Criterion News

• 1/13/2020 - Brookfield Renewable... (subscriber access)
• 10/10/2019 - TerraForm Power to Offer... (subscriber access)
• 7/22/2019 - AltaGas Sells U.S.... (subscriber access)
• 6/12/2018 - Brookfield Renewable... (subscriber access)
• 12/29/2017 - SunEdison Emerges from... (subscriber access)
• 10/17/2017 - TerraForm Power Closes on Merger & Sponsorship Transaction with Brookfield Asset Management
• 3/7/2017 - Brookfield Renewable Partners Acquring Terraform Power & TerraForm Global
• 7/25/2016 - SunEdison Mulls Possible... (subscriber access)

Press Releases

5/12/2020 - (TERP) Alert: Johnson Fistel Investigates Proposed Sale of TerraForm Power; Are Shareholders Getting a Fair Deal?
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(TERP) Alert: Johnson Fistel Investigates Proposed Sale of TerraForm Power; Are Shareholders Getting a Fair Deal?
Source: PR Newswire
SAN DIEGO, May 12, 2020 /PRNewswire/ -- Shareholder rights law firm Johnson Fistel, LLP has launched an investigation into whether the board members of TerraForm Power, Inc. ("TerraForm Power" or the "Company") (NASDAQ: TERP) breached their fiduciary duties in connection with the proposed sale of the Company to Brookfield Renewable Partners ("Brookfield Renewable") (NYSE: BEP).  
On March 16, 2020, TerraForm Power announced that they had entered into a definitive merger agreement for Brookfield Renewable to acquire all of the outstanding shares of Class A common stock of TerraForm Power, other than the approximately 62% currently owned by Brookfield Renewable and its affiliates.  Under the terms of the acquisition agreement, TerraForm Power's shareholders will receive 0.36 Brookfield Renewable shares for each share of TerraForm Power they own. 
The investigation concerns whether the TerraForm Power board failed to satisfy its duties to the Company shareholders, including whether the board adequately pursued alternatives to the acquisition and whether the board obtained the best price possible for TerraForm Power shares of common stock.
If you are a shareholder of TerraForm Power and believe the proposed buyout price is too low or you're interested in learning more about the investigation, please contact lead analyst Jim Baker (jimb@johnsonfistel.com) at 619-814-4471. If emailing, please include a phone number.
Additionally, you can [Click here to join this action]. There is no cost or obligation to you.
About Johnson Fistel, LLP:
Johnson Fistel, LLP is a nationally recognized shareholder rights law firm with offices in California, New York, and Georgia. The firm represents individual and institutional investors in shareholder derivative and securities class action lawsuits. For more information about the firm and its attorneys, please visit https://www.johnsonfistel.com. Attorney advertising. Past results do not guarantee future outcomes.
Contact:
Johnson Fistel, LLP
Jim Baker, 619-814-4471
jimb@johnsonfistel.com 
[Click here to join this action]
View original content:http://www.prnewswire.com/news-releases/terp-alert-johnson-fistel-investigates-proposed-sale-of-terraform-power-are-shareholders-getting-a-fair-deal-301057582.html
SOURCE Johnson Fistel, LLP

