Renewable energy global statement of capabilities Global Power & Utilities

Global Power & Utilities
Centre of Excellence
Renewable energy
global statement
of capabilities
www.pwc.com/renewables
Contents
Introduction
3
Working together – PwC and the renewable energy sector
4
Making projects as well as generation more sustainable
Helping you make the most of renewable energy
5
With you all the way through the business lifecycle
6
Feasibility and business case planning
6
Financing
8
Tender and procurement
10
Construction
12
Operations and maintenance
14
Deals and investments
16
Making the most of stakeholder relationships
18
What makes us different?
20
Contacts
22
your priorities, our
professionalism...
...doing great
work together
Our starting point is matching your
needs with our power & utilities sector
knowledge, professional objectivity and
rigour. We aim to have a continuing
dialogue, listening to your priorities,
understanding your business issues, and
delivering great work together.
2
4
Renewable energy global statement of capabilities
Introduction
The power of the wind, the sun and other renewable resources are an
increasingly important part of the world’s energy mix. The push towards
renewables is being driven by energy security as well as climate change
concerns. Renewable energy offers a greater level of self-sufficiency with
reduced dependence on outside fuel sources. But it also introduces
greater volatility into energy availability and poses significant financing
and, in the case of offshore projects, capital project challenges.
Power and utilities companies are
expanding their renewable portfolios
either organically through project
development or through mergers and
acquisitions. Each route has its
advantages, depending on market
conditions and timing. Project developers
continue to face investment challenges
while the competitive landscape for
technology and equipment providers is
fast-changing as technologies evolve and
prices fall in a now globally-competitive
environment.
The stakeholder and political landscape
remains critical for all parts of the
industry. On the one hand, there is
significant support for renewable energy
but, on the other hand, projects often run
the danger of running into opposition
and planning delays. The price of carbon
and the extent of other economic
incentives are critical. Judging the
regulatory environment correctly is
all-important. And both for financing
and project delivery, it is vital to be able
to effectively manage partnerships.
In this statement of our capabilities for
the renewable power industry, we
identify some of the key issues at every
stage of the process, from feasibility
studies and getting started with your
project through to construction,
operation and maintenance. We want to
tell you more about how we can work
together to get you further along the
renewables road.
As always, our goal is to understand
your needs and add value from our
knowledge and experience. And
because we work across a range of
sectors and activities that are focused
on using the world’s limited resources
more efficiently and effectively, we can
help you make the right connections
with wider sustainability, energy
efficiency and clean technology
opportunities and agendas.
Give us a call. We’re committed to working with you to deliver effectively
Norbert Schwieters
Global Power & Utilities
Leader
Paul Nillesen
Renewable Energy Leader
Netherlands
John Gibbs
Renewable Energy Leader
UK
Renewable energy global statement of capabilities
3
Working together – PwC and the renewable energy sector
Making projects as well as generation
more sustainable
Renewable energy is coming of age. But the investment and
market support context is still complex. While there’s clear
interest, for example from institutional investors looking for steady
long-term returns, investor sentiment is not clear-cut and many
projects require careful financing attention. PwC works with the
industry in a range of ways to help make sure projects as well as
the power from them are established on sustainable footings.
Delivering on the promise of cleaner and
renewable energy will mean major
investments. And there are still many
project and technological challenges.
Developments such as large scale
solar generation and offshore wind in
deepwater locations carry significant risk
and uncertainty.
These risks are all the greater given the
volatile market for renewables. Companies
must manage frequent demand-supply
imbalances caused by cyclical factors like
oil prices and one-time events, not to
mention regular variations caused by
weather conditions. That means a sound
strategy for moving into renewable and
cleaner energy is vital.
World renewable electricity generation
At PwC, we don’t just understand the
renewable energy agenda, we’re actively
helping to shape it. We work closely with
the International Energy Agency (IEA)
and a whole range of other organisations,
including serving as:
• a proud member of the IEA’s Renewable
Industry Advisory Board to the IEA’s
Working Party on Renewable Energy
Technologies
• an advisor to the World Economic
Forum’s project ‘The Energy Access
Partnership: Unlocking business
opportunities,’
• a founding partner of the China
Greentech Initiative,
• lead alliance partner of the Climate and
Development Knowledge Network
(CDKN).
2017
6,377 TWh
Investment in renewables until
2035:
trillion 2
US$5.9
2011 4,539
2
1 Renewable Energy Policy Network for the 21st Century (REN 21) Renewables 2012 Global Status Report, page 21, Figure 1
2 International Energy Agency, WEO 2011 and Medium-term Renewable Energy Market Report 2012
4
Renewable energy global statement of capabilities
PwC is active regionally too, working on
initiatives like RES4MED (Renewable
Energy Solutions for the Mediterranean
Region) in the Mediterranean basin and
Balkans and developing a study on the
future of the wind energy industry in
CEE/SEE countries for the European Wind
Energy Association.
In our 12th Global Power and Utilities
Survey, The Shape of Power to Come, we
talked to power and utilities executives
about how they see renewable energy
developing. What did they tell us?
• Investments will continue to increase –
Indeed the executives believe that by 2030,
43% of their fuel mix will be non-fossil
fuels, compared to just 34% today. That’s a
big expansion but still not enough for
what’s needed to limit global warming to
an average 2oC increase, though,
according to IEA forecasts (New Policies
scenario).
• A future where subsidies diminish –
Over 80% think onshore wind, biomass
and all forms of solar will not need
subsidies to compete by 2030. There is less
confidence in offshore wind but, even so,
69% say it will be competitive by 2030.
66% also think marine energy will be
competitive by 2030.
Sun, wind or water?
All three, plus trees and grasses,
waste and even the earth’s core,
will need to be used as sources of
energy. Renewable energy is
already more than just a drop in
the bucket; ‘modern renewables’
provided 8.2% of final energy
consumption in 2010. That
compares to a share of 2.7% for
nuclear power – and 80.6% for
fossil fuels1.
Helping you make the most
of renewable energy
Our expert teams can help you
through every stage of the
renewable energy lifecycle, no
matter where you sit in the
value chain...
Feasibility study and
start-up, including
business case planning
We can model the economics of potential
projects throughout their lifecycle and give
you up-to-date analysis of relevant tax,
regulatory and accounting issues. And we
go beyond the numbers to support you in
understanding stakeholder relationships
and working with stakeholders to spread
responsibility and risk.
