ADB Climate PPP Fund: An Overview May 2013 strictly private & confidential

1. ADB • Climate PPP • Fund: • An Overview • May 2013 strictly private & confidential

2. Disclaimer This document has been prepared to provide prospective investors with the opportunity to determine their preliminary interest regarding a product (“product”) that is being prepared by theAsianDevelopment Bank (“ADB“)and may not be used or reproduced for any other purpose. This Program received ADB Board approval on February 15, 2012.This document is for informational purposes only and all information contained herein is subject to revision and completion. This document does not constitute or form part of an offer to issue or sell, or of a solicitation of an offer to subscribe or buy, any securities or other financial instruments, nor does it constitute a financial promotion, investment advice or an inducement or incitement to participate in any product, offering or investment. Any such offer will be made only by means of the product’s confidential private placement memorandum or such other offering documents as may be delivered by ADB to prospective investors and is subject to the terms and conditions contained therein and in the limited partnership agreement of the product. The information set forth herein does not purport to be complete. In addition, this document does not constitute nor shall it or the fact of its distribution form the basis of, or be relied on in connection with, any investment contract. Please note that the views, analyses and opinions reflected herein unless expressly stated otherwise reflect the perspective of the deal team and do not necessarily state or reflect the views of ADB. No representation, warranty or undertaking, express or implied, is given as to the accuracy or completeness of the information or opinions contained herein. No reliance may be placed for any purpose on the information and opinions contained in this document or their accuracy or completeness and nothing contained herein shall be relied upon as a promise or representation whether as to past or future performance. Certain information in this document has been derived from materials furnished by outside sources. ADB assumes no responsibility for independent verification of such information and has relied on such information being complete and accurate in all material respects. Nothing contained herein should be construed as legal, business or tax advice. This document contains confidential information and the recipient hereof agrees to maintain the confidentiality of such information. This document is intended solely for the information of the person to whom it has been delivered. Distribution of this information to any person other than the person to whom it has been originally delivered and to the advisers of such person who are also subject to a duty of confidentiality is unauthorized, and any reproduction or transmission of these materials, in whole or in part, or the divulgence of any of its contents to third parties, without the prior consent of ADB, is prohibited. The distribution of this document may be restricted in certain jurisdictions. The information herein is for general guidance only, and it is the responsibility of any person or persons in possession of this document to inform themselves of, and to observe, all applicable laws and regulations of any relevant jurisdiction. This document is not intended for distribution to, or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. In particular this document is not intended for distribution in the United States or for the account of U.S. persons (as defined in Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act”)), except to persons who are both “qualified purchasers” (as defined in Section 2(a)(51) of the United States Investment Company Act of 1940, as amended (the “Investment Company Act”)) and “accredited investors” (as defined in Rule 501(a) under the Securities Act).

3. Climate Finance Market

4. Sustainable investing is an increasingly mainstream area that will impact MDB’s positioning in the market There is significant partnership potential with institutions that have common goals and complementary capabilities Reputation + Sustainability Drivers + Private Sector Investors Partnership Potential Call for all MDBs Financial Returns SRI Players MDBs Current space Trends _ _ + Development Impact / Sustainable Investing • Note: For illustrative purposes. Several sources were consulted but exact position/proportion of shaded areas could vary

5. Investment space and risks Infrastructure Geothermal Biomass Waste-Energy Landfill Gas Green Real Estate Transportation Wind Hydro Solar Technology Clean Fuels Batteries Smart-grid Lighting Component Manufacturing Waste water Recycling Waste-Heat Recovery Combined Heat & Power Clean Transport Advanced Materials Nature base assets Fisheries Forestry CSP/ Desalination Water Sustainable Agriculture Environmental Remediation Renewable Energy Resource Efficiency Environment

6. Market: Growth potential/upside particularly for those who can address current bottlenecks Investors interest in environmental finance investments US 620 bn* Yearly investment needs in environmental finance US 780 bn* Current Mkt Size US 120 bn* Bottleneck factors … … that require • Exposure to regulators and policy makers and skills that go beyond the traditional banking/investment managers • Cross disciplinary team with ability to build synergies across environmental sectors: investors, knowledge, network, brand reputation • Strong network and access to niche opportunities • Tailored and customized risk approaches • Regulatory uncertainty • Information and knowledge gaps • Lack of scale and high transaction costs • Infant sector with underdeveloped risk tools * Estimates based on New Energy Finance publications, EBGC calculations of demand from Pension funds, SWF, insurance companies, other institutional investors, HNWI and Family Offices, Stern Report and World Bank “Winds of Change” estimates

7. Opportunities

8. Benefits of intersection area Public sector funding2 Number of facilities: 50+ • Average size: ~$300 million Players: Managed mostly by MDBs and other development agencies Growth prospects: Limited Private sector funding2,3 Number of funds: 75+ • Average size: ~$200 million Players: Managed by fund managers mostly in the private equity space Growth prospects: Significant, particularly with new incentives/instruments PPP Fund Notes: (1) Data is based on best available information as provided by Preqin, climatefundsupdate.org, ADB, and World Bank. (2) Data refers to facilities/funds with exposure to Asia. (3) This information includes Private Equity Funds that are both closed and currently raising capital.