Article Date
5/12/2020
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11/14/2016 - SunEdison Response To Terraform Power Settlement Briefing
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SunEdison Response To Terraform Power Settlement Briefing
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., Nov. 14, 2016  /PRNewswire/ -- On Tuesday, November 8, 2016, in a filing with the Securities and Exchange Commission, Terraform Power, Inc. ("TERP") disclosed in a presentation attached to the filing (the "Presentation") that it had circulated a draft settlement agreement to SunEdison, Inc. ("SunEdison") to propose a resolution of its outstanding claims against SunEdison. 
Since September 2016, TERP and SunEdison have been engaged in a collaborative process to explore strategic alternatives for TERP (as well as Terraform Global, Inc.) including a merger, sale, sponsorship or other transaction and that process continues.  SunEdison is committed to continue to work in good faith with TERP as both entities explore strategic alternatives and will continue to do so during the pendency of any settlement negotiations.
In furtherance of these settlement negotiations, SunEdison is currently in the process of reviewing and analyzing all pertinent information, including information it has requested from TERP as well as TERP's settlement proposal outlined in the Presentation. However, to enhance transparency around the settlement process, SunEdison would like to provide its views on TERP's settlement proposal, which have been conveyed to TERP previously and that the parties continue to negotiate. In particular, SunEdison believes that:
• The Presentation does not adequately account for SunEdison's defenses to TERP's claims against SunEdison;
• The Presentation does not account at all for the substantial affirmative claims held by SunEdison against TERP (including, without limitation, the value of any of the claims outlined in the recent motion filed by the Official Creditors' Committee); and
• The premise set forth in the Presentation that SunEdison's interests in TERP be treated "ratably" with TERP's other equity interests does not adequately account for SunEdison's contractual rights and interests and this issue will be addressed in the settlement negotiations.
Overall, SunEdison is focused on maximizing the value of the estate for its creditors, and will continue to do everything it can in furtherance of that objective. SunEdison is also pleased that TERP recognizes the benefits of a consensus between TERP and SunEdison as it explores strategic alternatives. 
About SunEdison
SunEdison develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. The company is one of the leading renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices around the world.
Forward-Looking Statements
This press release contains forward-looking statements with respect to our Chapter 11 filing and related matters. These forward looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. Important factors that could cause our actual results to differ materially from those anticipated in the forward-looking statements include, among other things: (i) the ability of SunEdison to develop, prosecute, confirm and consummate the Chapter 11 plan of reorganization; (ii) the potential adverse effect of the Chapter 11 filing on SunEdison's liquidity and operations and the risks associated with operating businesses under Chapter 11 protection; (iii) the ability of SunEdison to comply with the terms of the DIP financing facility; (iv) SunEdison's ability to obtain additional financing; (v) SunEdison's ability to retain key management and employees, (vi) customer response to the Chapter 11 filing; and (vii) the risk factors or uncertainties listed from time to time in SunEdison's filings with the Securities and Exchange Commission and with the U.S. Bankruptcy Court in connection with the company's Chapter 11 filing. Other factors and assumptions not identified above are also relevant to the forward-looking statements, and if they prove incorrect, could also cause actual results to differ materially from those projected.
Forward-looking statements speak only as of the date of this release. We undertake no obligation to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based.
Contact:
Ross Lovern
Kekst
Ross.lovern@kekst.com 
212 521 4876
SOURCE SunEdison, Inc.