Financing
Whether you’re looking for financial
modelling around the development of
renewable energy plants, a
straightforward assessment of your
investment options, insightful advice on
valuation and purchase price allocation for
Power Purchase Agreements (PPAs), or
help raising cash, PwC can support your
financing needs.
Tender and procurement
We provide advice on the design of the
competitive tendering process and can
advise or review your contracting strategy.
Whether you need advice on joint venture
agreements, commercial due diligence on
suppliers, or assistance in valuation and
purchase price allocation activities for
PPAs, we can help.
Construction
We support the engineering and
construction phase of renewable generation
projects with comprehensive governance
structures and control environments. Our
services also include supply chain analysis,
and we can help supervise site safety
standards and provide a health & safety
audit across the whole supply chain.
Operation and maintenance
Once your project is up and running, we can
help make sure you’re operating it as
efficiently as possible and are complying
with changing regulations. Our team can
also support your tax strategy and corporate
reporting, to help you get the credit you
deserve for making generation more
sustainable, both from the government and
from stakeholders.
Deals and investments
Whether you are a power utility company
seeking to acquire additional portfolio
assets, a financier looking to assess
development opportunities, a developer
looking to finance or refinance, or an
investor seeking a long-term return, we can
help with M&A and investment-related
services. Changing regulations, technology,
power pricing – all of these have a major
impact on valuations of renewable energy
assets. We can help you pick an appropriate
valuation approach. And our team will
make sure you thoroughly understand how
contracts and other factors affect value, now
and in the future.
The renewable energy business lifecycle...
Feasibility
and start-up
Financing
Tender and
procurement
Construction
Operations and
maintenance
Deals and
investments
Renewable energy global statement of capabilities
5
With you all the way through the renewable energy business lifecycle
Feasibility and business case planning
The momentum behind the use of renewable energy sources is
growing. There is often a solid strategic case for a renewable or
cleaner energy project. But on its own this isn’t enough. Companies
need a clear, comprehensive plan on how it fits with the wider
business and how to deliver their targets. They have to weigh up a
complex interplay of renewable and non-renewable investment
choices, balance demand and supply and make sure the grid
infrastructure is in place to support new generation sources.
There are a wide range of possibilities –
onshore or offshore wind, PV or CSP solar,
biomass/biogas, hydropower, geothermal,
CCS. If your company is looking to deliver
cleaner and renewable energy you will
need to make key decisions up front
around which technologies and sites to
use. You’ll also need to consider whether to
buy or build. And there are other
challenges looming too.
Incentives help to fund research and
development. And tax credits and other
support mechanisms are vital for investors.
So you need to take into account a wide
range of possible scenarios and make sure
your business case can stand up to changes.
Choosing technological partners or
forming alliances
The response to climate change is taking
power and utility companies into new
technological areas and new markets,
requiring careful selection of project and,
in some cases, strategic partners. Electric
transportation, for example, will create a
new way of consuming electricity and,
with it, different physical and pricing
business models and delivery models. PwC
can help with contractor and partner
selection and advise on the best
frameworks for matters such as joint
investment, project design and delivery,
governance and risk management.
Reaching out to stakeholders
Local communities are often deeply
affected by major renewable projects,
How PwC can help:
whether it’s building an onshore windfarm
Making the right investment decisions
or concentrating solar power array, or
Policy decisions like regional renewable
PwC is on hand to give you the business
installing high-voltage transmission lines
energy use targets shape utility and
planning and market analysis that you need. to bring power from an offshore windfarm
infrastructure decisions. The EU’s 2020
We can map your strategic and project
into the grid. And as new issues around
initiative, for example, has had a major
choices, bringing clarity to a complex array balancing load and peak usage crop up,
impact on investments in the region – but
of current and future variables such as the
clear communication with stakeholders
it’s currently unclear what the regulatory
impact of different fuel prices and carbon
will be critical. We can help you document
environment will be post-2020.
market scenarios.
the impact of proposed projects on local
communities, work together with
Beyond overall renewable targets,
Advising on policy
government agencies and establish a
increasing or decreasing support for
We keep you up to date on the latest
dialogue with local and government
particular technologies like solar or
regulatory and tax changes throughout the stakeholders.
biomass could impact the relative business
world. Whether it’s carbon taxes or
Project portfolio management
case for competing renewable
renewable subsidies, we’ll give you the
technologies. The effect reaches
current overview, model possible scenarios Project Portfolio Management (PPM)
provides a structured method of decision
throughout the renewable value chain.
and give you the analysis you need to
making so that you can select and run an
support decisions or engage in regulatory
optimal set of projects. A standardised
dialogue.
approach to investment evaluation means
you can compare your projects on an equal
basis and assign priorities based on
strategic fit and risk appetite of your
• Feasibility studies
company.
• Business case development
• Milestone mapping and stage gate reviews
• Market analysis
• Regulatory advice
• Carbon markets advice
• Renewables subsidy policy
• Due diligence
• Strategic planning
• Stakeholder management
• Project plan development
PwC services...
Feasibility
and start-up
6
Financing
Renewable energy global statement of capabilities
Tender and
procurement
Construction
Operations and
maintenance
Deals and
investments
Working together – commercialising new
biofuel production in Sweden
Context
The client, a world-leading supplier of
pulp and packaging materials, was
considering a significant investment in
an innovative biofuels production
facility. In order for the project to make
sense, they needed to arrange a longterm offtake agreement – without an
already-established market for the
product. The company needed a
financial model to help them see the
probable impact of the project on their
balance sheet, cash flows and net
present value. That would help them set
a reference price and decide
if the project would be a good fit for
their business.
Approach
PwC performed an initial market analysis
and modelling to map the key drivers of
the business giving the company:
1. an indication of the market price for
the product (taking into account renewable
energy polices and taxes) and a proposal
for an offtake agreement; and
The output and the insight derived from
the model supported management in their
investment decision and funding strategy.
It also provided a solid basis for contract
negotiations with a possible purchaser
through a long-term offtake agreement.
2. a flexible financial price model allowing
for forecast price simulations.
The model visualised the project’s
profitability, relevant costs and cash flows
associated to different funding/capital
structures based on various price
assumptions.
Working together – helping an Italian
photovoltaic company plan for future
growth
The client is a vertically integrated
group, working in a number of areas
from cell and module production to
turnkey projects. The group wanted to
double its turnover through expansion in
the Italian and overseas markets.
