of the Su-Tong Project), which requires us to commit significant amount of cash to finance the equipment, drilling and installation costs of the GSHP systems at the outset of each project;
• the remainder for general corporate purposes.

Underwriters:

• Citi Deutsche
• Bank Securities
• Goldman Sachs
• UBS Investment Bank
• FBR Capital Markets

Proposed offering price: $11.00 to $13.00

Post IPO Share Calculation: (Using a 6 to Ordinary to 1 ADS conversion ratio).

•  25,245,596: Pre IPO fully diluted share count used in EPS calculation.
•  11,200,000: Newly issued ADS shares
•  2,5000,000: Private Placement
•  16,000,000: Convertible securities
•    1,680,000: Underwriter over-allotments ADS shares 

GeoTeam® best effort calculation of total post IPO ADS count to be used in EPS calculations, assuming full conversions and a Ordinary to ADS conversion ratio of 1 to 1:   56,625,596

Financial Snapshot: December Year End

• Still losing money