Article Date
11/14/2016
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10/3/2016 - SunEdison, Inc. Responds to Claims and Allegations Made By TerraForm Power, Inc., and TerraForm Global, Inc.
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SunEdison, Inc. Responds to Claims and Allegations Made By TerraForm Power, Inc., and TerraForm Global, Inc.
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., Oct. 3, 2016 /PRNewswire/ -- On Sunday, September 25, 2016, each of TerraForm Power, Inc. (Nasdaq: TERP) and TerraForm Global, Inc. (Nasdaq: GLBL) (collectively, the "Yieldcos") issued a press release purportedly describing allegations made by the Yieldcos in proofs of claims filed by them last Friday in SunEdison, Inc.'s (OTC PINK: SUNEQ) and its related affiliates' bankruptcy cases (collectively, "SunEdison").  While SunEdison disagrees with many of the statements, claims and allegations made by the Yieldcos in their press releases, SunEdison confirms that settlement discussions with the Yieldcos have commenced, and adds that such settlement discussions relate both to alleged claims asserted by the Yieldcos against SunEdison, as well as meaningful claims that the SunEdison estate is reviewing and may assert against the Yieldcos.  Like any similar situation with any other creditor in their Chapter 11 cases, SunEdison will actively pursue the dismissal or settlement of proofs of claims in the bankruptcy cases – although no date has been established yet in the bankruptcy cases for objecting to proofs of claims. In addition, as the Yieldcos disclosed in their press releases, SunEdison and the Yieldcos are engaged in a collaborative sale process to sell either SunEdison's ownership interests and other rights in the Yieldcos or the entirety of the equity in the Yieldcos.  Any transaction resulting from the sale process will require the approval and consent of SunEdison and approval of the bankruptcy court.  SunEdison will evaluate proposed transactions based on the value they deliver to SunEdison's bankruptcy estate. In connection with the sale process, and as has been disclosed to bidders interested in participating in the sale process, it is anticipated that there will ultimately be a resolution of (i) the dispute regarding the claims alleged by the Yieldcos in their proofs of claims and (ii) any claims that SunEdison holds against the Yieldcos. 
John Dubel, SunEdison's Chief Executive Officer, said, in relation to the above issues, "Our Chapter 11 process has been long and complex and we are now at a critical stage as it relates to the Yieldcos.  We take to heart Jack Stark's comments that a settlement of disputes between the Yieldcos and SunEdison is overwhelmingly in the interests of both sides, and we will proceed with our settlement discussions while at the same time moving forward with the sale process."
The foregoing reflects SunEdison's position only.  No assurance can be made as to the outcome of any litigation or settlement discussions.
Forward Looking Statements
This press release contains forward-looking statements with respect to our Chapter 11 filing and related matters. These forward looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements.
Important factors that could cause our actual results to differ materially from those anticipated in the forward-looking statements include, among other things: (i) the ability of SunEdison to develop, prosecute, confirm and consummate the Chapter 11 plan of reorganization; (ii) the potential adverse effect of the Chapter 11 filing on SunEdison's liquidity and operations and the risks associated with operating businesses under Chapter 11 protection; (iii) the ability of
SunEdison to comply with the terms of the DIP financing facility; (iv) SunEdison's ability to obtain additional financing; (v) SunEdison's ability to retain key management and employees, (vi) customer response to the Chapter 11 filing; and (vii) the risk factors or uncertainties listed from time to time in SunEdison's filings with the Securities and Exchange Commission and with the U.S. Bankruptcy Court in connection with the company's Chapter 11 filing. Other factors and assumptions not identified above are also relevant to the forward-looking statements, and if they prove incorrect, could also cause actual results to differ materially from those projected.
Forward-looking statements speak only as of the date of this release. We undertake no obligation to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based.
About SunEdison
SunEdison develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. The company is one of the leading renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices around the world.
Contact
Ross Lovern
Kekst
ross.lovern@kekst.com
(212) 521-4876
SOURCE SunEdison, Inc.

Article Date
10/3/2016
Close
7/25/2016 - SunEdison To Explore Possible Monetization Of Its Class B Shares In Publicly Traded YieldCos
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SunEdison To Explore Possible Monetization Of Its Class B Shares In Publicly Traded YieldCos
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., July 25, 2016 /PRNewswire/ -- SunEdison (OTC PINK: SUNEQ), said today that it will be working collaboratively with TerraForm Power (Nasdaq: TERP) and TerraForm Global (Nasdaq: GLBL) to explore value creation options for SunEdison's controlling Class B shares in both companies.  This initiative will be conducted through a jointly managed sales process and accompanying marketing protocol.
John S. Dubel, CEO of SunEdison, said: "This is a collaborative undertaking, marking the next step in SunEdison's chapter 11 process as we explore restructuring options including whether to monetize our interests in TerraForm Power and TerraForm Global."
Forward Looking Statements
This press release contains forward-looking statements with respect to our Chapter 11 filing and related matters. These forward looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. Important factors that could cause our actual results to differ materially from those anticipated in the forward-looking statements include, among other things: (i) the ability of SunEdison to develop, prosecute, confirm and consummate the Chapter 11 plan of reorganization; (ii) the potential adverse effect of the Chapter 11 filing on SunEdison's liquidity and operations and the risks associated with operating businesses under Chapter 11 protection; (iii) the ability of SunEdison to comply with the terms of the DIP financing facility; (iv) SunEdison's ability to obtain additional financing; (v) SunEdison's ability to retain key management and employees, (vi) customer response to the Chapter 11 filing; and (vii) the risk factors or uncertainties listed from time to time in SunEdison's filings with the Securities and Exchange Commission and with the U.S. Bankruptcy Court in connection with the company's Chapter 11 filing. Other factors and assumptions not identified above are also relevant to the forward-looking statements, and if they prove incorrect, could also cause actual results to differ materially from those projected.
Forward-looking statements speak only as of the date of this release. We undertake no obligation to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based.
About SunEdison
SunEdison develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. The company is one of the leading renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices around the world.
Contact  
Gordon Handelsman  
ghandelsman@sunedison.com  
(650) 632-6120
SOURCE SunEdison, Inc.