Impact
Approach
We supported the group management
through the drafting of a three-year business
plan, which focused on refinancing
opportunities from main debt holders. This
included a market analysis of the Italian
photovoltaics sector, a competitive and
positioning analysis of the company in the
Italian market and new markets as well as
consideration of the impact on the top line
and cost structure.
Benefits
The client received a strong, rigorous and
bankable business plan, which included a
thorough analysis of the reference markets
and market growth assumptions.
Renewable energy global statement of capabilities
7
With you all the way through the renewable energy business lifecycle
Financing
Once you’ve established a strategy and business case for your
renewable project, it’s time to think about how to finance it.
Building a new renewable generation facility can be a major drain
on the company’s balance sheet. Financing is a major challenge,
especially during construction when the project is vulnerable to
cost overruns.
Buying existing renewable assets can be
less daunting, but the strategic rationale
for the project – the market and portfolio
fit, how it contributes to growth and
shareholder value, why the timing makes
sense – still needs to be very clear. And
companies need to understand a whole
range of other critical issues too.
Many types of renewable power place
greater demands on transmission and
distribution infrastructure. Power and
utilities companies need to be able to
integrate new renewable projects into their
existing grid. That can increase the
challenge of balancing energy loads, which
may vary with the weather – and it can
impact pricing too. It’s important to
understand, model and plan for different
scenarios before the project gets financed,
not after.
There is a wide range of financing options
for renewable projects. The options differ
if you’re looking at projects as a potential
investor rather than as a developer.
You need to be able to properly model
financial structures, and understand the
impact on earnings and financial reporting
of different choices. Tax equity structures
will have an impact too. For your
renewable investment to be competitive,
you need to understand how all the
various factors impact your overall cost of
capital.
How PwC can help:
Market and portfolio analysis
Understanding how a particular project fits
with the market, with your risk appetite
and with the rest of your generation
portfolio is critical. The latter is
particularly vital with some kinds of
renewable power like wind, where
intermittent production means that load
balancing becomes more important than
ever. We use a range of modelling
techniques to give you a clearer picture of
the strategic context of the project and, in
particular, the extent to which it fits your
company’s risk profile. We can also help
you understand the impact on your overall
capacity during peak periods and potential
blackout risks.
Feasibility
and start-up
8
Financial modelling
Finance (debt and equity) raising
Finance structure assessment
Real Option Analysis (ROA)
Generation portfolio planning
Tax structuring and modelling
Risk management
Funding options appraisal
Renewable energy policy review
Offtake agreement/PPA advice
Hedging advice
Public/private partnership advice
Financing
Renewable energy global statement of capabilities
Tender and
procurement
Raising cash
Our team has deep experience in securing
financing for renewable investments
through both equity and debt instruments.
We’ve helped a whole range of companies
finance their plans, from cleantech startups through large municipal utilities. And
we’ll give you sound advice on tax matters,
including both corporate tax structure and
specific issues relating to the renewable
energy industry.
Choosing a financing arrangement
Companies can take many steps to help
their financing position. Step one is to
pursue good structuring at the project
development stages – using alternative
financing resources such as export credit
agencies, good contract structure, and
recognition of electricity markets to secure
early rate recovery in regulated markets or
offtake agreements in merchant markets.
We can help you evaluate all your options,
from contract financing through cooperative arrangements or newer options
like drawing rights.
Tax equity structures
Tax equity structures are another means of
raising capital in some countries, but it’s
important to find the right structure and
understand how the transactions affect
accounting and financial reporting. We can
help you evaluate and decide on whether
to use options like flip structures and sales
leaseback models.
PwC services...
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Assessing potential investments
Investor interest in renewable energy is on
the rise, but there are still a lot of
uncertainties, particularly in areas like
offshore wind that don’t have as long a
track record. PwC can help assess your
potential investment, including due
diligence, tax structuring and business
plan review, so that you can make an
informed decision.
Construction
Operations and
maintenance
Deals and
investments
Working together – Inveravante Corporation
and Ibereolica Solar
Context
Avante Genera (part of Inveravante
Corporation) wanted to consolidate its
position within the Spanish renewable
energy market by developing four solar
thermal power plants (parabolic
cylindrical technology). To complete the
financial process for the new
investments, the investor needed the
services of external assessors to
understand how the project finance
could be structured.
Approach
Our corporate finance team carried out
financial and economic planning which
took into consideration the economic,
technological and regulatory factors of
each new development. The plan
included the acquisition of four
solar thermal power plants of a nominal
49,90 MW installed capacity.
Benefits
Our work gave the client a deeper
understanding of the financial feasibility of
the project and enabled them to secure
financing. Inveravante Corporation has
now started the commissioning of the first
of its four solar thermal power plants.
Working together – helping Germany’s largest
municipal utility company expand in renewables
Context
Stadtwerke München (SWM) is
undergoing a transformation of its
generation base and aims to supply all
electricity sold to residential customers
from renewable energy sources by 2015.
As part of its renewables drive, SWM
acquired a 30% stake in Gwynt y Môr,
off the coast of Wales. It is one of
Europe’s largest offshore windfarms
with a capacity of up to 576 MW.
Approach
PwC supported SWM in developing a
financial model that allowed the company
to analyse the project economics in the
transaction and post-transaction phases.
The model reflects the structure of the
greenfield project as proposed by the
vendor, RWE Innogy, and allowed SWN to
calculate the project’s return on investment
and other financial indicators in order to
structure the transaction and decide on a
purchase price. The financial model was
further used to optimise the complex tax
structure of the project, taking into account
the British background of the project and
crossborder European tax implications.
Benefits
By providing a comprehensive approach
that brought together renewables and tax
experts from Germany and the United
Kingdom, PwC contributed to the
successful acquisition of the Gwynt y Môr
offshore windfarm by SWM.
Renewable energy global statement of capabilities
9
With you all the way through the renewable energy business lifecycle
Tender and procurement
Contracts and agreements put into place during the tender process
affect the entire lifespan of a project. One example is Power
Purchase Agreements (PPAs). These agreements set the framework
for future profitability, so it’s critical to negotiate workable terms.
But there are many other contracts to navigate during the tender
and procurement process too. Companies need to understand
whether suppliers or contractors can really deliver on promises.
And with the complexity and capital intensiveness of many
projects, managing and improving the supply chain and
procurement processes is a top priority.
