December 30 (SeeNews) - In exchange for the extinguishment of USD 336 million (EUR 307.6m) of debt, SunEdison Inc (NYSE:SUNE) has agreed to transfer certain green energy projects under development and shares in its first yieldco to DE Shaw group, Madison Dearborn Capital Partners IV LP and Northwestern University.
Under a deal signed on December 29, about USD 336 million aggregate principal amount of 3.75% guaranteed exchangeable senior secured notes due 2020 will be extinguished.
The first portion of notes to be cancelled amounts to USD 121 million. In return, DE Shaw and the other two buyers will get 12.16 million shares in TerraForm Power (NASDAQ:TERP). The yieldco’s stock closed at USD 12.19 on Tuesday.
The remainder of exchangeable notes will be extinguished after the transfer of renewable energy projects under development has been concluded. That is planned to happen in two tranches with deadlines of April 1, 2016 and June 1, 2016. Details on the said projects were not revealed.
“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,” said SunEdison’s chief financial officer Brian Wuebbels.
The agreement is subject to customary closing conditions and also contains customary representations and warranties in respect of the projects being transferred and other matters.
In addition, SunEdison said it would make certain earnout payments to DE Shaw Composite Holdings LLC and Madison Dearborn between March 30, 2016 and March 30, 2017. The earnouts are related to the acquisition of First Wind Holdings LLC, which SunPower and TerraForm Poweragreed in November 2014.
(SeeNews) - Nov 18, 2014 - US solar energy firm SunEdison Inc (NYSE:SUNE) and its yieldco unit TerraForm Power Inc (NASDAQ:TERP) have agreed to buy First Wind Holdings LLC for up to USD 2.4 billion (EUR 1.9bn).
The definitive deal marks SunEdison's entry into the US wind energy market. The move will make the buyer the “leading global renewable energy development company,” it said in a press release on Monday.
SunEdison now expects to install between 2.1 GW and 2.3 GW of renewable energy capacity in 2015, as compared to 1.6 GW-1.8 GW forecast previously. Meanwhile, TerraForm lifted its 2015 cash available for distribution (CAFD) guidance for 2015 to USD 214 million from USD 156 million, while the 2015 dividend is seen at USD 1.30 per share, or 44% higher than its current dividend rate of USD 0.90 per share.
The purchase will consist of a USD-1.9-billion upfront payment plus an additional USD 510 million in earn-outs dependent on the completion of certain projects in First Wind's backlog.
The deal is subject to customary conditions and regulatory clearance and is anticipated to close in the first quarter of 2015. Following completion, SunEdison will become owner of over 1.6 GW of pipeline and backlog projects that have been added to TerraForm Power's call right project list. The schemes are scheduled for completion in 2016-2017. TerraForm will get 521 MW of contracted wind generation assets to its portfolio for an enterprise value of USD 862 million.
The acquisition, which will be backed by bridge financing, includes an additional 6.4 GW of “project development opportunities,” SunEdison said. For TerraForm, in particular, the deal is expected to be immediately accretive and fetch USD 72.5 million in unlevered CAFD to the company next year.