UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported): May 6, 2015 (May 1, 2015)
 ______________________________________________________________
TERRAFORM POWER, INC.
(Exact name of registrant as specified in its charter)
 ______________________________________________________________

001-36542
(Commission File Number)
Delaware
 
46-4780940
(State or other jurisdiction of
incorporation or organization)
 
(I. R. S. Employer
Identification No.)
 
 
 
7550 Wisconsin Avenue, 9th Floor
Bethesda, Maryland 20814
(Address of principal executive offices, including zip code)

(240) 762-7700
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provision (see General Instruction A.2 below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 1.01 Entry into a Material Definitive Agreement.

Second Amendment to Amended and Restated Limited Liability Company Agreement of TerraForm Power LLC

On May 1, 2015, TerraForm Power, Inc. (the “Company”) entered into the second amendment to the Amended and Restated Limited Liability Company Operating Agreement (the "Operating Agreement") of TerraForm Power, LLC (“Terra LLC”), a Delaware limited liability company of which the Company is the sole managing member. The purpose of the amendment was to correct certain typographical errors contained in the Operating Agreement.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 8.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.

Item 8.01 Other Events.

Additional Revolving Credit Commitments
On May 1, 2015, TerraForm Power Operating, LLC (“Borrower”), TerraForm Power, LLC and certain subsidiaries of the Borrower entered into a Joinder Agreement with JPMorgan Chase Bank, N.A. and Santander Bank, N.A., as new revolving loan lenders, Barclays Bank PLC, as Administrative Agent and Swing Line Lender, and Bank of America, N.A., Citibank, N.A., and KeyBank National Association, in their capacities as LC Issuing Banks, pursuant to which the Borrower obtained an aggregate of $100 million in new revolving commitments from JPMorgan Chase Bank, N.A. and Santander Bank, N.A. (the “New Revolving Commitments”) under and pursuant to its existing credit facility entered into as of January 28, 2015 (the “Revolving Credit Facility”). The Revolving Credit Facility, after giving effect to the New Revolving Commitments, consists of a revolving credit facility in an aggregate amount of at least $650.0 million (available for revolving loans and letters of credit). The Revolving Credit Facility permits the Borrower to further increase commitments to up to $725.0 million in the aggregate. The provisions of the existing Revolving Credit Facility apply the New Revolving Commitments. The foregoing summary of the New Revolving Commitments is qualified in its entirety by reference to the Joinder Agreement, a copy of which is attached hereto as Exhibit 10.1, and incorporated by reference herein. Certain of the lenders under the Revolving Credit Facility and their affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings in the ordinary course of business with TerraForm Power or TerraForm Power's affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits
Exhibit Number
Description
4.1
Second Amendment, dated as of May 1, 2015, to the Amended and Restated Operating Agreement of Terra LLC.
10.1
Joinder Agreement, dated as of May 1, 2015, by and among JPMorgan Chase Bank, N.A., Santander Bank, N.A., TerraForm Power Operating, LLC ("Borrower"), TerraForm Power, LLC, Certain Subsidairies of Borrower, Barclays Bank PLC, Bank of America, N.A., Citibank, N.A. and Keybank National Association.
99.1
Press release of TerraForm Power, Inc., dated May 4, 2015, announcing additional Revolving Credit Facility commitments.
 





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
TerraForm Power, Inc.
 
 
 
 
 
By:
/s/ Sebastian Deschler
 
 
 
Sebastian Deschler
 
 
Senior Vice President, General Counsel and Secretary
 
 
 
 
Dated: May 6, 2015
 
 






Exhibit Index
 
Exhibit Number
Description
4.1
Second Amendment, dated as of May 1, 2015, to the Amended and Restated Operating Agreement of Terra LLC.