Because renewable energy projects often
rely on new and evolving technologies,
joint ventures are an important part of the
landscape. Power and utility companies,
technology developers and contractors are
using joint ventures to share risk and get
projects done. But it’s critical to know what
you’re getting into; the due diligence
process shouldn’t only look at the
technology a new partner brings to the
table. Thorough investigation of operations
and finances is a must.
PPAs are important too. They help power
and utility companies get access to
renewable power to sell to their customers,
and they are critical to operators looking to
secure funding.
Competitive tender process
Looking to design a competitive tender
process – or navigating one? We can help.
We’re also experienced at analysing
corporate and contractual structures in the
procurement of large HVDC and energy
infrastructure projects. And we can
support your process of establishing or
procuring a joint venture agreement.
Power purchase agreements
We offer a broad range of services around
valuation and purchase price allocation
But estimating just how much electricity a
activities for Power Purchase Agreements
new offshore windfarm will generate, or
(PPA) for electricity generated from
how cloudy weather will impact the output renewable sources. We’ll conduct
of a solar plant, isn’t always straightforward. market-testing exercises to negotiate PPA
Buyers and sellers need to work out how to contracts, and assist with the impairment
handle situations where, for example, the
test of the goodwill.
output fails to meet demand.
How PwC can help:
Contracting strategy
You need to understand what your
contracting options are and how best to
execute them. We can help, including
providing review or commercial due
diligence of suppliers to a whole range of
renewable energy (solar, wind, geothermal
etc.) and electricity transmission industries.
Supply chain analysis and modelling
It’s absolutely critical to understand the
whole supply chain when you set up a
renewable energy project, or invest in one.
We can thoroughly analyse your supply
chain. That includes mapping out the
supply chain you need to construct the
facility, but it doesn’t stop there. We can
also help figure out how to manage and
improve the supply chain going forward. If
you need it, we can review specific
suppliers or provide contract and
procurement advice too. And we’ll help
you make sure everything flows smoothly
by providing advice on logistics, customs,
and other areas that can put the brakes on
your project.
PwC services...
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Feasibility
and start-up
10
Tender & procurement advisory
Contractor selection
Negotiation support
Supply chain modelling
Sustainable supply chain
assessment
Sourcing strategy
Logistics planning
Cost analysis and reduction
Custom duty advice
Risk management
Negotiation assistance
Training and development
Financing
Renewable energy global statement of capabilities
Tender and
procurement
Construction
Operations and
maintenance
Deals and
investments
Working together – developing a PV supply chain in India
Context
A Taiwanese manufacturer of thin-film
solar PV modules was looking to expand
in India. The company needed to
understand the market potential, find
the right partners to help sell their
products, and select a strategic partner
to build a new turnkey manufacturing
plant.
Approach
Our team took a comprehensive look
across the entire solar supply chain in
India. We started by assessing the
potential market for solar PV modules in
different segments and identifying
potential partners like utilities,
developers and integrators,
manufacturers and distributors. Then we
created a selection matrix to rank
potential targets based on the company’s
priorities. We also prepared a pitch
document to showcase the value of
using the solar PV modules offered by
the client.
In addition to the sale of modules, the
client wanted to support partners
interested in thin-film manufacturing.
We helped prepare a pitch document to
showcase the value of manufacturing
thin-film solar PV modules based on the
equipment and process solution offered
by the client.
Since the client wanted to build a
manufacturing plant, we also helped
evaluate Engineering, Procurement and
Construction (EPC) contractors capable
of delivering a turnkey facility.
Benefits
Our analysis helped the company understand
the Indian marketplace and develop a
compelling case for their products. By
identifying prospective targets, we helped
raise interest in the company, creating a
competitive bidding situation for a bilateral
sales contract. And with potential strategic
partners already identified, we gave the
company comfort in their ability to hit the
ground running in a growing new market for
both supply and manufacturing.
Working together – designing the selection process for
the world’s largest programme of investment in low
carbon and renewable energy demonstration projects
Context
The EU’s new entrants reserve (NER) 300
programme aims to provide financial support for
eight carbon capture and storage (CCS) and 34
innovative renewable technologies to drive low
carbon economic development across EU member
states. The NER300 competition will co-fund
projects with revenues from the sale of 300
million EU carbon allowances from the NER. At a
carbon price of EUR 8 under the EU ETS the
funding programme is worth around
EUR 2.5 billion.
The selection of CCS and renewables projects for
NER300 funding will take place through two
rounds of Calls for Proposals. Interim results of the
first call for proposals were published in July 2012.
Under the terms of the programme, the European
Commission will fund up to 50% of the relevant
costs related to the construction and operation of
the projects, with member states and potential
private sponsors providing remaining funding.
Approach
PwC led the multidisciplinary consortium which
supported the EC in the programme’s early design
and development and subsequent roll-out. The
consortium brought together commercial, legal and
technical specialists in the international renewable
and low-carbon industries. Together we worked
with the EU Directorate General, Climate Change
to create detailed criteria, a practical process of
application and supporting information and
template documentation for use by competition
entrants. And we worked with the EC to design a
detailed adjudication process for the competition.
We also undertook financial due diligence on some
of the CCS projects submitted in the first call for
proposals. This due diligence role drew on PwC’s
extensive experience in financial and commercial
analysis and our deep sector knowledge and
expertise. Work was carried out against demanding
deadlines in order to comply with the EC’s
timetable for the NER300 programme.
Renewable energy global statement of capabilities
11
With you all the way through the renewable energy business lifecycle
Construction
Commissioning a solar plant, windfarm, or other renewable
generation project involves a massive transfer of knowledge,
information and data from the builder to the owner and operator.
Risks are high during this phase of a plant’s lifecycle, when costly
delays are more likely. So it’s important to analyse and manage
them with comprehensive governance structures and robust
control environments.
Indeed, success in projects with complex
procurement structures has been shown to
rest more on effective governance,
strategic alignment and stakeholder
management than on the ability to plan
and deliver the project plant. That means
doing the right projects and getting them
right first time.
Still, effective project governance and
control can be a significant challenge for
renewable power projects. As project
owner or investor, you need to know where
and how value can be lost and what drives
risk. You need to have a way to intervene
productively if a project is going wrong.
And you also need clear visibility on who is
managing key risks and whether
mitigation is effective.
Governance isn’t just important to keep a
handle on risks. It also helps companies
understand project performance and
outcomes, to make sure they get the most
of their investment and avoid costly delays.