Article Date
7/25/2016
Close
4/21/2016 - SunEdison Undertakes Chapter 11 Reorganization
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SunEdison Undertakes Chapter 11 Reorganization
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., April 21, 2016 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE) (the "Company") today announced that it has commenced a process to restructure its balance sheet and position the Company for the future.  To facilitate this restructuring, SunEdison and certain of its domestic and international subsidiaries have filed voluntary petitions for reorganization under chapter 11 of the U.S. Bankruptcy Code in the Bankruptcy Court for the Southern District of New York. 
SunEdison's publicly-traded yieldcos, TerraForm Power (NASDAQ: TERP) and TerraForm Global (NASDAQ: GLBL), are not part of the filing.
"Our decision to initiate a court-supervised restructuring was a difficult but important step to address our immediate liquidity issues," said Ahmad Chatila, SunEdison chief executive officer. "The court process will allow us to right-size our balance sheet and reduce our debt, providing the opportunity to support the business going forward while focusing on our core strengths. It also will facilitate our continued work towards transforming the Company into a more streamlined and efficient operator, shedding non-core assets as well as taking other steps to help us get the most value out of our technological and intellectual property. As a result of this process, we expect that SunEdison will be in an even better position over the long term to utilize our capabilities in the renewable energy sector in service of our customers, business partners, and employees."
SunEdison has secured commitments for new capital totaling up to $300 million in debtor-in-possession (DIP) financing from a consortium of first and second lien lenders. Subject to Court approval, these financial resources will be made available to the Company to support its continuing business operations, minimize disruption to its worldwide projects and partnerships, and make necessary operational changes.
The new financing will support day-to-day operations during the reorganization, including:
• Proceeding with work on ongoing projects, both in the U.S. and elsewhere;
• Paying wages and benefits for employees;
• Continuing to provide services to customers;
• Paying vendors and suppliers in the ordinary course for goods and services provided on or after the date of the chapter 11 filing; and
• Complying with all regulatory obligations.
SunEdison has made customary filings, including first day motions, with the Court, which, if granted, will help ensure a smooth transition into chapter 11 without business disruption.  The motions are expected to be addressed by the Court promptly following the filing, and include, among other things, a request for approval of the debtor-in-possession financing, as well as requests for authority to make wage and salary payments, continue various benefits for employees, honor certain customer programs, and other relief in order to continue the day-to-day operations of SunEdison.
Additional information on the restructuring can be found at www.restructuringupdates.com or by calling the Company's toll-free restructuring information line at (855) 388-4575 (or, if you are calling from outside the U.S. or Canada, at +1 (646) 795-6966).  Information about the claims process will also be available at https://cases.primeclerk.com/sunedison.
SunEdison has hired Rothschild Inc. and McKinsey Recovery & Transformation Services U.S., LLC as advisors in connection with the Company's restructuring. Skadden, Arps, Slate, Meagher & Flom LLP is acting as its legal advisor.
Note for Global Editors: About Chapter 11
SunEdison has filed its restructuring under chapter 11 of the U.S. Bankruptcy Code. A bankruptcy filing under chapter 11 (a chapter of title 11 of the United States Code) permits SunEdison's reorganization under court supervision while the Company continues to operate in the ordinary course, consistent with the agreement reached with its debtor-in-possession lenders, in order to maximize value for all stakeholders.  SunEdison's management will remain in control of its day-to-day business operations and its assets will be subject to the court's jurisdiction.
About SunEdison
SunEdison develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. The company is one of the leading renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices around the world.
Forward-Looking Statements
This press release contains forward-looking statements with respect to our Chapter 11 filing and related matters. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. Important factors that could cause our actual results to differ materially from those anticipated in the forward-looking statements include, among other things: (i) the ability of SunEdison to develop, prosecute, confirm and consummate the Chapter 11 plan of reorganization; (ii) the potential adverse effect of the Chapter 11 filing on SunEdison's liquidity and operations and the risks associated with operating businesses under Chapter 11 protection; (iii) the ability of SunEdison to comply with the terms of the DIP financing facility; (iv) SunEdison's ability to obtain additional financing; (v) SunEdison's ability to retain key management and employees, (vi) customer response to the Chapter 11 filing; and (vii) the risk factors or uncertainties listed from time to time in SunEdison's filings with the Securities and Exchange Commission and with the U.S. Bankruptcy Court in connection with the company's Chapter 11 filing. Other factors and assumptions not identified above are also relevant to the forward-looking statements, and if they prove incorrect, could also cause actual results to differ materially from those projected.
Forward-looking statements speak only as of the date of this release. We undertake no obligation to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based.
Logo - http://photos.prnewswire.com/prnh/20150203/173064LOGO
SOURCE SunEdison, Inc.