10.1
Joinder Agreement, dated as of May 1, 2015, by and among JPMorgan Chase Bank, N.A., Santander Bank, N.A., TerraForm Power Operating, LLC ("Borrower"), TerraForm Power, LLC, Certain Subsidairies of Borrower, Barclays Bank PLC, Bank of America, N.A., Citibank, N.A. and Keybank National Association.

99.1
Press release of TerraForm Power, Inc., dated May 4, 2015, announcing additional Revolving Credit Facility commitments.





Exhibit 4.1

SECOND AMENDMENT
TO
AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT
TERRAFORM POWER, LLC
This Second Amendment (this " Amendment ") to the Amended and Restated Limited Liability Company Operating Agreement of TerraForm Power, LLC (the " Company "), dated as of July 23, 2014, and associated Adoption Agreement, dated July 23, 2014 (as amended, the " LLC Agreement "), is entered into as of May 1, 2015 (the " Amendment Date ") by TerraForm Power, Inc., a Delaware corporation and sole managing member of the Company (the " Managing Member "). Initially capitalized terms used herein and not otherwise defined shall have the meanings set forth in the LLC Agreement.
RECITAL
WHEREAS , the Managing Member desires to amend the LLC Agreement to cure certain ambiguities, mistakes, defects or inconsistencies in the LLC Agreement;
WHEREAS , pursuant to Section 9.4 of the LLC Agreement, the Managing Member may, without the written consent of any other Member or any other Person, so amend the LLC Agreement;
WHEREAS , pursuant to Section 9.4 of the LLC Agreement, without further action or execution on the part of any other Member or other Person, this Amendment may be executed solely by the Managing Member and the other Members shall be deemed a party to and bound by this Amendment as of the date of hereof;
WHEREAS , the ratio calculation in the Distribution Forbearance Provisions of the Prospectus for the Company’s initial public offering, dated July 17, 2014, provides as follows: “(i) the As Delivered CAFD (as defined [therein]) with respect to the Contributed Construction Projects and any substitute projects contributed by our Sponsor to Terra LLC in the event any of the identified projects fails to achieve COD, or the “Completed CAFD Contribution Amount” to (ii) a CAFD threshold of $38.84 million, or the “CAFD Forbearance Threshold,” which [was as of the date of the Prospectus] anticipated to be generated by the Contributed Construction Projects”.

AMENDMENT
NOW THEREFORE , the Managing Member hereby amends the LLC Agreement as follows:
1.
Definition of "CAFD Forbearance Threshold ". The definition of "CAFD Forbearance Threshold" in the LLC Agreement is replaced in its entirety with the following:
"" CAFD Forbearance Threshold " means $38,840,000."



2.
Section 4.1(c) . Section 4.1(c) in the LLC Agreement is replaced in its entirety with the following:
"(c) Distribution Forbearance . Notwithstanding the foregoing, during the Distribution Forbearance Period, distributions to the Class B Members shall be limited as follows:
(i) the Class B Members will not, under any circumstances, be entitled to receive any distributions with respect to the third and fourth Quarter of 2014 ( i.e ., distributions declared on or prior to March 31, 2015); and
(ii) thereafter, when any distribution is made to the Class A Members and Class B1 Members with respect to a specific Quarter, the Class B Members will be entitled to receive, on a per Unit basis, an amount equal to the product of:
(A) the per Unit amount of the distribution to the Class A Members and Class B1 Members, multiplied by
(B) the Completed CAFD Contribution Amount, divided by the CAFD Forbearance Threshold.
Any distributions forgone by the Class B Members pursuant to this Section 4.1(c) will not be distributed to the other Members and will not constitute an arrearage on the Class B Units. After the date on which the Distribution Forbearance Period ends, distributions will be made to the Class B Members in accordance with Section 4.1(a) and Section 4.1(b) above."
3.
Benefit of Agreement . This Amendment is solely for the benefit of the Members, and no other Person shall have any rights under, or because of the existence of, this Amendment.
4.
Governing Law . This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware without regard to conflict of laws principles.
5.
Captions . The headings of the several sections and subsections of this Amendment are inserted for convenience only and shall not in any way affect the meaning or construction of any provision of this Amendment.
6.
Reference to the LLC Agreement . Any and all notices, requests, certificates and other documents or instruments executed and delivered concurrently with or after the execution and delivery of this Amendment may refer to the LLC Agreement without making specific reference to this Amendment, but all such references shall be deemed to include this Amendment, unless the context shall otherwise require.
7.
Effectiveness of the LLC Agreement . Except as expressly provided herein, nothing in this Amendment shall be deemed to waive or modify any of the provisions of the LLC Agreement. In the event of any conflict between the LLC Agreement and this Amendment, this Amendment shall prevail.
8.
Counterparts . This Amendment may be executed in counterparts, each of which shall be deemed to be an original, but all of which shall together constitute one and the same instrument. Any counterpart may be delivered by facsimile transmission or by electronic communication in portable document format (.pdf).