For example, if your project relies on local
expertise, you need a plan to cope with
potential staffing shortages. And a strong
health and safety function is vital too,
especially for certain types of large-scale
projects like offshore windfarms.
How PwC can help:
Governance and control
We support the engineering and
construction phase of renewable
generation projects with comprehensive
governance structures and control
environments, leveraging new quantitative
risk analysis tools that are being used at
construction sites to help owners and
contractors foresee and manage risks.
Doing projects right
Are you getting value for money? PwC has
extensive experience in monitoring
complex capital projects and can help
make sure that project control processes
are managed effectively. That can include
implementing budgeting and forecasting
processes, project cost and schedule
systems, reporting procedures and open
book contract control. We also believe it’s
important to monitor the performance of
contractors (and in some cases,
subcontractors).
Getting projects back on track
For projects in distress, the focus needs to
shift from normal operation to recovery.
We can identify issues early through
review and health checks and then assess
and select corrective options. Our team
understands the steps that need to be
taken to recover projects quickly and
effectively. Where appropriate, we can
help you renegotiate commercial terms.
We are on hand if you are facing a
restructuring, contract re-let and
negotiation, transfer or disposal situation
and can advise on the best course of action
to take. And if a dispute is unavoidable,
we’re by your side with practical support,
for example in the mediation process or as
an expert witness.
Health and safety
All construction comes with some risks to
workers. But some types of renewable
projects, like offshore windfarms, are
especially challenging. Their massive scale
can lead to serious accidents, far from
standard medical care. So just complying
with health and safety regulations isn’t
enough; you need to take a pro-active
approach. We’ve provided oversight of
health and safety at a number of major
construction sites and can help you devise
a strategy to make your project as safe as
possible. Our specialist team can also
advise on managing compliance with
health and safety regulations and related
risks.
PwC services...
• Programme and performance
management
• Project assurance
• Health and safety audit
• Supply chain analysis
• Operator, consortium models
• Corporate reporting and
measurement
• Tax compliance
• Stakeholder management
• Dispute resolution
Feasibility
and start-up
12
Financing
Renewable energy global statement of capabilities
Tender and
procurement
Construction
Operations and
maintenance
Deals and
investments
Working together – responding quickly
to an offshore windpower crisis
Context
The construction and development of
offshore windpower carries significant
risk and the potential for unforeseen
setbacks. PwC was contacted by a
leading engineering and technology
company who had been confronted with
massive loss notifications on some of its
offshore power transmission projects.
These were of sufficient magnitude to
threaten the profitability of its entire
worldwide energy transmission project
portfolio.
Comment
“PwC immediately set about validating and
verifying the risks, both on the projects
directly affected and on the wider
worldwide portfolio. In the space of two
weeks, 30 international PwC professionals
were deployed in seven different countries
across three different continents. The
project demonstrated our ability to quickly
assemble and mobilise an expert team. Our
focus was to eliminate uncertainties within
running projects, which threatened the
EBIT and the cash flow of a successful
business. We were able to give the company
transparency, validation and verification of
the risks. The result was a sound platform
to prepare corrective actions and begin to
get the projects back on track.”
“People with on the ground experience”
PwC is able to deploy teams with significant ‘on the ground
experience’ of mega projects. This comes either directly
from previous employment in operating construction
management functions with a large multi-national EPC
(engineering, procurement and construction) firms, or
from assessing, designing and operating mega project
controls through consulting experience. We have the people
with the knowledge and the experience.
Renewable energy global statement of capabilities
13
With you all the way through the renewable energy business lifecycle
Operations and maintenance
The work doesn’t end once a renewable project is up and running.
Doing a good operations and maintenance job and responding
quickly to the changing environment can make the difference
between a mediocre investment and a great one. You’ll need to
understand and comply with complex regulatory and government
arrangements, some of which may be changing. Shifts in
regulation around renewable energy can affect profitability and
accounting treatments. And you also need to monitor how
contracts are working. For example, it’s important to make sure
that offtake arrangements are stable.
Sustainability, social responsibility
and non-financial reporting
In the future, reporting performance will
be as much about the overall sustainability
of delivering the strategy of the business as
financial numbers. We can help you refine
and expand your reporting approach to
include important non-financial metrics.
Reporting material issues in an integrated
way can help show the value added to your
business and deepen credibility with
stakeholders.
To keep power flowing, you need to make
sure your equipment is reliable. And just as
in any business, you need to pay attention
to the details, for example by making sure
that earnings and balance sheets are
optimised. Big picture issues are important
too, like keeping costs as low as possible,
while keeping technology up to date and
attracting and motivating the best people.
Improving performance, for example by
streamlining processes, is always critical.
And an effective tax function can save
money and help you better understand
your total tax contribution.
Tax
Do you understand your total tax
contribution? Is your tax function as
effective as it can be? We offer a wide
range of tax services including compliance,
planning and tax strategy, insights into the
availability of tax incentives, the relative
value of various tax incentive options, and
the ongoing changes and developments in
legislation and energy tax .
Whatever you do, you’ll need to measure
and report on it. And that doesn’t just
include financial metrics. An offshore
windfarm or a photovoltaic array can have
a positive impact on the overall carbon
footprint of your generation portfolio. But
to get the full benefit, your company will
also need to document and report the
impact as part of a broader carbon
measurement and reporting programme.
How PwC can help:
Improving operations
Finding ways to increase productivity
and take cost out of operations is key to
commercial success. We bring together
capabilities in process improvement and
finance effectiveness to help you
optimise your operating processes and
supply chain. Our experts – many with
renewable energy experience – help you
transform your important value chain
functions, from customer management
through to sourcing of services and
goods
Maximising asset performance
and reliability
Are the methods used to optimise the
plant’s performance and reliability the
best they can be? Developing a
reliability repository for the design is an
important step. We can help companies
develop and use reliability centred
maintenance (RCM) analysis to
rigorously assess all facets of plant
reliability. We can also advise on a range
of performance improvement techniques
to help you get the best operational
performance from your asset.
14
Financing
Renewable energy global statement of capabilities
PwC services...
• Assurance and audit, accounting
structuring
• Tax compliance and tax function
effectiveness
• Competitor analysis
• Enterprise asset management
• Organisation design
• Performance management
• Supply chain improvement
• Reliability-centred maintenance
(RCM) design and implementation.