Article Date
4/21/2016
Close
3/4/2016 - SunEdison and TerraForm Power Announce Settlement and Termination of Latin America Power Acquisition
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SunEdison and TerraForm Power Announce Settlement and Termination of Latin America Power Acquisition
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo. and BETHESDA, Md., March 4, 2016 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE), the largest global renewable energy development company, its holding company SunEdison Holdings Corporation, and TerraForm Power, Inc. (Nasdaq: TERP), an owner and operator of clean energy power plants, today announced that they have entered into a settlement agreement with the shareholders of Latin America Power Holding, BV, that resolves all of the disputes among the parties regarding the termination of the acquisition of Latin America Power by SunEdison.
The parties have resolved the case on mutually acceptable terms. The parties have agreed that the arbitration proceeding between the parties will be terminated upon final payment, the related action filed in New York state court will be dismissed without prejudice and the temporary restraining order issued in that action will be vacated immediately. The parties have agreed that the acquisition of Latin America Power by SunEdison will not be completed.
The financial terms of the settlement include total payment of $28.5 million to be made by SunEdison, Inc. and/or SunEdison Holdings Corporation. The settlement imposes no payment obligations on TerraForm Power. None of the parties has admitted to any wrongdoing or liability with respect to the claims asserted in the arbitration and New York state court action, and the parties have granted each other full releases subject to the fulfillment of SunEdison's payment obligations under the settlement agreement.
About SunEdison
SunEdison is the largest global renewable energy development company and is transforming the way energy is generated, distributed, and owned around the world. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world's largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison's common stock is listed on the New York Stock Exchange under the symbol "SUNE." To learn more visit www.sunedison.com.
About TerraForm Power
TerraForm Power is a renewable energy leader that is changing how energy is generated, distributed and owned. TerraForm Power creates value for its investors by owning and operating clean energy power plants. For more information about TerraForm Power, please visit: www.terraformpower.com.
SOURCE SunEdison, Inc.

Article Date
3/4/2016
Close
1/19/2016 - SunEdison Closes On Second Phase Of Dominion Transaction, Terra Nova Acquires 33 Percent Stake In 567 Megawatt DC Solar Portfolio
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SunEdison Closes On Second Phase Of Dominion Transaction, Terra Nova Acquires 33 Percent Stake In 567 Megawatt DC Solar Portfolio
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., Jan. 19, 2016 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE), the largest global renewable energy development company, today announced that it has completed the second phase of its transaction to acquire a 33 percent ownership interest in a 567 megawatt DC solar portfolio from Dominion (NYSE: D).
SunEdison acquired a 33 percent interest in the remaining 231 megawatt portion of Dominion's 567 megawatt portfolio of solar power plants for $117 million.
At the same time, Terra Nova Renewable Partners, the strategic equity partnership formed between SunEdison and institutional investors advised by J.P. Morgan Asset Management – Global Real Assets, acquired SunEdison's interest in the transaction from SunEdison for the same price. Terra Nova now owns the 33 percent interest in Dominion's 567 megawatt DC portfolio of solar power plants acquired through the consummation of both phases of the transaction.
Terra Nova, through an indirect subsidiary, has the option to buy the remaining 67 percent of the portfolio when certain trigger events occur. This completes the two phases of the Dominion transaction announced in September 2015.
SunEdison has the option to repurchase the projects from the partnership for a period of five years and may assign TerraForm Power, Inc. (Nasdaq: TERP), a global owner and operator of clean energy power plants, call rights to the projects should they be repurchased. Any projects not repurchased by SunEdison would continue to be owned by the partnership.
"We are pleased that the Terra Nova partnership has invested in Dominion's diverse, domestic portfolio of solar assets," said Brian Wuebbels, SunEdison's chief financial officer. "With Terra Nova acquiring the assets, we retain an option to acquire high quality contracted cash flows in the future."
The 567 megawatt solar portfolio consists of 24 projects which are located in Indiana, Georgia, Connecticut, California, Tennessee, and Utah. This second phase of the transaction is for nine of those projects. The solar portfolio's total power output has been contracted with industry leading utilities and power offtakers and has a weighted remaining contract term of 19.8 years.
 