IN WITNESS WHEREOF, the Managing Member has executed this Amendment, effective as of the date first written above.
TerraForm Power, Inc.
By: /s/ Sebastian Deschler    
Name: Sebastian Deschler
Title: Senior Vice President & General Counsel



Exhibit 10.1
JOINDER AGREEMENT
THIS JOINDER AGREEMENT , dated as of May 1, 2015 (this “ Agreement ”), by and among JPMORGAN CHASE BANK, N.A. (“ JPMorgan ”) and SANTANDER BANK, N.A. (“ Santander ”, and each of JPMorgan and Santander, a “ New Revolving Loan Lender ” and collectively the “ New Revolving Loan Lenders ”), TERRAFORM POWER OPERATING, LLC , a Delaware limited liability company (“ Borrower ”), TERRAFORM POWER, LLC , a Delaware limited liability company (“ Holdings ”), and CERTAIN SUBSIDIARIES OF BORROWER , as Guarantors, BARCLAYS BANK PLC , as Administrative Agent and Swing Line Lender, and BANK OF AMERICA, N.A., CITIBANK, N.A. and KEYBANK NATIONAL ASSOCIATION in their respective capacities as Issuing Banks.
RECITALS:
WHEREAS, reference is hereby made to the Credit and Guaranty Agreement, dated as of January 28, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, the “ Credit Agreement ”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among Borrower, the Lenders party thereto from time to time, BARCLAYS BANK PLC , as Administrative Agent and as Collateral Agent, and the other Persons party thereto; and
WHEREAS, subject to the terms and conditions of the Credit Agreement, Borrower may increase the existing Revolving Commitments by entering into one or more Joinder Agreements with the New Revolving Loan Lenders.
NOW, THEREFORE, in consideration of the premises and agreements, provisions and covenants herein contained, the parties hereto agree as follows:
1.
Approval of Credit Documents .    Each New Revolving Loan Lender (i) confirms that it has received a copy of the Credit Agreement and the other Credit Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and it is sophisticated with respect to decisions to make loans similar to those contemplated to be made hereunder and it is experienced in making loans of such type; (ii) agrees that it will, independently and without reliance upon Administrative Agent or any other Lender or Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; (iii) appoints and authorizes Administrative Agent and Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Credit Documents as are delegated to Administrative Agent and Collateral Agent, as the case may be, by the terms thereof, together with such powers as are reasonably incidental thereto; and (iv) agrees that it is a Lender under the Credit Agreement and will perform in accordance with its