• Materials management systems design
Audit and assurance
We’ll help you get more value out of your
statutory audit. Our industry specialists
provide cost-effective and risk-considered
services to the renewable and electricity
transmission industries, including
companies up and down the value chain.
Feasibility
and start-up
Managing risk and regulation
We support our clients in identifying,
understanding and managing risk and help
ensure an appropriate balance between
risks and opportunities. We also assist
businesses in designing and implementing
governance and compliance programmes
to ensure that companies continue to
operate within the boundaries of relevant
legislation and regulations. This includes
building a culture of doing the right thing.
Tender and
procurement
Construction
Operations and
maintenance
Deals and
investments
Working together – helping a US municipal electric
utility improve customer service
Context
A large municipal electric utility wanted
to upgrade its customer information
system (CIS) from its current legacy
system to mitigate billing risks and meet
specific operational goals.
Approach
We helped the utility to implement a
new system which allowed them to
improve customer service through
process redesign and implementation of
new CIS functionality (e.g. complaint
handling, payment prioritisation, loans,
controls, etc).
Benefits
The project came in on time and was under
budget by 22.6%. In addition, as a result of
using computer training modules, the
utility realised ongoing savings
approaching US$1m.
Working together – improving
accountability in Iceland
Reyjkavik Energy (RE) is the biggest
geothermal energy company in Iceland.
It provides electricity, geothermal water
for heating, and used water for
consumption. RE has experience from
operating geothermal district heating
utilities since the 1940’s.
RE was considering expanding operations
across borders, but needed to improve
public accountability for the company’s
public ownership. The company also
needed to make sure it was independent
and that the plans made sense with its long
term strategy.
Renewable energy global statement of capabilities
15
With you all the way through the renewable energy business lifecycle
Deals and investments
Deals are integral to renewable energy sector strategies. Whether
it is the acquisition or balancing of renewable generation capacity
by power utility companies, the need of developers to sell-on
projects to raise finance for new projects or consolidation and
shake-out among solar and wind technology manufacturers, M&A
is important at key stages in the project lifecycle. For investors, the
sector is attractive as a potential source of stable, long-term
returns but a careful eye needs to be kept on risks and the
regulatory context.
In PwC’s regular review of deal activity, we
identified over US$53bn of deal activity
worldwide in renewable power and related
cleantech sectors in 20112. Nonetheless,
there’s a lot of uncertainty, particularly
around the economy and the future
development of government policy.
Whether you’re investing in existing
projects or developing new ones, it’s
critical to understand how changes in the
regulatory environment could affect the
value of renewable generation assets, from
geothermal heat and power plants to
onshore and offshore windfarms.
How PwC can help:
Regulations aren’t the only thing changing.
Technology is evolving too. That makes it
more difficult to calculate the terminal
value of a potential project up-front, and
more important to have an overall strategy
for future acquisition and expansion.
Valuing renewable assets takes expert
knowledge, particularly in areas like
offshore wind that have less of a
commercial track record.
Due diligence
Our team will help you do more than just
check the boxes. We can support you on
every type of due diligence, financial,
commercial or operational – whether
you’re buying or selling. That includes
understanding the complicated and
changing renewable energy environment.
So there are no surprises later.
Delivering deal value
We can help through the entire deal
process. Our team, including power and
utilities industry specialists, will work with
you to find the right targets, analyse their
strengths and weaknesses, identify
synergies and potential improvement
opportunities, negotiate terms, access
capital, manage the post-deal integration
process, carve out non-core assets, and
make changes to realise improvements in
long-term performance.
Initial Public Offerings (IPOs)
We have extensive experience working
with start-ups and emerging companies in
the renewable energy and related
cleantech industries. In the US, we worked
on more technology, energy and utilities
IPO’s from 2009-2011 than any of our
competitors.
Restructuring and recovery
Our recovery professionals are valued by
clients for their ability to quickly identify
problems, gain cooperation, develop viable
solutions, and implement them with
sensitivity and precision. Our experienced
teams offer a full range of advisory and
implementation services, from turnaround
and restructuring plans to optimised exit
strategies.
PwC services...
•
•
•
•
•
•
•
•
•
•
•
2 Renewables Deals, 2012 outlook and 2011 review, PwC, 2012.
Feasibility
and start-up
16
Financing
Renewable energy global statement of capabilities
Tender and
procurement
Construction
Disposal strategy
Valuation
Deal structure
Due diligence (buy and sell-side)
Programme management
Stakeholder management
Post merger integration support
Tax advice
Privatisation assistance
IPO support
Portfolio analysis
Operations and
maintenance
Deals and
investments
Working together – helping a
fund invest in wind, solar
and geothermal energy
Context
An infrastructure fund was looking to invest
in US renewable generation facilities. The
target had 900 total MW operating capacity
and 1,500 MW under construction/in
development. The investment profile
included the formation of a joint venture,
contribution of existing project pipeline,
operations and management function, and
the infrastructure fund’s capital investment
to grow the investment portfolio.
Benefits
Our client was new to the industry and was
able to get up-to-speed quickly. We provided
them with end to end services around their
planned transactions, from financial due
diligence, accounting advisory, M&A tax,
structuring (including in-bound structure
development) to valuation for partnership tax
allocation purposes.
Working together – valuations of a complex
portfolio of renewable assets
Context
Pacific Hydro is a leading renewable
energy company, producing clean power
from natural resources. The Australian
company has over 850
MW of operating hydro and wind assets
and a further 2,000+ MW in project
development pipeline.
Approach
We conducted independent valuations of
Pacific Hydro’s assets and development
projects across Australia, Brazil, Chile,
Philippines and Fiji, which was comprised
of a complex portfolio of renewable energy
assets in operation, construction and
project development stages. In conjunction
with Pacific Hydro, PwC developed a
robust valuation methodology to assess the
value of individual assets and development
projects. This included assessment of the
appropriate cost of capital for the assets
across the different geographies taking into
account specific development risks of
individual projects.
Benefits
PwC’s knowledge of the renewable energy
sector and an infrastructure valuation
capability provided the assurance needed
for Pacific Hydro and its key stakeholders.
Renewable energy global statement of capabilities
17
Partnering with stakeholders across
the renewable value chain
We work with companies and stakeholders inside and outside the
renewable energy sector to assist with strategy and project progress.
Whether you are a power utility company, a manufacturer, a developer
or a company seeking to develop renewable power for your own needs
or as a by-product of your core business, we can help give you answers
to a wide range of challenges.
