SunEdison Sells Europe’s Largest Solar Power Plant to First Reserve

Solar electricity company SunEdison of Beltsville, Md., has sold a 70 MW solar power plant near Rovigo, Italy, for approximately 276 million Euros, or $378 million, to a joint venture formed by the Connecticut-based private equity firm First Reserve and SunEdison. Publicly traded MEMC Electronic Materials, of which SunEdison is a subsidiary, noted that SunEdison is a minority investor in the venture.

PRESS RELEASE:

SunEdison, a leading worldwide solar energy services provider and a subsidiary of MEMC Electronic Materials (NYSE:  WFR), today announced the sale of a 70 megawatt (MW) photovoltaic (PV) power plant located in Northeast Italy, near the town of Rovigo.  When completed in the fourth quarter of 2010, the Rovigo plant is expected to be the largest operating solar power plant in Europe.  SunEdison and Banco Santander jointly developed and co-owned the Rovigo plant prior to this sale.

The Rovigo plant was acquired by First Reserve, through the previously announced joint venture established between First Reserve Energy and SunEdison.  SunEdison is a minority investor in the joint venture.  Investment programs managed by Partners Group AG and Perennius Capital Partners SGR are also expected to co-invest in the project with the First Reserve joint venture.

The total price for the sale is expected to be approximately 276 million Euro.  As part of the project acquisition, First Reserve has made an initial payment of 46 million Euro to SunEdison, with the balance to be paid upon interconnection of the plant, which is expected to occur by the end of the fourth quarter of 2010.  First Reserve expects to close the long-term project debt financing for the project in the fourth quarter of 2010 and has obtained commitment letters from certain leading project finance banks with respect to the financing.  After the sale, SunEdison will manage the ongoing operations and maintenance of the Rovigo plant.

Commenting on the transaction, Carlos Domenech, President of SunEdison, said, “This transaction demonstrates SunEdison’s capabilities in developing large-scale solar projects, working with investors to design and implement project finance structures, supporting government agencies in obtaining renewable energy goals and creating green energy jobs.”

Mark Florian, Managing Director of First Reserve Energy Infrastructure, commented, “SunEdison is a leader in executing large scale projects like Rovigo and we are proud to add this flagship project to our energy infrastructure portfolio.  Rovigo will serve as a worldwide reference for its scale, representing many unique skills embedded in our partnership with SunEdison, including expertise in coordination of complex solar projects, technical management and financial execution.”

The Rovigo solar plant is expected to create significant environmental benefits, in addition to the construction and maintenance jobs that benefit the local community.  In its first year of operation, the system is expected to generate enough energy to power approximately 16,500 homes and prevent the emission of 40,000 tons of CO2, which would equate to the removal of 8,000 cars from the road.

MEMC intends to provide further details regarding the applicable accounting treatment for the Rovigo sale upon release of its third quarter 2010 earnings results.  The recognition of revenue and profit associated with this sale will be determined by the timing of project completion and long-term project debt financing, and the application of the appropriate accounting treatment.

About SunEdison

SunEdison is a global provider of solar-energy services. The company develops, finances, installs and operates distributed power plants using proven photovoltaic technologies, delivering fully managed, predictably priced solar energy services for its commercial, government and utility customers. In 2009, SunEdison delivered more kilowatt hours (kWh) of energy than any other solar services provider in North America. For more information about SunEdison, please visit www.sunedison.com.

About MEMC

MEMC is a global leader in the manufacture and sale of wafers and related intermediate products to the semiconductor and solar industries. The company has been a pioneer in the design and development of silicon wafer technologies for 50 years. With R&D and manufacturing facilities in the U.S., Europe, and Asia, MEMC enables the next generation of high-performance semiconductor devices and solar cells. Through its SunEdison division, MEMC is also a developer of solar power projects and North America’s largest solar energy services provider. MEMC’s common stock is listed on the New York Stock Exchange under the symbol “WFR” and is included in the S&P 500 Index. For more information about MEMC, please visit www.memc.com.

About First Reserve

First Reserve is the world’s leading private equity firm in the energy industry, making both private equity and infrastructure investments throughout the energy value chain.  For more than 25 years, it has invested solely in the global energy industry, and has developed an unparalleled franchise, utilizing its broad base of specialized energy industry knowledge as a competitive advantage. First Reserve invests strategically across a wide range of energy industry sectors, developing a portfolio that is diversified across the energy value chain, backing talented management teams and building value by building companies.  Further information is available at www.firstreserve.com.

About the First Reserve Joint Venture

In May 2010, First Reserve and SunEdison announced the creation of a joint venture for the acquisition of SunEdison’s photovoltaic projects.  This partnership is the largest investment vehicle to exclusively fund photovoltaic solar power created to date, with the prospect of long-term ownership of the assets across several key geographies.

About Partners Group AG

Partners Group is a global private markets investment management firm with over EUR 20 billion in investment programs under management in private equity, private debt, private real estate and private infrastructure. The firm manages a broad range of funds and customized portfolios for an international clientele of institutional investors. Partners Group is headquartered in Zug, Switzerland and has offices in San Francisco, New York, London, Guernsey, Luxembourg, Dubai, Singapore, Beijing, Tokyo and Sydney. The firm employs over 400 people, is listed on the SIX Swiss Exchange (symbol: PGHN) with a market capitalization of above CHF 4 billion with a clear majority owned by its 36 Partners and all employees.

About Perennius Capital Partners SGR

Perennius Capital Partners SGR was founded in 2007 and is based in Milan, Italy. It is a principal investment firm specializing in fund of fund investments. Perennius Capital Partners was established to structure, promote, manage and sell funds of funds investing in global Private Equity. Perennius funds are subject to Italian jurisdiction, and are under the regulatory supervision of Bank of Italy and Consob. It is the first exclusive partnership between one of the global players in the industry (Partners Group, also a shareholder of PCP) and an Italian company. It is the first Italian fund manager with a global approach, offering highly segmented products on multiple dimensions.

Forward-Looking Statements

Certain matters discussed in this press release are forward-looking statements, including that when completed, the Rovigo plant is expected to be 70MWs and is expected to be the largest operating solar power plant in Europe; that investment programs managed by Partners Group AG and Perennius Capital Partners SGR are also expected to co-invest in the project with the First Reserve joint venture; that interconnection of the plant is expected to occur in late Q4 2010; that First Reserve expects to close the long-term project debt financing for the project in Q4 2010; that the total purchase price for the sale is expected to be approximately 276 million Euro; MEMC’s intention to provide further details regarding the applicable accounting treatment upon release of its third quarter 2010 earnings results; that the Rovigo solar plant is expected to create significant environmental and job creation benefits for the community; and that in its first year of operation, the system is expected to generate enough energy to power approximately 16,500 homes and enable the community to prevent the emission of 40,000 tons of CO2, which would equate to the removal of 8,000 cars from the road. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Potential risks and uncertainties include delays or interruptions in construction of the solar power plant; delays or unforeseen difficulties with respect to the closing of the long-term debt financing by First Reserve; the timely availability of required permits and authorizations for projects from governmental entities and third parties; delivery of solar modules to the work site; changes in applicable regulatory requirements and incentives for production of solar power; general business and economic conditions, including seasonality of the industry; and other risks described in MEMC’s filings with the Securities and Exchange Commission, including its Form 10-K for the 2009 fiscal year and its quarterly reports on Form 10-Q for the first and second quarters of 2010. These forward-looking statements represent MEMC’s and SunEdison’s judgment as of the date of this release. MEMC and SunEdison disclaim, however, any intent or obligation to update these forward-looking statements.