terms all of the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender.
2.
Commitment .        Each New Revolving Loan Lender hereby severally agrees to commit to provide its respective New Revolving Loan Commitment as set forth on Schedule A annexed hereto, on the terms and subject to the conditions set forth below, on May 1, 2015.
3.
Fees .      Borrower agrees to pay JPMorgan Chase Bank, N.A. a non-refundable closing fee in an amount equal to $1,031,250.00 on May 1, 2015. For the avoidance of doubt, Santander Bank, N.A. shall not be entitled to a closing fee.
4.
New Lenders . Each New Revolving Loan Lender acknowledges and agrees that upon its execution of this Agreement that such New Revolving Loan Lender shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Credit Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender thereunder.
5.
Titles and Roles . Borrower hereby appoints JPMorgan as a Bookrunner in accordance with the terms of the Credit Agreement and the other Credit Documents. Borrower hereby appoints Santander as a Documentation Agent in accordance with the terms of the Credit Agreement and the other Credit Documents. Borrower hereby agrees each of JPMorgan and Santander constitutes an Agent under the Credit Agreement and the other Credit Documents and shall have all rights, but no obligations, corresponding to such roles, including the rights set forth in Section 9.3 of the Credit Agreement.
6.
Credit Agreement Governs . This Agreement is a Credit Document. Loans under the New Revolving Loan Commitments hereunder are “New Revolving Loans” made pursuant to (and as defined in) Section 2.24 of the Credit Agreement and, pursuant to Section 2.24 of the Credit Agreement, the terms and provisions of the New Revolving Loans shall be identical to the Revolving Loans. All obligations in respect of the New Revolving Loan Commitments and the New Revolving Loans are and shall be “Obligations” pursuant to and as defined in the Credit Agreement, and are and shall be secured pursuant to the Collateral Documents.
7.
Borrower’s Certifications . By its execution of this Agreement, the undersigned officer and Borrower hereby certify that:
a.
The representations and warranties contained in the Credit Agreement and the other Credit Documents are true and correct in all material respects on and as of the date hereof to the same extent as though made on and as of the date hereof, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties were true and correct in all material respects on and as of such earlier date; provided that, in each case, such materiality qualifier shall not






be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof;
b.
No event has occurred and is continuing or would result from the consummation of the borrowing contemplated hereby that would constitute a Default or an Event of Default; and
c.
Borrower has performed in all material respects all agreements and satisfied all conditions which Section 2.24 of the Credit Agreement provides shall be performed or satisfied by it on or before the date hereof.
8.
Borrower Covenants . By its execution of this Agreement, Borrower hereby covenants that:
a.
Borrower shall make any payments required pursuant to Section 2.18(c) of the Credit Agreement in connection with the New Revolving Loan Commitments; and
b.
Borrower shall deliver or cause to be delivered any legal opinions and other documents reasonably requested by Administrative Agent in connection with this Agreement.
9.
Conditions to Effectiveness . The effectiveness of this Agreement is subject to the satisfaction of the conditions set forth on Schedule B annexed hereto.
10.
Eligible Assignee . By its execution of this Agreement:
a.
each New Revolving Loan Lender represents and warrants that it is an Eligible Assignee; and
b.
the Swing Line Lender and each Issuing Bank confirms and approves each New Revolving Loan Lender as an Eligible Assignee.
11.
Notice . For purposes of the Credit Agreement, the initial notice address of each New Revolving Loan Lender shall be as set forth below its signature below.
12.
Non-US Lenders . For each New Revolving Loan Lender that is a Non-US Lender, delivered herewith to Administrative Agent are such forms, certificates or other evidence with respect to United States federal income tax withholding matters as such New Revolving Loan Lender may be required to deliver to Administrative Agent pursuant to Section 2.20(c) of the Credit Agreement.
13.
Recordation of the New Loans . Upon execution and delivery hereof, Administrative Agent will record the New Revolving Loans made by New Revolving Loan Lenders, if any, in the Register.






