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CUSIP No. 45686J104
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SCHEDULE 13D
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Page
16
of 24
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Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended and restated as follows:
(a) and (b)
The information contained on the cover pages of this
Schedule 13D is incorporated herein by reference. Based on the most recent Form 10-Q filed with the SEC by the Issuer on August 14, 2019, there are 22,252,489 shares of Common Stock outstanding as of
August 14, 2019 (Shares Outstanding). The aggregate percentage of shares of Common Stock reported as owned by each of OT POF IEA Preferred B Aggregator, L.P. (Aggregator LP) and OT POF IEA Preferred B Aggregator GP, LLC
(Aggregator GP) is based on (i) the Shares Outstanding and (ii) the 1,018,374 shares of Common Stock issuable upon exercise of the Warrants. The aggregate percentage of shares of Common Stock reported as owned by Infrastructure
and Energy Alternatives, LLC (Oaktree LLC) is based on (i) the Shares Outstanding and (ii) the 9,955,894 shares of Common Stock issuable upon conversion of the Series A Preferred Stock. The aggregate percentage of shares of
Common Stock reported as owned by each of Oaktree Power Opportunities Fund III Delaware, L.P. (Oaktree), Oaktree Fund GP, LLC (GP), Oaktree Fund GP I, L.P. (GP I), Oaktree Capital I, L.P. (Capital I),
OCM Holdings I, LLC (Holdings I), Oaktree Holdings, LLC (Holdings LLC) and Oaktree Capital Group, LLC (OCG) is based on (i) the Shares Outstanding, (ii) the 1,018,374 shares of Common Stock issuable upon
exercise of the Warrants and (iii) the 9,955,894 shares of Common Stock issuable upon conversion of the Series A Preferred Stock. The aggregate percentage of shares of Common Stock reported as owned by each of Oaktree Capital Management, L.P.
(OCM) and OCM FIE, LLC (FIE) is based on the Shares Outstanding. In accordance with the Amended Series A Certificate, the number of shares of Common Stock issuable upon conversion of the Series A Preferred Stock is calculated
by dividing (i) the Stated Value by (ii) the VWAP per share of common stock for the 30 consecutive trading days ending on the trading day immediately preceding the conversion date. In the event the Series A Preferred Stock is converted
following an uncured non-payment, failure or default event, or if a holder of Series A Preferred Stock is converting (i) when the terms of the Series B Preferred Stock or the Issuers existing senior
credit agreement would prohibit the payment of cash dividends or (ii) when any shares of Series B Preferred Stock is outstanding, for the purposes of the foregoing calculation, VWAP per share shall be multiplied by 90%. The VWAP per
share is defined as the per share volume-weighted average price as reported by Bloomberg (as further described in the Amended Series A Certificate). For purposes of the foregoing calculations, we have assumed a conversion date of
October 8, 2019.
Oaktree LLC may be deemed to directly beneficially own 20,269,394 shares of Common Stock, which is 62.9% of the Issuers
Common Stock outstanding, and has sole power to vote and dispose of such shares. Such shares of Common Stock includes the 9,955,894 shares of Common Stock issuable upon conversion of the Series A Preferred Stock. Oaktree LLC also owns shares of
Series B Preferred Stock, which are not convertible into shares of Common Stock, and therefore are not included in the number of shares set forth above.
Aggregator LP may be deemed to directly beneficially own 1,018,374 shares of Common Stock comprised of shares issuable upon exercise of the Warrants, which is
4.4% of the Issuers Common Stock outstanding, and has sole power to vote and dispose of such shares upon exercise of the Warrants.
Aggregator GP,
in its capacity as the general partner of Aggregator LP has the ability to direct the management of Aggregator LPs business, including the power to direct the decisions of Aggregator LP regarding the vote and disposition of securities held by
Aggregator LP, therefore, Aggregator GP may be deemed to have indirect beneficial ownership of the Subject Shares held by Aggregator LP.
Oaktree, in its
capacity as the managing member of Oaktree LLC, has the ability to direct the management of Oaktree LLCs business, including the power to direct the decisions of Oaktree LLC regarding the vote and disposition of securities held by Oaktree LLC;
therefore, Oaktree may be deemed to have indirect beneficial ownership of the Subject Shares held by Oaktree LLC. Pursuant to the Investor Rights Agreement (as hereinafter defined), each of Oaktree LLC and any affiliated transferee thereof has
granted a power of attorney to vote such persons shares of Common Stock and to act on such persons behalf under the Investor Rights Agreement. Additionally, Oaktree, in its capacity as the managing member of Aggregator GP, has the
ability to direct the management of Aggregator GPs business, including the power to direct the decisions of Aggregator GP regarding the vote and disposition of securities held by Aggregator LP; therefore, Oaktree may be deemed to have indirect
beneficial ownership of the Subject Shares held by Aggregator LP.
GP, in its capacity as general partner of Oaktree, has the ability to direct the
management of Oaktrees business, including the power to direct the decisions of Oaktree regarding the vote and disposition of securities held by Oaktree LLC and/or Aggregator LP; therefore, GP may be deemed to have indirect beneficial
ownership of the Subject Shares.