Kalahari Grid Energy Business Plan › Section 2 › Company Overview

2.1 Corporate profile

2.2 Vision and mission

Vision. To become a top-tier Southern African IPP
delivering dispatchable renewable energy at scale, through
gigawatt-level clustering, grid-corridor control and hybrid
solar-wind-storage integration.

Mission. To develop, finance, construct and operate
large-scale renewable projects under long-term PPAs with utilities and
industrial offtakers, accelerating South Africa’s energy transition
while delivering contracted, largely USD-linked returns to
investors.

2.3 The developer-IPP model

Kalahari Grid operates across the full value chain rather than as a
passive asset owner. It originates and secures projects (land, grid,
permits), structures project finance through ring-fenced SPVs, contracts
EPC delivery under fixed-price turnkey agreements, retains equity
ownership of the operating assets, and manages the O&M lifecycle.
This integration captures development margin, control over grid-corridor
positioning, and the recurring cash flows of ownership — while confining
construction and project risk within each SPV, protecting the holdco
balance sheet.

Figure 2

2.4 Legal, ownership and SPV architecture

Each project or cluster is developed in a dedicated SPV that carries
its own non-recourse project debt (typically 60–75% of project cost) and
equity. The holdco — capitalised by the sponsor, infrastructure funds,
DFIs and strategic and climate-finance investors — provides development
capital and equity into each SPV and consolidates the portfolio. This is
the standard, bankable architecture for utility-scale renewables:
lenders take security over each project’s assets, PPA revenues and
accounts, with step-in rights, while equity value compounds at the
holdco. REIPPPP projects additionally benefit from the programme’s
standardised 20-year PPAs, Implementation Agreement and Government
Framework Support Agreement, which effectively guarantee the offtaker’s
payment obligations — a key reason no awarded REIPPPP project has ever
failed.

2.5 The investment timing thesis

Four forces make 2026 a compelling entry point. First, the supply
gap: Eskom’s ageing coal fleet is retiring faster than replacement
capacity is being built, and load-shedding — over 200 days of outages in
2024 at an estimated cost of R80 billion — has made new generation a
national economic priority. Second, private-market acceleration: reforms
since 2022 have lifted the licensing threshold, enabled wheeling of
power to off-site offtakers, and unleashed a wave of corporate PPAs,
with private procurement now the primary driver of new build. Third,
policy scale-up: successive REIPPPP bid windows, the Battery Energy
Storage IPP Procurement Programme and the new Independent Transmission
Projects programme signal sustained public procurement. Fourth, capital
availability: DFI and climate-finance appetite for African renewables is
deep, and lender interest is demonstrated by recent debt packages for
C&I portfolios.

The corollary — developed candidly throughout this Memorandum — is
that the binding constraint has shifted from demand or capital to grid
capacity and tariff economics. The reforms create the opportunity; grid
access and offtake pricing determine whether any given gigawatt can
actually be built and financed. The Company’s grid-corridor-first
strategy and premium-offtake orientation are the direct responses, and
the financial plan (Section 7) is built around this reality rather than
around the headline capacity target.

2.6 Management, team and governance

A gigawatt-scale IPP is executed by a specialist team spanning
development, project finance, engineering and asset management. The
Company’s organisational plan assembles this capability ahead of Phase 1
financial close, with senior hires drawn from established South African
IPPs, DFIs and EPC contractors. The founding sponsor provides
development capital and strategic direction; an independent board and
investment committee — including DFI and infrastructure-fund nominees
post-investment — govern capital allocation.

Governance framework

• Board and investment committee. Independent
  chair; sponsor, infrastructure-fund and DFI representation; formal
  approval of each SPV at financial close against grid, PPA and
  construction gates.
• Milestone-gated capital. Equity and debt release
  against certified development, grid and construction milestones — no
  capital ahead of secured grid capacity.
• Independent oversight. Independent engineer,
  environmental and social monitors, and lender technical advisors across
  the SPV portfolio, per IFC Performance Standards and Equator
  Principles.
• Risk and audit. Board risk committee owning the
  risk register (Section 10); external audit; treasury policy governing FX
  and interest-rate hedging.

Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of Kalahari Grid Energy (Pty) Ltd.