14.
Amendment, Modification and Waiver. This Agreement may not be amended, modified or waived except by an instrument or instruments in writing signed and delivered on behalf of each of the parties hereto.
15.
Entire Agreement . This Agreement, the Credit Agreement and the other Credit Documents constitute the entire agreement among the parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and verbal, among the parties or any of them with respect to the subject matter hereof.
16.
GOVERNING LAW. THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF AND ANY DETERMINATIONS WITH RESPECT TO POST-JUDGMENT INTEREST) SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES THEREOF THAT WOULD RESULT IN THE APPLICATION OF ANY LAW OTHER THAN THE LAW OF THE STATE OF NEW YORK .
17.
Severability . In case any provision in or obligation hereunder or under any other Credit Document shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby.
18.
Counterparts . This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument.
[ Remainder of page intentionally left blank ]






IN WITNESS WHEREOF , each of the undersigned has caused its duly authorized officer to execute and deliver this Joinder Agreement as of May 1, 2015.
JPMORGAN CHASE BANK, N.A. , as a New Revolving Loan Lender
By: /s/ Bridget Killackey
Name: Bridget Killackey
Title: Vice President







SANTANDER BANK, N.A. , as a New Revolving Loan Lender
By: /s/ Jorge Camina
Name: Jorge Camina
Title: Managing Director

By: /s/ Nuno Andrade
Name: Nuno Andrade
Title: Executive Director






TERRAFORM POWER, LLC
By: /s/ Alejandro Hernandez
Name: Alejandro Hernandez
Title: Executive Vice President and Chief Financial Officer


TERRAFORM POWER OPERATING, LLC

By: TERRAFORM POWER, LLC,
its Sole Member and Sole Manager


By: /s/ Alejandro Hernandez
Name: Alejandro Hernandez
Title: Executive Vice President and Chief Financial Officer















SUNEDISON YIELDCO CHILE HOLDCO, LLC
SUNEDISON YIELDCO UK HOLDCO 2, LLC
SUNEDISON YIELDCO UK HOLDCO 3, LLC
SUNEDISON YIELDCO UK HOLDCO 4, LLC
SUNEDISON YIELDCO NELLIS HOLDCO, LLC
SUNEDISON CANADA YIELDCO, LLC
SUNEDISON YIELDCO DG-VIII HOLDINGS, LLC
SUNEDISON YIELDCO DG HOLDINGS, LLC
SUNEDISON YIELDCO REGULUS HOLDINGS, LLC
SUNEDISON YIELDCO ACQ1, LLC
SUNEDISON YIELDCO ACQ2, LLC
SUNEDISON YIELDCO ACQ3, LLC
SUNEDISON YIELDCO ACQ4, LLC
SUNEDISON YIELDCO ACQ5, LLC
SUNEDISON YIELDCO ACQ6, LLC
SUNEDISON YIELDCO ACQ7, LLC
SUNEDISON YIELDCO ACQ8, LLC
SUNEDISON YIELDCO ACQ9, LLC
SUNEDISON YIELDCO, DGS HOLDINGS, LLC
SUNEDISON YIELDCO, ENFINITY HOLDINGS, LLC
TERRAFORM POWER IVS I HOLDINGS, LLC
TERRAFORM REC ACQ HOLDINGS, LLC
TERRAFORM SOLAR HOLDINGS, LLC
TERRAFORM LPT ACQ HOLDINGS, LLC
TERRAFORM UK1 ACQ HOLDINGS, LLC
TERRAFORM CD ACQ HOLDINGS, LLC
TERRAFORM SOLAR XVII ACQ
HOLDINGS, LLC

TERRAFORM FIRST WIND ACQ, LLC

By: TERRAFORM POWER OPERATING, LLC, its Sole Member and Sole Manager

By: TERRAFORM POWER, LLC,
its Sole Member and Sole Manager


By: /s/ Alejandro Hernandez
Name: Alejandro Hernandez
Title: Executive Vice President and Chief Financial Officer








Consented to by:
BARCLAYS BANK PLC,
as Administrative Agent, Swing Line Lender and an Issuing Bank
By: /s/ Ann E. Sutton
Authorized Signatory
Ann E. Sutton
Director






BANK OF AMERICA, N.A.,
as an Issuing Bank
By /s/ Sanjay Rijhwani
Authorized Signatory
Sanjay Rijhwani
Director






