Dear Participants,

Thank you once again to all who participated in P2’s February 26, 2015, webchat.  Please find below answers to questions asked during the Q&A portion of the presentation.

Why are the selling shareholders of Barkote 1 and 2 exiting?

A number of reasons.  One of the main selling shareholders of both projects is near retirement and wishes to exit his position.  In addition, there are some major shareholders who had provided equity funding to the projects as construction financing, and they also wish to exit.

Does P2 need money right now?  How much?

Yes, in fact the Company is undertaking a private placement for $1.5 million at rising prices, initially a very small amount is being raised at $0.03, then at $0.06, and increasing thereafter.  You can obtain information on this by contacting Bill Robertson, our investor relations representative at 778-371-3571.  These funds will be used for ongoing project development expenses – due diligence, regulatory fees, deposits with suppliers, etc., project investments.

When are the fund managers going to be in India with the Company?

We expect them to arrive in mid-March.  Raj Gurm is leaving for India soon and he will lead the site visits.

What is the name of the engineering firm that was contracted to undertake due diligence on the projects?

Tractebel Engineering of India, a subsidiary of GDF Suez, a major French engineering firm.

Who prepares the Company’s regulatory filings?

We do all this work ourselves in order to save costs.  Of course, the Company’s lawyers review the filings prior to submission.

Can we leverage the Indian government financing?

The term loans on Barkote 1 and 2 are with a major Indian Bank (SBI).  Once we close on these projects, we will have an opportunity to discuss additional opportunities.

How many homes can be serviced with these power plants?

Hundreds of thousands.  The energy usage profile in India is of course significantly lower than in North America, so households there typically use much less energy than a typical house here.

Can you get any subsidies from NTPC?

NTPC is an India state-owned electricity production company.  Subsidies would not normally be available through this entity.

What are the projections for the stock 12 months forward?

We are not authorized to provide any stock projections.  As we move forward with the business we will share with our shareholders additional information, such as EPS, which will enable you to make your own projections.  We will be able to do this once we finalize our stake in the projects vs. fund investors.

P2 mentioned that it is considering moving to a higher level stock exchange.  Which exchange do you prefer?

Management is reviewing and assessing the listing requirements of NASDAQ, London and TSX Venture exchanges.  At this stage, we are not tilting at any of these.

What is the ROI on all projects?

We like to look at IRR and as you can see from the slides IRR is typically in the 15%+ range (equity IRR).  Since Barkote 1 and 2 are already operating, they will accrue income to the Company immediately upon closing.  Typically these projects have a payback period of 5-7 years.

Is there a minimum price the stock has to trade in order to move to a higher exchange?

Generally, yes.  Each of the exchanges we are considering have differing listing requirements.  We need to, and intend to, structure the company to meet the minimum requirements of the exchange we choose to move to.  We’re less worried about the stock price requirements and more focused on closing our projects in order to meet the minimum asset thresholds.

What is the potential for expansion at these sites (Barkote 1 and 2)?

There is scope for expansion at Barkote 1, as the hydro energy potential there is greater than the current capacity.  This is something we will consider at an early stage.

When are we going to be able to trade P2 in Canada?

The shares are open for trading in Canada now.

Is the intent to use the positive project cash flow to fund future expansion?

Yes.  But we do not intend to limit growth opportunities than can be funded only from existing cash flow – we will seek out new projects and finance them with new funding, subject to the proviso that the financing cost enhances shareholder value.  This is the approach we have taken to date and we intend to continue operating on this basis.

When will P2 qualify to move up to a higher exchange?

The first step is to close the existing deals, which will provide us with the minimum asset base that is normally required on higher exchanges.  We are aiming to put the move into action by the end of this year.

What kind of revenue do you expect from both plants after all costs?

These projects are projected to have revenues of approximately $7.3 million per year.  EBITDA is projected to be approximately $6.9 million per year.  Cash flow, after principal and interest payments, is estimated to be about $2.9 million per year and rising to $4.5 million ten years out.

What kind of new projects are you planning on securing?  Operating projects that are generating revenue like Barkote 1 and 2 or projects under development which you have to build before they begin generating revenue?

Both types.  We review and assess projects opportunistically.  It comes down to price and the return we can get.  At the moment, for example, we are looking at one project that would need to be built from the ground up and another which has been operating for 3 years.  On balance, we will initially tend to focus on acquiring operating projects, as they have an immediate impact on P2’s bottom line.

Assuming financing is complete as of May 1, 2015, can you provide EPS guidance?

We will be able to provide EPS guidance once we agree the terms of investment on all projects.  Until then there are too many variables outstanding.

Can you tell us the name of the financing entity you are dealing with?

We cannot share this information at this time.  Our counterparties require confidentiality.

What obstacles do you see to completing the Barkote financing?

The main obstacles are only general financing issues.  We’ve completed engineering due diligence and these reports have revealed the projects are sound.

On a fully diluted basis, how many shares of P2 are outstanding?

Approximately 67,000,000.

Will you go beyond micro-hydro and smallish solar projects in India? Large scale solar Farms for instance beyond say 10 MW, or microgrids that could serve a whole mid-sized house?

We are looking at larger projects in the 10 MW+ range up to about 25 MW.  We are not looking at small household sized projects; this market requires significant management resources, one has to build a marketing footprint and we do not believe we are equipped to undertake this task at the moment and management’s time is better spent focusing on building a project pipeline of small and medium sized projects that are utility-scale.

Why are we behind in our regulatory filings?

We apologize for this.  In the last year P2 has spent a lot of money on project development, due diligence, etc., and we had little left over for company operations.  We made a choice.  These filings are being brought up to date now, with just the last quarter now due.

It looks like a very fast flowing river….like from our mountains out west in Canada, these types of rivers volumes fluctuate a lot…What provisions are made for high water, etc.?

Good question.  The projects have been designed to withstand certain extraordinary flows.  While we cannot control for, say, 100-yr flood conditions, the projects are designed to contain anticipated water flows.  There are safety features in-built, such as overflow tank and emergency discharge channels.

What is happening in Cranbrook?

We hope to make an announcement regarding this opportunity soon.

Barkote seems to be a sweetheart deal.  What are the downsides?

The deals are very reasonable for both parties.  The negotiated prices reflect fair value for each side.  On the downside, we’re confident we have structured the agreements in such a way as to limit risks to the extent normally possible.  The Sellers have made certain commitments and assurances regarding construction and generation and these have been reviewed during due diligence over multiple site visits.  And, we will be undertaking additional site visits as we near closing, with an eye towards continuing assessment of project quality and performance.

What type of dilution will be involved in a private placement?

We expect to issue 15,000,000 million shares in the $1.5 million private placement.

Your financial situation has been under water for a long time.  When do you foresee a profitable upturn?

Upon closing these projects we will have positive cash flow.


Kind Regards,

P2 Management Team

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Investor Relations: Bill Robertson



Safe Harbor Statement

Statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Risk factors that could cause actual results to differ materially from those projected in forward-looking statements include, but are not limited to, general business conditions, managing growth, and political and other business risks. All forward-looking statements are expressly qualified in their entirety by this Cautionary Statement and the risks and other factors detailed in P2 Solar, Inc.’s reports filed with the Securities and Exchange Commission. P2 Solar, Inc. undertakes no duty to update these forward-looking statements.