Asset	Megawatt Capacity (DC)	Status
Pavant	62.3	Under construction
Cottonwood Carport	1.1	Operating
Cottonwood Corcoran	14.7	Operating
Cottonwood Goose Lake	16.9	Operating
Richland	33.7	Under construction
Alamo	23.7	Operating
Maricopa West	28.2	Under construction
Catalina 2	24.3	Under construction
Imperial Valley	25.9	Operating
 
The Terra Nova partnership was announced during September 2015. Under the partnership commitment, J.P. Morgan Asset Management's clients are expected to provide equity to purchase renewable energy projects developed or purchased by SunEdison.  Remaining project costs are expected to be funded with a combination of limited recourse commercial bank debt and/or tax equity.   
KeyBanc Capital Markets and Santander Bank served as advisors to SunEdison. CohnReznick Capital Markets served as financial advisor and Milbank, Tweed, Hadley & McCloy LLP served as legal advisor to J.P. Morgan Asset Management.
About SunEdison
SunEdison is the largest global renewable energy development company and is transforming the way energy is generated, distributed, and owned around the world. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world's largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison's common stock is listed on the New York Stock Exchange under the symbol "SUNE." To learn more visit www.sunedison.com.
About J.P. Morgan Asset Management – Global Real Assets
J.P. Morgan Asset Management – Global Real Assets has more than $87 billion in assets under management and more than 400 professionals in the U.S., Europe and Asia Pacific, as of September 30, 2015. With a 45-year history of successful investing, J.P. Morgan Asset Management – Global Real Assets' broad capabilities provide many of the world's most sophisticated investors with a global platform of real estate, infrastructure and transportation strategies driven by local investment talent with disciplined investment processes consistently implemented across asset types and regions. The Global Real Assets team is part of J.P. Morgan Asset Management's Alternatives Investments business, which collectively manages over $120 billion in client assets across real assets, hedge funds, credit and private equity. For more information: jpmorgan.com/institutional/global_real_assets
Forward Looking Statements
This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks, and uncertainties and typically include words or variations of words such as "anticipate," "believe," "intend," "plan," "predict," "outlook," "objective," "forecast," "target," "continue," "will," or "may" or other comparable terms and phrases. All statements that address operating performance, events, or developments that SunEdison expects or anticipates will occur in the future are forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, a variety of economic, competitive, and regulatory factors, many of which are beyond SunEdison's control and are described in SunEdison's Form 10-K for the fiscal year ended December 31, 2014, as well as additional factors it may describe from time to time in other filings with the Securities and Exchange Commission. Forward-looking statements provide SunEdison's current expectations or predictions of future conditions, events, or results and speak only as of the date they are made, but SunEdison can give no assurance that these expectations and assumptions will prove to have been correct and actual results may vary materially.  SunEdison disclaims any obligation to update or revise any forward-looking statement, except as required by law.
Logo - http://photos.prnewswire.com/prnh/20150203/173064LOGO
 
SOURCE SunEdison, Inc.