CITIBANK, N.A.,
as an Issuing Bank
By: /s/ Carl Cho
Authorized Signatory
Carl Cho
Vice President






KEYBANK NATIONAL ASSOCIATION,
as an Issuing Bank
By: /s/ Lisa A. Ryder
Authorized Signatory








SCHEDULE A
TO JOINDER AGREEMENT
Name of Lender
Type of Commitment
Amount
JPMorgan Chase Bank, N.A.
New Revolving Loan Commitment
$75,000,000.00
Santander Bank, N.A.
New Revolving Loan Commitment
$25,000,000.00
 
 
Total: $100,000,000.00







SCHEDULE B
TO JOINDER AGREEMENT

1.
No Event of Default or Default . No event shall have occurred and be continuing or would result from the effectiveness of this Agreement that would constitute an Event of Default or a Default.

2.
Funding Conditions . Both before and after giving effect to the New Revolving Loan Commitments each of the applicable conditions set forth in Section 3.2 of the Credit Agreement shall be satisfied.

3.
Pro Forma Compliance; Leverage Ratio . Borrower shall be in pro forma compliance with the covenants set forth in Section 6.7(a) and Section 6.7(b) of the Credit Agreement as of the last day of the most recently ended Fiscal Quarter after giving effect to the New Revolving Loan Commitments.

4.
Payments . In addition to any fees payable hereunder, the Borrower shall have made any payments required pursuant to Section 2.18(c) of the Credit Agreement in connection with the New Revolving Loan Commitments.

5.
Customary Closing Conditions . Borrower shall have delivered or caused to have been delivered any legal opinions or other documents reasonably requested by Administrative Agent in connection with this Agreement.







Exhibit 99.1
TerraForm Power Announces Increase in Revolving Credit Facility Commitments to $650 million

BETHESDA, Md., May 4, 2015 - TerraForm Power, Inc. (Nasdaq: TERP), a global owner and operator of clean energy power plants, today announced it has increased total commitments to the 5-year revolving credit facility (the “Revolver”) of its wholly-owned subsidiary TerraForm Power Operating, LLC by $100 million to $650 million in the aggregate.

The $100 million in incremental commitments was provided by JPMorgan Chase Bank, N.A. and Santander Bank, N.A. The Revolver was previously upsized to $550 million and extended to January 2020 in January 2015. The Company’s bank group now consists of ten leading financial institutions.

“We are pleased to welcome JP Morgan and Santander to our bank group, and to have further increased our revolving credit facility,” said Alex Hernandez, Executive Vice President and Chief Financial Officer of TerraForm Power. “This will further enhance TerraForm’s already strong liquidity position and give us additional financial flexibility to execute on our growth plans in the years ahead.”

About TerraForm

TerraForm is a renewable energy leader that is changing how energy is generated, distributed and owned. TerraForm creates value for its investors by owning and operating clean energy power plants. For more information about TerraForm, please visit: http://www.terraform.com.

Forward-Looking Statements

This release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including with respect to the expected CAFD contribution from the acquisitions and the expected increase in annualized CAFD, and typically can be identified by the use of words such as "expect," "estimate," "anticipate," "forecast," "intend," "project," "target," "plan," "believe" and similar terms and expressions. Forward-looking statements are based on current expectations and assumptions. Although TerraForm Power believes that 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. Factors that could cause actual results to differ materially from those set forth in the forward-looking statements include, among others: the failure of counterparties to fulfill their obligations under offtake agreements; price fluctuations, termination provisions and buyout provisions in offtake agreements; and the other risks and uncertainties included in TerraForm Power’s filings with the Securities and Exchange Commission at www.sec.gov. TerraForm Power undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Contact information





Media:
Bruce Dunbar
Finsbury for TerraForm Power
bruce.dunbar@finsbury.com
+1 (646) 805-2070

Investors/Analysts:
Brett Prior
TerraForm Power
bprior@terraform.com
+1 (650) 889-8628