We have deep experience with utilities, both traditional and those with
a special focus on renewables. But that’s not all. We work with financial
institutions and investors too, and we also help governments and NGOs.
We also collaborate with your customers and partners, such as
automotive OEMs, battery manufacturers and construction firms
focused on ‘green building’ or major infrastructure projects.
Our services to renewable energy market stakeholders
•
•
•
•
•
•
•
Cost-benefit analysis
Feasibility analysis
Regulation advisory
Due diligence
Competitor review
Market entry strategy
Business case development
•
•
•
•
•
Financial modelling
Finance raising
Finance structure
Tax structuring
Risk management
• Tender & procurement
advisory services
• Negotiation support
• Supply chain modelling
• Sustainable supply chain
• Risk management
•
•
•
•
•
Organisation design
Governance
Risk and compliance
IFRS advice
Carbon finance and transactions
•
•
•
•
•
Financial modelling
Offtake agreements/PPAs
Renewable energy policy
Developing tax structures
Cross-border taxation
•
•
•
•
•
Financial
institutions
and
investors
•
•
•
•
•
Cost-benefit analysis
Valuation of externalities
Due diligence
Market review
Deal strategy validation
•
•
•
•
•
Structuring
Finance modelling
Tax modelling
Debt and equity raising
Hedging strategies
• Programme management
• Independent progress
review
Governments
•
•
•
•
Market governance
Regulation and policy
Change strategy
Stakeholder
management
• Financial incentive structures
eg. in-depth risk assessment
• Governance eg. Feed-in-tariffs (FITs)
• Tax advisory
• Grants and funding availability
• Public Private Partnerships (PPPs)
• Total tax contribution (TTC)
Developers and
manufacturers
Operators
18
Tender and
procurement
Financing
Feasibility and start-up
Renewable energy global statement of capabilities
Risk management
Supply chain modelling
Sustainable supply chain
Negotiation assistance
Training & development
• Stakeholder management
and engagement
• Design of procurement process
• Management and evaluation
of tenders
• Negotiation support
with you all the way across the renewable energy value chain...
Operations and
management
Construction
Deals and
investments
•
•
•
•
•
Programme management
Tax depreciation
Health and safety audits
Supply chain improvement
Stakeholder management
• Assurance and audit
• Earnings and balance sheet
optimisation
• Accounting structure
• Organisation design
• Carbon sequestration advice
• Disposal strategy
(target/buyer identification)
• Valuation
• Deal structure
• Due diligence
• Programme management
•
•
•
•
•
Offtake agreements/PPAs
Competitor analysis
Organisation design
Performance management
Tax function effectiveness
•
•
•
•
•
•
•
•
•
•
•
Tax compliance
Competitor analysis
Organisation design
Performance management
Supply chain improvement
Enterprise asset management
Due diligence
Programme management
Stakeholder management
Tax advice
Post-merger integration support
• Programme management
• Independent process
review
• Tax efficient project
extraction
• Refinancing
• Cost reviews
• Corporate finance advisory services
• Valuations
• Business evaluation for shareholder
investments/divestments
• Buy and sell-side deal due diligence
• Programme management
• In depth risk assessment
• Governance
• Stakeholder management
and communication
• Policy impact assessment
• Non-financial reporting
(sustainability reporting)
• Privatisation assistance
• Workforce issues
• Stakeholder management
and communication
Renewable energy global statement of capabilities
19
Worldwide reach
Why more than 80% of Fortune
Global 500 companies work with
PwC...
We take the time to listen, question and
understand their goals and their
competitive and regulatory
environment. And then we tap into our
global network, deep industry expertise,
and strong judgement and experience to
help each client create the kind of value
they are looking for.
The cornerstone of our approach is the
belief that developing strong
relationships with clients unlocks value
and meaningful results – and further
strengthens the capabilities of our
network. This is how we do business.
And we believe it’s why more than 415
of Fortune Global 500 companies work
with PwC.
Our people
Our renewable energy network consists of
over 1,000 people worldwide with
expertise all around the world. Our
well-connected team enables us to deliver
a depth of expertise that can be leveraged
across the PwC network. Our people come
from a variety of professional specialities,
including mechanical and civil engineers,
accountants, project management
professionals, IT experts, and other
business service professionals. We have
extensive experience in the industry,
having worked with most of the major
public utilities and energy companies
throughout the world on a wide variety of
projects.
Our reach
We can be wherever you need us to be.
With a network of over 4,000 staff
dedicated to the power and utilities
industry we are able to be where our
clients most need us most. We work with
any types of utility companies and industry
stakeholders in all different markets.
www.pwc.com/renewablesdeals
Our knowledge
Our worldwide network of industry
specialists is linked by a sophisticated
internal knowledge management system,
providing a platform to share their insights
as well as leverage the most up-to-date
information for the benefit of our clients.
Our programme of ‘thought leadership’ is
widely respected. From roundtable
discussions to global surveys, we share
knowledge with our clients on industry
issues. Each year, we prepare industrydedicated reports and gather opinions on
the issues that are of key strategic
importance to our clients and the
challenges that lie ahead. Our knowledge
draws on the insight of our worldwide
network of industry specialists as well as
the industry itself.
Renewables
Deals
2012 outlook and
2011 review
Mergers and acquisitions
activity in renewable
power and related clean
technology
www.pwc.com/utilities
The shape of
power to come
Investment, affordability and security
in an energy-hungry world
12th PwC Annual Global
Power & Utilities Survey
20
Renewable energy global statement of capabilities
PwC – on hand wherever you
need us worldwide
Over
More than
4,000 power &
1,000
utilities specialists...
people worldwide
with renewable energy
experience...
In
158
countries...