9. MDBs value addition in a JV with private operator • ADB has a long track record in areas like infrastructure, cleantech, water, and agriculture that, due to environmental constraints, are becoming increasingly attractive to mainstream investors 1 Expertise • 29 offices across developing Asia including frontier countries important for deal sourcing and monitoring activities. Additionally, ADB has access to regulators and policy-makers and benefits from an institutional reputation that private sector operators value 2 Reach • ADB has several unique risk-mitigating facilities that are relevant for players who want to enter/reinforce their emerging market presence. Investment vehicles (such as CP3) are recognized by the World Economic Forum as highly applicable to emerging market conditions: one-stop shop for debt, equity and grants, complemented by policy dialogue 3 Risk mitigating instruments • ADB has privileged relationships with other DFIs and public sector sources of finance. Additionally, ADB reputation and development credentials appeal to socially responsible investors (SRI) 4 Access to new investors • Most private sector institutions do not possess ADB’s capabilities in ESG and development impact measurement that is becoming essential for risk mitigation and reputation purposes 5 Environmental, Social and Governance

10. How do we reduce risk or add value? (grey areas = differentiators) Partners and Public Sector Agenda Investors • Fundraising: Public and private investors • Deal Sourcing: > 40 offices in the region • Execution: Team of 12* combined ADB/FM staff • Monitoring: Unique risk mitigators • Exit: Strong historic track record Fund Manager Debt • Project finance • Guarantees Country dialogue • Regulatory framework / Policies • Political risk mitigation • Support Financial Facilities Grant • Support Knowledge Facilities Investment Program + + ESG Assessment • Dedicated TA • Other climate change related facilities managed by ADB • Dedicated resources • SRI compliance Climate Change Knowledge Pool • Historic project/country information • Conferences & seminars Returns > 10%** High Develop. Impact *Note: Based on a $1B fund size **Note: The statement of target return amounts is not a representation that the fund will only make investments whose individual expected returns are in excess of the target return. No implication shall be drawn as to the advisability of investing in the fund.

11. PPP Fund re-engineered to match target investors needs and risk profiles ... Pension funds and SWF are looking for: PPP Fund offers: Infrastructure Natural Res. GreenTech • Investment drivers anchored in long term macro fundamentals and inescapable environmental constrains. Additional likely upside from future public/regulatory support • Renewable power and real assets may benefit from a variety of long-term contractual arrangements specifically designed to provide revenue certainty over 15-20 years with inflation protection • Private equity investments less vulnerable to equity markets and offer diversification value. Additionally high growth expected in Asian markets given lag to EUR/US • Partnership between reference player in the private equity industry and ADB unique risk mitigating instruments • Diversification across a wide range of sectors, geographic regions and investment structures within a rigorous investment process with multi-party, interdisciplinary due diligence and on-site monitoring • ADB champion of sustainable and triple bottom line investing with high environmental & sustainability investment standards • Long term capital protection and inflation hedge • Non correlation with financial markets • Clear structures and solid risk mitigation mechanisms • Strengthening of SRI, “impact investing“

12. … and to offer a new product specifically designed to minimize climate finance risks Private Equity + PPP Fund • >20%; 2%/20% • Niche or high potential but undercap. sectors that could offer diversif. /arbitageopport. • HNWI, Asset managers, SWF, Pensions, FoF Return • >10% ; 0.75%/7.5% • Mix of sectors including infrastructure within env. finance • Global Inst. investors and DFI Project Finance • 6-12%; 1-2% • Mostly infrastructure • Local Financial Inst. and Dev. Fin Inst. (DFI) • Returns & Fees • Sectors • Typical Investors _ _ + Risk

