I.    Offering Statement
II.    Share subscription form
III.    Membership share subscription form

a.    Until Labour Day, any founding Co-op member who submits their completed signed Share Subscription request form, along with a cheque will receive priority in the award of Shares.
b.    Once the existing co-op member’s requirements are met, any Shares not placed  will be made available to both the general public and in general any commercial entity

a.    $100 per share
b.    Minimum amount that can be purchased:   One share
c.    There is no restriction on the maximum amount that can be purchased. Should there be insufficient shares to satisfy any individual share requests, the Co-op board will allocate shares solely at their discretion.

a.    Individuals need to separately join the LDREC INC co-op. The membership cost is $400, which comes with one vote for use in voting on co-op business.
b.    You are buying shares of LDREC Inc.  LDREC is a limited partner in a limited partnership which owns the FIT contract and will build, own and operate the projects.   In accordance with the Offering Statement, fund are being raised to provide the equity for the projects.

a.    The money for your share subscription will be returned.
b.    If you also purchased a co-op membership, that money will not be returned and you will continue as a voting member of the co-op.

a.    CONCENTRA TRUST has been engaged to hold the money submitted by the share subscribers for Class A, Class C and Class D shares and will only release the monies to the co-op once the Offering Statement conditions have been met. Failure to meet those conditions will result in the potential share subscribers getting their money back

a.    Nine projects are currently scheduled for construction, with all contacts and agreements in place and equipment ordered. Mobilization of the 9 projects are currently scheduled as below.
I.    3 in August
II.    4 in September
III.    2 in October.

b.    All 9 projects expected to be producing revenue for the  Limited Partnership by the end of December 2016

c.    The final 10th project is expected to be revenue producing by April 2017. All other agreements and contracts are ready to enable construction.  The building owner and the tenant of the building are still concluding their agreements.

a.    The Limited Partnership generally has allowed the co-op to enter into an agreement with a third party (Solar Power Networks) that developed the projects and needed a co-op participant for extra points in the FIT contract process.  The Limited Partnership holds contracts to build, own and operate generation assets with limited risk to the co-op. The Limited Partners of the Limited Partnership are LDREC and SPN
b.    The limited partnership has assigned the responsibility to build, operate and maintain the assets to an SPN affiliate.
c.    An SPN affiliate is acting as the General Partner and responsible for the overall performance of the projects.
d.    The Limited Partnership Agreement provides for the LP to pay the co-op a 14% return based on the amount of capital the co-op invests.
co-op.

a.    An SPN affiliate as the operator takes the construction, maintenance and operation risk. We get a 14% return based on our capital investment.  Our risk over time is greatly reduced and limited to such items as force majeure, such as if the sun doesn’t shine as an example.

Should SPN fail to manage the operation to extent that they cannot fund our 14% then we can audit their performance and seek corrective actions.

a.    The 14 % return is the amount that LDREC receives from the Limited Partnership.  LDREC must pay its expenses before dispersing income to the shareholders.

As this is the co-op’s first set of projects, the co-op has it has to pay for all the overhead of the co-op: accounting, financial audits, insurance and other operating costs. As we add other projects within the co-op, then these costs will be spread across a greater income base, effectively reducing the overhead cost per share.

The CRA has not made a ruling on this. We recommend that you talk to your investment advisor.

The co-op is a limited partner with a contracted 14% return based on the capital we invest into the partnership. Any increased capital or reduced capital need by the Limited Partnership will increase or decrease the amount of cash return but not the % return. The LDREC Board will issue shares in sufficient volume to cover the best capital estimates at the time of placement with a small contingency to cover any other needs. We are able to sell shares under this Offering Statement until March 31, 2017

The current projected percentage of the installed cost is expected to be in the order of 70 %.  This covers such items as: Roof racking, the supervisory control system, transformers, engineering, construction labour, legal expenses and project management