Article Date
1/19/2016
Close
12/30/2015 - SunEdison Announces Agreement to Extinguish $336 Million of 2020 Exchangeable Notes
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SunEdison Announces Agreement to Extinguish $336 Million of 2020 Exchangeable Notes
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., Dec. 30, 2015 /PRNewswire/ -- SunEdison, Inc.  (the "Company") (NYSE: SUNE) announced today that its wholly-owned subsidiary, Seller Note, LLC, entered into an agreement to extinguish all of its outstanding $336 million aggregate principal amount of 3.75% Guaranteed Exchangeable Senior Secured Notes due 2020 (the "Exchangeable Notes").  In return for extinguishing the Exchangeable Notes,  noteholders will receive consideration in the form of SunEdison's membership equity interest in certain under development renewable energy assets as well as a specified number of Class A shares of TerraForm Power, Inc. (NASDAQ: TERP) currently utilized by the Company to secure the Exchangeable Notes.  Approximately $121 million of the Exchangeable Notes will be extinguished shortly following the signing of the agreement, with the remainder to be extinguished upon the transfer of the relevant projects. 
"We are very pleased to reach an agreement with the holders of the Exchangeable Notes to extinguish the debt." said Brian Wuebbels, SunEdison's chief financial officer. "We believe this was a mutually beneficial solution to deleverage our balance sheet by selling our under development assets as well as the Company's shares of TerraForm Power."
Terms of the Transactions
The Company intends to file a Current Report on Form 8-K that provides additional details on the transaction.
About SunEdison
SunEdison is the largest global renewable energy development company and is transforming the way energy is generated, distributed, and owned around the world. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world's largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison's common stock is listed on the New York Stock Exchange under the symbol "SUNE." To learn more visit www.sunedison.com.
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks, and uncertainties and typically include words or variations of words such as "anticipate," "believe," "intend," "plan," "predict," "outlook," "objective," "forecast," "target," "continue," "will," or "may" or other comparable terms and phrases. All statements that address operating performance, events, or developments that SunEdison expects or anticipates will occur in the future are forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, a variety of economic, competitive, and regulatory factors, many of which are beyond SunEdison's control and are described in SunEdison's Form 10-K for the fiscal year ended December 31, 2014, as well as additional factors it may describe from time to time in other filings with the Securities and Exchange Commission. Forward-looking statements provide SunEdison's current expectations or predictions of future conditions, events, or results and speak only as of the date they are made, but SunEdison can give no assurance that these expectations and assumptions will prove to have been correct and actual results may vary materially.  SunEdison disclaims any obligation to update or revise any forward-looking statement, except as required by law.
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SOURCE SunEdison, Inc.