13. PPP Fund within climate change finance Allocation & Growth Potential2 Sources Instruments Effectiveness1 • ($, bn) CarbonOffset flows 3 Offset markets and voluntary 3 Public funding sources 42 ü Carbon markets 2 Domestic public budgets NE Policy incentives NE ü Grants 4 Bilateral agencies/ banks 24 ü Carbon taxes 7 2% Concession loans 13 ü General tax revenues NE Multilateral agencies/ banks 15 Private funding sources 55 Market rate loans 56 Global capital markets 55+ üü Private sector finance 55 CP3 Space Equity 18 üüü 10% Notes: (1) Based on multiplier and refinancing effect (2) CAGR 2011-2016 Legend: NE Not Estimated Public money Offset money Private money • Source: Climate Policy Initiative (CPI) , ADB, 2011. Boxes and flows not drawn to scale

14. PPP Fund: Differs from existing public sector facilities… Pure Public Sector Facilities Differentiator factors PPP Fund 1 Marginal % of private sector investors Leverages public funding to mobilize private capital; Targets multiper effect of >200x Leverage/Resource mobilization 2 Deployment ratios below expectations due to market conditions and disbursement criteria Recognized by World Economic Forum as highly applicable to market conditions: one-stop shop for debt, equity and grants Vehicle‘s suitability to address market constraints 3 Limited ability to attract new players to the region Partnerships with best-in-practice fund managers and industry players to promote FDI and knowledge/technology transfer Knowledge and technology transfer 4 Policy/regulatory work separated from investment opportunities; Limited reach beyond DFIs and government institutions Financial facilities combined with policy dialogue that could effectively change investment environment in this sector; Diverse set of investors, players and agencies operating under a common platform Reach 5 Primarily loans and grants, not reinvested into this space Private equity, commercially-driven returns model with revolving effect Returns 6 Often capacity-building and investments in adaptation/mitigation areas Pan-Asian, diversified strategy targets wide spectrum of infrastructure, technology, and nature- based investments with positive climate impact Scope 7 Limited due to reach, scope, and lack of private sector leverage effect Unique impact on job creation (>5,000 jobs/year), CO2 reductions (2.5M TCO2/year), and technology transfer (90%) Impact

15. The Climate PPP Fund concept 2 … to invest in environmental finance in Asia … 1 A vehicle that will mobilize capital at scale from global public and private sector investors … Fund Manager Fund $1bn 3 … through an unique investment management platform that combines private operators and MDBs with equity, debt and grant facilities … Fund Investments Co-investments Climate Fund + Clean energy initiatives 4 … designed to maximize impact and complement existing initiatives in this space.

16. Contact information Brian Liu Investment Specialist Private Sector Operations Division Capital Markets and Financial Sectors Asian Development Bank 6 ADB Avenue, Mandaluyong City 1550 Philippines (p) +63 2 683 1765 bliu@adb.org Duarte Henriques da Silva Project Coordinator/PPP Fund Private Sector Operations Division Capital Markets and Financial Sectors Asian Development Bank 6 ADB Avenue, Mandaluyong City 1550 Philippines (p) +63 2 683 1829 dhenriquesdasilva@adb.org

17. Key takeaways Compelling Investment Opportunity • Robust macro drivers in sector and region • Natural resource limitation • Maturing PE market well positioned for low carbon and resource efficiency • Early mover advantage and window of opportunity for scaled investment Experienced Investment Manager • Deep sector expertise • Extensive local presence brings extraordinary sourcing and coverage • Track record and sector exposure above benchmarks • Public private partnership supported by environment finance reference investors Fund Manager Customized Investment Strategy • Focus on optimizing risk-adjusted returns in emerging markets • Unique ability to mitigate risk • LP preference for scale diversification and SRI exposure • Hybrid fund and co-investment approach CP3 Unique Program Attributes • Efficient fee structure • Stable, inflation protected revenues with substantial upside • Low correlation with financial markets and hedge on climate / fossil fuel risk • Significant anchor commitments and strong alignment of interest Risk Return

18. Public Sector Loan Operations Private Sector Equity Operations Climate PPP Fund Public sector avg catalytic effect Private sector avg catalytic effect Catalytic effect Total multiplier effect of $100m MDB Investment Public sector operations Yearly private sector (PE) Op. impact Yearly Fund impact Job creation (#) / Taxes generated ($m) NA 4,391 jobs / $472m paid taxes 5,000 jobs / $885m paid taxes Public sector operations Total private sector portfolio Fund investments Technology & Skills Transfer (% inv. with + impact) NA 72% 90% Public sector yearly average Private sector yearly average Fund expected yearly average Greenhouse gas emission reduction (tCO2-eq/year) 18,560,131 3,268,145 2,500,000 Public sector track record Private sector track record Fund Environment, Social and At entrance/investment relying in At entrance/investment relying in MDB in the drivers seat with direct Governance (ESG) compliance most cases on 3rd parties implement. most cases on 3rd parties implement. impl. responsibilities on ESG issues Foreign direct investment Average project Average project Fund promotion (%) Non Reg. Inv./Financiers < 20% < 30% < 70% Local investors Climate PPP Fund expected development impact