PwC global power & utilities centre of excellence
Global Power & Utilities Leader
Norbert Schwieters
[email protected]
Global Power & Utilities
Assurance Leader
Jeroen van Hoof
[email protected]
Australia
Michael Shewan
[email protected]
Middle East
Paul Navratil
[email protected]
Brazil
Guilherme Valle
[email protected]
Netherlands
Jeroen van Hoof
[email protected]
Canada
Alistair Bryden
[email protected]
Russia and CEE
Michael O’Riordan
[email protected]
France
Philippe Girault
[email protected]
Southern Africa
Stanley Subramoney
[email protected]
Germany
Norbert Schwieters
[email protected]
United Kingdom
Steven Jennings
[email protected]
Global Power & Utilities
Advisory Leader
David Etheridge
[email protected]
PwC global renewable
energy experts
Paul Nillesen
[email protected]
John Gibbs
[email protected]
United States
David Etheridge
[email protected]
Renewable energy global statement of capabilities
21
Contacts
Global contacts
Territory contacts
Norbert Schwieters
Global Power & Utilities Leader
Energy, Utilities & Mining Leader Germany
Telephone: +49 211 981 2153
Email: [email protected]
Australia
Jock O’Callaghan
Telephone: +61 3 8603 6137
Email: [email protected]
Jeroen van Hoof
Global Power & Utilities Assurance Leader
Telephone: +31 88 792 1328
Email: [email protected]
David Etheridge
Global Power & Utilities Advisory Leader
Telephone: +1 415 498 7168
Email: [email protected]
James Koch
Global Energy Utilities & Mining Tax Leader
Telephone: +1 713 356 4626
Email: [email protected]
Global renewable energy experts
Paul Nillesen
Telephone: +31 88 792 7237
Email: [email protected]
Michael Shewan
Telephone: +61 3 8603 6446
Email: [email protected]
Austria
Michael Sponring
Telephone: +43 1 501 88 2935
Email: [email protected]
Belgium
Koen Hens
Telephone: +32 2 710 72 28
Email: [email protected]
Brazil
Guilherme Valle
Telephone: +55 21 3232 6011
Email: [email protected]
Edmundo Abreu
Telephone: +55 11 3674 3841
Email: [email protected]
John Gibbs
Telephone: +44 20 7212 3800
Email: [email protected]
Canada
Alistair Bryden
Telephone: +1 403 509 7354
Email: [email protected]
For further information
China
Gavin Chui
Telephone: +86 10 6533 2188
Email: [email protected]
Olesya Hatop
Global Energy, Utilities & Mining Marketing
Telephone: +49 211 981 4602
Email: [email protected]
Avin Liu
Telephone: +86 10 6533 2733
Email: [email protected]
Denmark
Per Timmermann
Telephone: +45 3945 3945
Email: [email protected]
Finland
Mauri Hätönen
Telephone: +358 9 2280 1946
Email: [email protected]
France
Philippe Girault
Telephone: +33 1 5657 8897
Email: [email protected]
Germany
Norbert Schwieters
Telephone: +49 211 981 2153
Email: [email protected]
Henning Hönsch
Telephone: +49 30 2636 1269
Email: [email protected]
22
Renewable energy global statement of capabilities
Greece
Socrates Leptos-Bourgi
Telephone: +30 210 687 4693
Email: [email protected]
Russia & Central and Eastern Europe
Michael O’Riordan
Telephone: +7 495 232 5774
Email: [email protected]
India
Kameswara Rao
Telephone: +9140 6624 6688
Email: [email protected]
Singapore
Paul Cornelius
Telephone: +65 6236 3718
Email: [email protected]
Ireland
Ann O’Connell
Telephone: +353 1 792 8512
Email: [email protected]
Israel
Eitan Glazer
Telephone: +972 3 795 4 664
Email: [email protected]
Italy
Giovanni Poggio
Telephone: +39 06 570252588
Email: [email protected]
Japan
Koji Hara
Telephone: +81 90 1618 5601
Email: [email protected]
Latin America
Jorge Bacher
Telephone: +54 11 4850 6801
Email: [email protected]
Middle East
Paul Navratil
Telephone: +973 1754 0554
Email: [email protected]
Hannes Reinisch
Telephone: +971 50 900 9513
Email: [email protected]
Netherlands
Jeroen van Hoof
Telephone: +31 88 792 1328
Email: [email protected]
Paul Nillesen
Telephone: +31 88 792 7237
Email: [email protected]
New Zealand
Craig Rice
Telephone: +64 9 355 8641
Email: [email protected]
Norway
Ståle Johansen
Telephone: +47 9526 0476
Email: [email protected]
Poland
Piotr Luba
Telephone: +48 22 523 4679
Email: [email protected]
Ferndando Valda
Telephone: +65 6236 4187
Email: [email protected]
South Africa
Stanley Subramoney
Telephone: +27 11 797 4380
Email: [email protected]
Angeli Hoekstra
Telephone: +27 1 1797 4162
Email: [email protected]
Spain
Inaki Goiriena
Telephone: +34 915 684 469
Email: [email protected]
Sweden
Martin Gavelius
Telephone: +46 8 5553 3529
Email: [email protected]
Switzerland
Marc Schmidli
Telephone: +41 58 792 1564
Email: [email protected]
Turkey
Faruk Sabuncu
Telephone: +90 212 326 6082
Email: [email protected]
United Kingdom
Steve Jennings
Telephone: +44 20 7802 1449
Email: [email protected]
John Gibbs
Telephone: +44 20 7212 3800
Email: [email protected]
United States
David Etheridge
Telephone: +1 415 498 7168
Email: [email protected]
Tim Carey
Telephone: +1 408 817 5000
Email: [email protected]
Uruguay
Patricia Marques
Telephone: +598 2916 0463
Email: [email protected]
Renewable energy global statement of capabilities
23
PwC firms provide industry-focused assurance, tax and
advisory services to enhance value for their clients. More
than 169,000 people in 158 countries in firms across the PwC
network share their thinking, experience and solutions to
develop fresh perspectives and practical advice.
The Global Energy, Utilities and Mining group
(www.pwc.com/energy) is the professional services leader in
the international energy, utilities and mining community,
advising clients through a global network of fully dedicated
specialists.
For further information, please visit:
www.pwc.com/renewables
This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not
act upon the information contained in this publication without obtaining specific professional advice. No representation or warranty (express or
implied) is given as to the accuracy or completeness of the information contained in this publication, and, to the extent permitted by law,
PricewaterhouseCoopers does not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else
acting, or refraining to act, in reliance on the information contained in this publication or for any decision based on it.
© October 2012 PwC. All rights reserved. Not for further distribution without the permission of PwC. “PwC” refers to the network of member firms
of PricewaterhouseCoopers International Limited (PwCIL), or, as the context requires, individual member firms of the PwC network. Each member
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PwCIL is not responsible or liable for the acts or omissions of any of its member firms nor can it control the exercise of their professional
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the exercise of another member firm’s professional judgment or bind another member firm or PwCIL in any way.