Article Date
12/30/2015
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12/30/2015 - Terra Nova Renewable Partners, A Partnership Between SunEdison And Clients Advised By J.P. Morgan Asset Management - Global Real Assets, Buys 33 Percent Stake in 336 Megawatt DC Solar Portfolio from Dominion
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Terra Nova Renewable Partners, A Partnership Between SunEdison And Clients Advised By J.P. Morgan Asset Management - Global Real Assets, Buys 33 Percent Stake in 336 Megawatt DC Solar Portfolio from Dominion
Source: PR Newswire
Orignial Article: http://www.prnewswire.com...
MARYLAND HEIGHTS, Mo., Dec. 30, 2015 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE), the largest global renewable energy development company, today announced that it has acquired a 33 percent ownership interest in a 336 megawatt DC portfolio of operating solar power plants from Dominion (NYSE:D) for an equity purchase price of $180 million plus a working capital adjustment. Terra Nova Renewable Partners, the strategic equity partnership formed between SunEdison and institutional investors advised by J.P. Morgan Asset Management – Global Real Assets, simultaneously acquired SunEdison's interest in the transaction.
This acquisition is the first of two phases of a deal announced in September of 2015. The entire solar portfolio consists of 24 projects, with a total capacity of 567 megawatts DC, located in Indiana, Georgia, Connecticut, California, Tennessee, and Utah. This first phase of the transaction is for 15 projects that generate 336 megawatts DC, and the second acquisition is for the remainder of the aggregate 567-megawatt DC portfolio. The second phase of the transaction is expected to close in early 2016.
The solar portfolio's power output has been contracted with industry leading utilities and power offtakers with a weighted remaining contract term of 19.8 years. The partnership, through an indirect subsidiary, has the option to buy the remaining 67 percent of the portfolio upon the occurrence of certain triggering events.
Asset	Megawatt Capacity (DC)	Development Status
Indy Solar I	13.9	Operating
Indy Solar II	13.9	Operating
Indy Solar III	11.9	Operating
Azalea	9.7	Operating
Somers	7.4	Operating
Camelot	59.1	Operating
CID	27.2	Operating
Kansas	27.1	Operating
Kent South	26.3	Operating
Old River One	26.8	Operating
West Antelope Solar Park	28.4	Operating
Adams East	24.9	Operating
Mulberry	20	Operating
Selmer	20	Operating
Columbia Two	19.4	Operating
The strategic partnership was announced in September of 2015. Under the partnership commitment, J.P. Morgan's clients are expected to provide equity to purchase renewable energy projects developed or purchased by SunEdison. Remaining project costs are expected to be funded with a combination of limited-recourse commercial bank debt and tax equity.
SunEdison has the option to repurchase the projects from the partnership for a period of five years and may assign TerraForm Power, Inc (Nasdaq: TERP), a global owner and operator of clean energy power plants, call rights to the projects should they be repurchased.  Any projects not repurchased by SunEdison would continue to be owned by the partnership.
To date, SunEdison has sold or otherwise transferred 633 megawatts AC of wind assets and 336 megawatts DC of solar assets to the partnership.
About SunEdison
SunEdison is the largest global renewable energy development company and is transforming the way energy is generated, distributed, and owned around the world. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world's largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison's common stock is listed on the New York Stock Exchange under the symbol "SUNE." To learn more visit www.sunedison.com.
About J.P. Morgan Asset Management – Global Real Assets
J.P. Morgan Asset Management – Global Real Assets has more than $87 billion in assets under management and more than 400 professionals in the U.S., Europe and Asia Pacific, as of September 30, 2015. With a 45-year history of successful investing, J.P. Morgan Asset Management – Global Real Assets' broad capabilities provide many of the world's most sophisticated investors with a global platform of real estate, infrastructure and transportation strategies driven by local investment talent with disciplined investment processes consistently implemented across asset types and regions. The Global Real Assets team is part of J.P. Morgan Asset Management's Alternatives Investments business, which collectively manages over $120 billion in client assets across real assets, hedge funds, credit and private equity. For more information: www.jpmorgan.com/institutional/global_real_assets
Forward Looking Statements
This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks, and uncertainties and typically include words or variations of words such as "expect," "anticipate," "believe," "intend," "plan," "seek," "estimate," "predict," "project," "goal," "guidance," "outlook," "objective," "forecast," "target," "potential," "continue," "would," "will," "should," "could," or "may" or other comparable terms and phrases. All statements that address operating performance, events, or developments that SunEdison or TerraForm Power expects or anticipates will occur in the future are forward-looking statements. They may include estimates of adjusted EBITDA, expected cash available for distribution (CAFD), earnings, revenues, capital expenditures, liquidity, capital structure, future growth, and other financial performance items (including future dividends per share), descriptions of management's plans or objectives for future operations, products, or services, or descriptions of assumptions underlying any of the above. Forward-looking statements provide SunEdison's and TerraForm Power's current expectations or predictions of future conditions, events, or results and speak only as of the date they are made.  Although SunEdison and TerraForm Power believe their expectations and assumptions are reasonable, they can give no assurance that these expectations and assumptions will prove to have been correct and actual results may vary materially.
By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, delays or unexpected costs during the completion of projects under construction; regulatory requirements and incentives for production of renewable power; operating and financial restrictions under agreements governing indebtedness; the condition of capital markets and our ability to borrow additional funds and access capital markets; the impact of foreign exchange rate fluctuations; the ability to compete against traditional and renewable energy companies; challenges inherent in constructing and maintaining renewable energy projects; the success of ongoing research and development efforts; the ability to successfully integrate the businesses of acquired companies and realize the benefits of such acquisitions; TerraForm Power's ability to identify, evaluate, consummate and integrate projects it acquires from third parties; risks inherent in offtake agreements; and hazards customary to the power production industry and power generation operations, such as unusual weather conditions and outages. Furthermore, any dividends are subject to available capital, market conditions, and compliance with associated laws and regulations. Many of these factors are beyond SunEdison's and TerraForm Power's control. 
SunEdison and TerraForm Power disclaim any obligation to update or revise any forward-looking statement to reflect changes in underlying assumptions, factors, or expectations, new information, data, or methods, future events, or other changes, except as required by law. The foregoing list of factors that might cause results to differ materially from those contemplated in the forward-looking statements should be considered in connection with information regarding risks and uncertainties which are described in SunEdison's and TerraForm Power's Forms 10-K for the fiscal year ended December 31, 2014, as well as additional factors they may describe from time to time in other filings with the Securities and Exchange Commission. You should understand that it is not possible to predict or identify all such factors and, consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.
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SOURCE SunEdison, Inc.

Article Date
12/30/2015
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