19. Public Sector Loan Operations Private Sector Equity Operations Climate PPP Fund Average project Average project Fund Geo exposure & promotion of Regional, allows for divesification at regional integration Mostly country focus Mostly country focus scale Average project Average project Fund In addition to RE/EE, introduction of a Definition of space and exposure to third pillar-nature based assets (sust. new markets Climate change mitigation or adaptation Mostly renewable energy projects agri, water, forestry, fisheries)-that reinforces SRI and mega trends inv. case Structure & Implement. Arrange. Public sector track record Private sector track record Partnership bet. public& private op.& strengthening of donors' Medium Medium Wide platform of donors and PPP effect collab. agenda Traditional Interventions Traditional Interventions Fund platform Scope of interventions and Knowledge dissemination, technical Participation in projects originated by Combination of policy dialogue and grant, resources assistance, policy dialogue and public private sector operators. MDB debt &equity facilities under the same financing intervention mostly as financier platform to address market bottlenecks Average project Average project Fund Private investors participation (%) < 60% < 10% Private sector Invest. < 40% DFIs & Public Invest. Average project Average project Fund Returns (%) / Revolving effect IRR < 10% IRR > 8% IRR > 10% Climate PPP Fund expected development impact (cont.)

20. I. Concept

21. CP3: Unique insight, expertise and investing capabilities Background • A leading global banking platform (est. 1856) with a customized PE fund investment team (est. 1999) • An AAA-rated, Asia-focused multilateral development bank (est. 1966), with 67 member countries Assets and Investors • Approx. $28Bof client commitments under management from institutional investors, financial institutions, family offices and high net worth investors; 433 fund investments and 97 co-investments • $17B in approved financing in 2010; $800M+ in private equity funds under management Sector exposure • $1.3B in sector-relevant investments, via 35 co-investments and 30 fund investments • $7.2B invested in 139 clean energy projects since 2003; several carbon funds totaling $300M Investment thesis • Comprehensive Pan-Asia climate investing strategy across three sectors: (1) alternative energy generation, (2) energy efficiency, (3) natural resources & environmental services Unique approach • Synergetic and complementary joint venture • Customized strategy offering diversification at scale • Global perspective and local execution • Proprietary risk mitigating facilities and policy/regulatory expertise Investment team • Dedicated execution team supported by full fledged platform – 10+ nationalities – 10+ languages • Expertise in clean technology, private equity, environmental finance, and project finance Support platform • Over 200 energy investment bankers, including 43 professionals in Asia • Over 30 alternative energy analysts, including 10 in Asia • Over 40 policy dialogue, environmental safeguards, and regulatory support experts • Access to debt financing, concessional/grant financing, technical assistance facilities, and guarantees Sourcing and monitoring • Extensive local presence, exceptional networks, and proprietary databases to deliver unique knowledge/deal flow • Proprietary monitoring system that provides 24/7 web-based access to portfolio information and reports

22. The ADB/FM partnership: Synergetic and complementary, combining extensive local presence and sector expertise • The Asian Development Bank features a network of over 2,800 employees operating in more than 29 countries and a track record of $7.2 billion invested in 139 clean energy projects since 2003. Astana Almaty Ulaanbaatar Tbilisi Tashkent Yerevan Beijing Bishkek • The Fund Managercapitalizes on global opportunities through its network of over 50,000 employees operating in more than 50 countries. The bank has a significant presence in Asia, with 21 office locations in 10 countries and approximately 3,400 professionals across the Continent. Tokyo Tokyo Beijing Baku Dushanbe Seoul Ashgabat Kabul Shanghai Shanghai Kathmandu Pakistan Pakistan New Delhi New Delhi Guangzhou Guangzhou Dhaka Hanoi Taipei Taipei Hong Kong Mumbai Mumbai Kolkata Kolkata Vientiane Pune Pune Hyderabad Hyderabad Manila Manila* Bangkok Bangkok Bangalore Bangalore Chennai Chennai Phnom Penh Phnom Penh FM Offices Kuala Lumpur Kuala Lumpur Labuan Labuan Colombo ADB Offices • * ADB HQ Singapore Singapore Jakarta Jakarta Dili Dili Port Moresby Port Moresby

