Energy / Green
Confidential Information Memorandum
Scuderi - Holyoke
BACKGROUND

The Scuderi - Holyoke Cogeneration plant offers investors monthly yield in a Construction, Performance and Revenue Assured power production plant, by wrapping the project in performance bonds, insurance products and manufacturer’s extended warrantees.

Scuderi Clean Energy (SCE) has a patented technology and business model that merges the two technologies of combined heat & power systems (CHP) with independent power production (IPP).

The Scuderi system brings together the benefits of both technologies while eliminating their negative features. It targets today’s fastest growing segments in the energy field – clean, low-carbon energy production and distributed power generation. By utilizing highly efficient CHP technology, with overall system efficiencies in excess of 80%, and selling clean power to the grid on a distributed basis.

The strategy of combining CHP benefits with the features of IPPs enables the Scuderi Clean Energy system to generate multiple revenue streams that qualify for both federal and state incentives such as energy credits, accelerated depreciation, and investment tax credits.

Developing multiple revenues sources also provides a built-in hedging affect that maximizes profits and significantly reduces the impact of market fluctuations. Scuderi Projects are designed to provide lenders and investors with investment opportunities that offer reduced risk and attractive returns.

Scuderi Clean Energy’s compelling business model has resulted in a significant and growing backlog of orders. In the last several months, in the New England and New York area alone, Scuderi Clean Energy has accumulated orders for over $87 million of contracted projects which translates into more than $45 million in annual revenue.
Scuderi Clean Energy. is offering a tradable, revenue-enhanced debt security called a TIGRcub® to accredited and institutional value for $6,000,000, available in $10,000 increments.
    Scuderi - Holyoke is offering a TIGRcub® with the following characteristics:

    ° $6,000,000 TIGRcub® Offering
    ° The Higher of $59,994 or 18.84% Revenue Participation (1884 BPS, both rounded)
    ° Minimum of 12% interest annually
    ° Payments distributed monthly
    ° Offering 600 Tradeable TIGRcub® Certificates
    ° Tradeable per SEC, Reg D, Exemption
    ° Each Certificate has a face value of $10,000
    ° A1 Rated Holyoke Gas & Electric -- PPA in place


    The loan facility will be serviced through the TIGRcub Custodial, Servicing and Payment Provider -- interest and principal distributed pari-passu to the investors, in the 600 TIGRcub® Certificates.


    Please review the associated DealRoom, for additional information.
    For Illustrative Purposes Only - Finalized TIGRcubs would be based on independent Quality of Earnings analysis of the company.
    TIGRcub Raise:
    $6,000,000
    Minimum Annualized Yield:
    12.00%
    Projected IRR:
    16.72%
    Revenue Participation:
    18.84% (rounded)
    Term:
    5 Years
    Projected "Post-Closing" Balance Sheet
    Scuderi - Holyoke
    Pre-Transaction Transaction Post-Closing
    Assets
    Current Assets
    Cash:
    1,750,000
    -910,227
    839,773
    A/R:
    0
    0
    0
    Inventory:
    0
    0
    0
    Transaction Costs - Other Current:
    0
    600,000
    600,000
    Total Current Assets
    1,750,000
    1,439,773
    Long Term Assets
    Long Term Assets:
    0
    6,310,227
    6,310,227
    null - Intangible Assets:
    0
    0
    0
    Total Long Term Assets
    0
    6,310,227
    Total Assets
    1,750,000
    7,750,000
    Liabilities
    Current Liabilities
    A/P:
    0
    0
    0
    Accrued Expenses:
    0
    0
    0
    null - Other Short Term:
    0
    0
    0
    Total Current Liabilities
    0
    0
    Long Term Liabilities
    Long Term Debt:
    0
    0
    0
    TIGRcub:
    0
    6,000,000
    6,000,000
    null - Other Long Term:
    0
    0
    0
    Total Long Term Liabilities
    0
    6,000,000
    Total Liabilities
    0
    6,000,000
    EQUITY
    Common Stock:
    1,750,000
    0
    1,750,000
    Retained Earnings & Net Income:
    0
    0
    0
    Total Equity
    1,750,000
    1,750,000
    Equity
    1,750,000
    1,750,000
    Total Equity & Liabilities:
    1,750,000
    7,750,000
    * Using "Push-Down Accounting" as Necessary
    Use of Proceeds
    Sources of Funds
    TIGRcub: 6,000,000
    Equity: 1,750,000
    B.S. Cash: 0
    Other: 0
    Total Sources 7,750,000
    Uses of Proceeds
    Purchase of Target: 0
    Capital Expenditures: 2,400,000
    ReCapitalization: 0
    Operating Capital: 4,750,000
    Fees and Closing Costs: 600,000
    Total Uses 7,750,000
    Additional Information
    The proposed transaction is supported by due diligence material, copies of which are maintained by the Company and shall be made available to interested investors by the Company.

    "DealBox" for this Issuer
    Projected Debt Coverage

    31% 69%
    Debt Coverage 31% vs 69% Remaining Income
    Management

    The Scuderi Clean Energy team has decades of experience in the energy field including technology development, engineering management, project management, marketing, finance, and procurement. The primary team consists of:

    Nicholas Scuderi, President and Manager of Sales & Marketing, (BS Finance - University of Massachusetts),

    Charles K Forner, Director of Technology Development (BSME – Youngstown State University),

    Peter Saros, Director of Regional Development (BSME – University of New York), and

    Salvatore Scuderi, Manager of Operations (BS, JD – Springfield College, Western New England University).

    The Company also utilizes subcontractors for implementing contracts for gas procurement and for participation in the electric wholesale market.

    This document was prepared based on information provided by the Company and is confidential. This document does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction and may not be relied upon in connection with any offer or sale of securities. This document should be read in conjunction with, and is qualified in its entirety by, information appearing in a prospectus, private placement memorandum or other applicable disclosure document, which should be carefully reviewed prior to investing. Past performance is not necessarily indicative of future performance. With the exception of any historical information contained in this document, the matters described herein contain forward-looking statements that involve risk and uncertainties that individually or mutually impact the matters herein described, including but not limited to financial projections, the effect of economic conditions, and/or other factors outside the control of the Company. Entrex Inc. has not independently verified any of the information contained herein and makes no representation or warranty as to its completeness or accuracy.