23. Strategy: Designed to maximize upside of the investment case and leverage on market trends …within a conservative investment strategy… Focus on countries with favorable investment conditions… Policy Support E&Y Renewable Energy Attractiveness World Index 2011 1st NA NA NA NA NA 3rd E&Y Private Equity Attractiveness EM Index 2009-10 3rd 6th 1st 17th 23rd 5th 22nd Legend: High Low Source:Investment Environment and Government Policy for Climate Change Adaptation and Mitigation Funds,John Sawdon, 2011, ADB, E&Y 2007 and 2011 …that will benefit from ADB-managed debt/grant facilities. …through a well diversified set of investment vehicles*… Total Amount ($, mn) Private Equity Target # deals Infrastructure Facility Name 30% allocation targeting leading fund managers Non-control fund investments Fund Investments 70% allocation alongside leading fund managers in portfolio companies Non-control co-investments The Fund does not anticipate using leverage, but underlying funds and portfolio companies will Leverage Co- Investments IPO on global exchanges, M&A to strategic buyers, secondary sale to financial investors Exit Strategy Total * Including co-financing. Source: ADB, 2011 Source: CFIG and ADB, 2011 *Note: This sample investment strategy is presented for illustrative purposes only and is based on a number of assumptions regarding available investments that may not provide to be correct in the future.

24. Portfolio construction and target returns Investment strategy No. of deals Target return Target Size Funds • Target experienced GPs with track record in the region in low carbon sectors • Attract global managers with Asia teams to establish sector-focus funds • Seed platforms in Asia with global managers entering sector and region ~450mn 10-15 Co-Investments • Diverse portfolio of mature infrastructure technologies at utility-scale with contracted cash flows and government incentives • Buyouts in industrials with rapid growth in low carbon sectors • Growth investments in companies with significant revenue, bottom-line traction and margin improvement opportunities 15-20% ~1,050mn 25-35 Joint Ventures • Fund manager relationships • Renewables equipment manufacturers • Engineering-procurement-construction • ADB/FM existing portfolios

25. Well-defined deal sourcing strategy Sources1 Deal sourcing abilities CP3 2013 Pipeline Funds Co-Investments Fund Manager Network & platform ü ü üü Funds invested/ to invest ü ü 6 Funds pre-selected 12 Co-Investments pre-selected ü Co-investments with corporates / industry players ü ü ü ü Joint Ventures with regional players Note: 1) An additional source of deals not captured here are the large volume of unsolicited investment opportunities from managers interested in establishing a relationship with either ADB or the FM. ü ü ü ü

26. CP3 fund and co-investment focus list An initial focus list of fund investments and co-investments for CP3 is as follows: (all figures in USD million) Potential fund investments Timing Committment Geography Primary Strategy Potential co-investments Timing Committment Geography Type of business

27. Terms * Subject to approval ** The statement of target return amounts is not a representation that the fund will only make investments whose individual expected returns are in excess of the target return. Return targets are included herein for the sole purpose of illustration and do not reflect any management fees, carried interest, taxes, transaction costs in connection with the disposition of unrealized investments, and other expenses borne by investors, which in the aggregate may be substantial. No implication shall be drawn as to the advisability of investing in the fund. *** CP3 may create additional jurisdictions to accommodate some investor’s preferences. Note: This summary of selected terms and conditions is qualified in its entirety by reference to the program's operative documents as finalized by FM, ADB and the client.

28. II. CP3 within current climate change finance

29. Climate change finance market Allocation & Growth Potential1 Sources Instruments • ($, bn) CarbonOffset flows 3 Offset markets and voluntary 3 Public funding sources ~42 Carbon markets 2 Domestic public budgets NE Policy incentives NE Grants 4 Bilateral agencies/ banks 24 Carbon taxes 7 2% Concession loans 13 General tax revenues NE Multilateral agencies/ banks 15 Private funding sources ~55 Market rate loans 56 Global capital markets 55+ Private sector finance 55 Equity 18 10% • Source: Climate Policy Initiative (CPI) , ADB, 2011. Boxes and flows not drawn to scale Legend: Notes: NE Not Estimated Public money Offset money Private money (1) CAGR 2011-2016

30. CP3 sits in a narrow universe for public-private capital focused on climate-related investing1 Public sector funding2 Number of facilities: 50+ • Average size: ~$300 million Players: Managed mostly by MDBs and other development agencies Growth prospects: Limited Private sector funding2,3 Number of funds: 75+ • Average size: ~$200 million Players: Managed by fund managers mostly in the private equity space Growth prospects: Significant, particularly with new incentives/instruments CP3 Notes: (1) Data is based on best available information as provided by Preqin, climatefundsupdate.org, ADB, and World Bank. (2) Data refers to facilities/funds with exposure to Asia. (3) This information includes Private Equity Funds that are both closed and currently raising capital.

31. Main public sector climate change facilities Notes: (1) Data is based on best available information as provided by Preqin, climatefundsupdate.org, ADB and World Bank. This is a selected list of public facilities most comparable to the CP3 platform. The full list is provided as an excel attachment. 2) ADB = Asian Development Bank; CTF = Clean Technology Fund; EIB = European Investment Bank; GEF = Global Environment Facility; IFC AMC = International Finance Corporation Asset Management Company; KfW = (German Development Bank); SDIC = State Development and Investment Corp. (3) RE = Renewable Energy. (4) SOE = State-owned Enterprise

32. CP3: Differs from existing public sector facilities… Pure Public Sector Facilities Differentiator factors CP3 1 Marginal % of private sector investors Leverages public funding to mobilize private capital; Targets multiper effect of >200x Leverage/Resource mobilization 2 Deployment ratios below expectations due to market conditions and disbursement criteria Recognized by World Economic Forum as highly applicable to market conditions: one-stop shop for debt, equity and grants Vehicle‘s suitability to address market constraints 3 Limited ability to attract new players to the region Partnerships with best-in-practice fund managers and industry players to promote FDI and knowledge/technology transfer Knowledge and technology transfer 4 Policy/regulatory work separated from investment opportunities; Limited reach beyond DFIs and government institutions Financial facilities combined with policy dialogue that could effectively change investment environment in this sector; Diverse set of investors, players and agencies operating under a common platform Reach 5 Primarily loans and grants, not reinvested into this space Private equity, commercially-driven returns model with revolving effect Returns 6 Often capacity-building and investments in adaptation/mitigation areas Pan-Asian, diversified strategy targets wide spectrum of infrastructure, technology, and nature- based investments with positive climate impact Scope 7 Limited due to reach, scope, and lack of private sector leverage effect Unique impact on job creation (>5,000 jobs/year), CO2 reductions (2.5M TCO2/year), and technology transfer (90%) Impact

33. …and offers tax-payers an efficient vehicle to tackle climate change challenges at scale Notes: (1) Data provided is based on best available information, as provided by climatefundsupdate.org, ADB and World Bank. This is a selected list of bilateral public initiatives targeting climate change. (2) The International Climate Initiative is administered by the Federal Ministry for the Environment, Nature Conservation and Nuclear Safety (BMU) of the German government. (3) The International Climate Fund will be managed by a cross-departmental team with representation from the Department for International Development (DFID), the Department for Environment and Climate Change (DECC), the finance ministry (Her Majesty’s Treasury), The Department for Environment, Food and Rural Affairs (DEFRA), and the Foreign and Commonwealth Office (FCO). (4) In addition to debt and grant facilities, the International Climate Initiative where appropriate, via ‘project-based contributions’ to international funds (climatefundsupdates.org).

34. Main private sector climate change funds ADB/Fund Manager CP3 + Macquarie Standard Chartered IL&FS Asia Infra LEGEND Keystone JP Morgan Asia Infra & Resources AIF Capital Mostly private investors Sindi- catum Capital Dynamics Sector and Regional Exposure Raising funds Equis SAIL Public-Private investors SBI Aloe Enviro Fund Challenger Mitsui Robeco Element 1B Berk- eley CLSA Westly KTB 700M Abundance Prax iD Tech 400M Nature Elements Ever- bright Tsing CEF 100M Vantage Point South River Aqua Int’l Inter -Vest _ _ + Track Record and Support Platform Source: Preqin, Company Reports, ADB, 2011

35. CP3: Differs from existing private sector funds… Pure Private Sector Facilities Differentiator factors CP3 1 Up to $1,500 million; Window of opportunity for scaled investment platform Average $200 million; Anchored on powerful macro drivers in sector and region Size and opportunity 2 Private sector diligence/execution, combined with unique set of risk-mitigating facilities (guarantees, b-loans, grants), and access to policy makers Unmitigated exposure to political and regulatory risk Risk-mitigation 3 Reference institution in ESG compliance; Vehicle SRI1 compliant Not core business; Typically dependent on third parties Environmental, Social and Governance 4 Combined ADB/FM team augments traditional deal-sourcing across the whole region; >10 years track record in this space Mostly new players with local presence limited to 1 or 2 markets Deal sourcing and track record 5 Diversification at scale across sectors, regions, and investment vehicles Limited either by scale (fund size) or by scope (geography/sector) Diversification 6 Competitive fee structure below market rates and significant anchor committments Traditional 2/20 fee structure Fee structure Notes: (1) SRI = Socially Responsible Investing

36. ... and was re-engineered to match target investor’s needs and risk profiles Pension funds and SWF are looking for: CP3 offers: Infrastructure Natural Res. GreenTech • Investment drivers anchored in long term macro fundamentals and inescapable environmental constrains. Additional likely upside from future public/regulatory support • Renewable power and real assets may benefit from a variety of long-term contractual arrangements specifically designed to provide revenue certainty over 15-20 years with inflation protection • Private equity investments less vulnerable to equity markets and offer diversification value. Additionally high growth expected in Asian markets given lag to EUR/US • Partnership between reference player in the private equity industry and ADB unique risk mitigating instruments • Diversification across a wide range of sectors, geographic regions and investment structures within a rigorous investment process with multi-party, interdisciplinary due diligence and on-site monitoring • ADB champion of sustainable and triple bottom line investing with high environmental & sustainability investment standards • Long term capital protection and inflation hedge • Non correlation with financial markets • Clear structures and solid risk mitigation mechanisms • Strengthening of SRI*, “impact investing“ *Note: SRI = Socially Responsible Investing

37. III. CP3 platform

38. Full fledged, triple-bottom line platform in enviro. finance Partners Investors • Fundraising: Public and private investors • Deal Sourcing: > 40 offices in the region • Execution: Team of 12* combined ADB/FM staff • Monitoring: Unique risk mitigators • Exit: Strong historic track record Fund Manager Debt • Project finance • Guarantees Country dialogue • Regulatory framework • Political risk mitigation • Support Financial Facilities Grant • Support Knowledge Facilities Investment Program + + ESG Assessment • Dedicated TA • Other climate change related facilities managed by ADB • Dedicated resources • SRI compliance Climate Change Knowledge Pool • Historic project/country information • Conferences & seminars Returns 15-20%** High Develop. Impact *Note: Based on a $1.5Bfund size **Note: The statement of target return amounts is not a representation that the fund will only make investments whose individual expected returns are in excess of the target return. Return targets are included herein for the sole purpose of illustration and do not reflect any management fees, carried interest, taxes, transaction costs in connection with the disposition of unrealized investments, and other expenses borne by investors, which in the aggregate may be substantial. No implication shall be drawn as to the advisability of investing in the fund.

39. CP3 will provide deal sourcing opportunities for existing facilities Source: ADB, 2011

40. The CP3 advantage to investors, investees, and partners Investors Investees CP3 Platform Partners in the CP3 network 1 Access to co-investment opportunities Yes Yes To be negotiated 2 Joint fundraising activities Yes To be negotiated To be negotiated 3 Access to ADB risk-mitigating instruments, as well as debt and grant products Yes Yes Yes 4 Access to ADB policy dialogue and climate change-related initiatives Yes Yes Yes 5 Yes Logistical support through network of 24 offices in the region To be negotiated To be negotiated 6 Mentioning of CP3 in Fund Manager’s marketing materials Yes Yes To be negotiated

41. CP3 platform aims to achieve partnerships with industry players Corporate Partners Strategic advantage for corporates Risk sharing opportunities Access new set of investors Ability to globalize portfolio Access government institutions and regulators Access CS and ADB debt and grant facilities Major Japan- based industrial conglomerate Major Korea- based industrial conglomerate Major USA- based industrial conglomerate Venture-stage clean energy firms India’s largest power utility company Chinese photovoltaic manufacturer Danish wind turbine manufacturer German electronics multinational CP3 Investment Program Value addition to CP3 New deal-sourcing pillar Partnership with industry leaders Access new industry developments Facilitate technology transfer to Asia Funds Direct/Co- Investments Corporate Joint Ventures Investment opportunities in Asia

42. IV. Development impact

43. With a multiplier effect more powerful than other ADB inv., CP3 leverages > resources into this space CP3 Traditional LP Investment Loan (US$m) 219x Multiplier effect 21,875 25x Multiplier effect 2,500 1,500 4.0x Multiplier effect 400 400 300 100 100 100 Total resources (debt+ equity) ADB Loan Total debt component Total resources (debt+ equity) Total equity Investment CP3 Size ADB Equity Total resources (debt+ equity) ADB Equity

44. Public Sector Loan Operations Private Sector Equity Operations CP3 Public sector avg catalytic effect Private sector avg catalytic effect CP3 catalytic effect Total multiplier effect of $100m MDB Investment Public sector operations Yearly private sector (PE) Op. impact Yearly CP3 impact Job creation (#) / Taxes generated ($m) NA 4,391 jobs / $472m paid taxes 5,000 jobs / $885m paid taxes Public sector operations Total private sector portfolio CP3 investments Technology & Skills Transfer (% inv. with + impact) NA 72% 90% Public sector yearly average Private sector yearly average CP3 expected yearly average Greenhouse gas emission reduction (tCO2-eq/year) 18,560,131 3,268,145 2,500,000 Public sector track record Private sector track record CP3 Environment, Social and At entrance/investment relying in At entrance/investment relying in MDB in the drivers seat with direct Governance (ESG) compliance most cases on 3rd parties implement. most cases on 3rd parties implement. impl. responsibilities on ESG issues Foreign direct investment Average project Average project CP3 promotion (%) Non Reg. Inv./Financiers < 20% < 30% < 70% Local investors CP3 expected development impact

45. Public Sector Loan Operations Private Sector Equity Operations CP3 Average project Average project CP3 Geo exposure & promotion of Regional, allows for diversification at regional integration Mostly country focus Mostly country focus scale Average project Average project CP3 In addition to RE/EE, introduction of a Definition of space and exposure to third pillar-nature based assets (sust. new markets Climate change mitigation or adaptation Mostly renewable energy projects agri, water, forestry, fisheries)-that reinforces SRI and mega trends inv. case Public sector track record Private sector track record CP3 structure & Implement. Arrange. Partnership bet. public& private op.& strengthening of donors' Medium Medium Wide platform of donors and PPP effect collab. agenda Traditional Interventions Traditional Interventions CP3 platform Scope of interventions and Knowledge dissemination, technical Participation in projects originated by Combination of policy dialogue and grant, resources assistance, policy dialogue and public private sector operators. MDB debt &equity facilities under the same financing intervention mostly as financier platform to address market bottlenecks Average project Average project CP3 Private investors participation (%) < 60% < 10% Private sector Invest. < 40% DFIs & Public Invest. Average project Average project CP3 Returns (%) / Revolving effect IRR < 10% IRR > 8% IRR > 10% CP3 expected development impact (cont.)

46. Annex 1: ADB Credentials

47. ADB’s financial capacity and clean energy exposure ADB approved $17.51 billion worth of transactions in 2010… …of which $2.36 billion was deployed in non-sovereign investments. $, millions $, millions 2010: $2,358 2009: $1,054* *2009 figure does not include ADB’s Trade Finance Program ADB made $4.8 billion worth of clean energy Investments in 2008-2010… …resulting in significant clean energy outputs throughout the Asia region. 71 million tons CO2/year abated 112 TWH-equivalent saved 14GW Installed generating capacity from renewable energy Renewable Energy $, millions

48. ADB’s Private Equity Fund business Current portfolio totals > 40 funds amounting to > $850m widely distributed across the continent … … ADB has played an evolving industry incubator role and its performance has been in line with the market Avg. yearly investments and market sharePerformance 12.0%a) 0.5% 0.5% 0.6% 11.6%b) 2001-04 2005-07 2008-10 Support Consolidate Further early stage relationships w/ expansion to industry promising frontier mkts & players sectors … focusing on sectors with growth potential and development impact … SME Restructuring Infrastructure Environment Source: Asia Private Equity Review, EMPEA, Preqin, ADB, 2011 a) Preqin Performance Indicators (net IRR) based on a pool of 251 Asian (excl Japan & Korea) funds with vintage years 2001-2009 b) Value-weighted pooled net IRR of active ADB fund investments with vintage years 2001-2009

49. ADB’s Private Equity Funds and portfolio companies Investments in over 40 funds, resulting in over $850 million in committed capital… …providing capital to over 400 portfolio companies throughout the Asia region.

50. Tombstone of ADB clean energy investments Solar Hydro Wind India: Himachal Pradesh Clean Energy Development Program $800 million 2008 Thailand: Bangchak Solar Power THB 4.2 billion 2010 India: Tata Power Wind Energy Financing INR 2.05 billion 2007 Water Waste To Energy Transport PRC: Songhua River Basin Water Pollution Control $10 million Equity CNY 250 million Loan CNY 100 million B Loan 2010 PRC: Everbright Environmental Energy Limited $100 million loan $100 million B Loan 2009 PRC: Lanzhou Sustainable Urban Transport $150 million 2009 Energy Efficiency Cleaner Fuel Clean Energy Fund Azerbaijan: Garadagh Cement Expansion and Energy Efficiency $27 million 2010 PRC: Municipal Natural Gas Infrastructure $200 million 2010 Regional: Clean Energy PE/VC Funds Initiatives $100 million 2010