Wednesday, March 30, 2016

SunEdison stock plunges amid report of possible bankruptcy filing, SEC probe

SunEdison Inc., a leading solar-power company saddled with nearly $10 billion of long-term debt, is at risk of filing for bankruptcy protection, one of SunEdison’s affiliates said Tuesday.
SunEdison also reportedly is being investigated by the Securities and Exchange Commission over whether the company might have overstated to investors how much cash it had on hand in November.
In response to both developments, SunEdison’s already battered stock plunged further to less than $1 a share. The stock fell 69 cents, or 55 percent, to close at 57 cents a share Tuesday. At midday Wednesday, the price per share was 59 cents.
Last July, SunEdison was trading above $31 a share. At that point, SunEdison had a market value of $10 billion; it’s now about $400 million.
Based in Maryland Heights, Mo., SunEdison provides systems using solar power and other renewable energy. The company also has solar research and development facility in Belmont, Calif. It also developed wind farmsin Maine.
The firm has two so-called yieldcos, TerraForm Global Inc. and TerraForm Power Inc., that raise money from public investors to buy power assets from developers and sell power to utilities to generate steady dividends for those investors.
TerraForm Global, in an SEC filing Tuesday, said SunEdison’s “liquidity difficulties” mean that “there is a substantial risk that SunEdison will soon seek bankruptcy protection.”
SunEdison has yet to report its financial condition as of the end of 2015. Earlier this month, the company delayed filing its full-year results because it found “material weaknesses in its internal controls over financial reporting.”
In its most recent quarterly filing, for the three months ended Sept. 30, SunEdison reported that its long-term debt had swelled to $9.8 billion from $5.9 billion nine months earlier.
On a Nov. 10 earnings call with analysts, SunEdison said it had $1.4 billion of cash. But the SEC is looking into whether SunEdison overstated its liquidity, the Wall Street Journal reported, citing unidentified people familiar with the matter.
Those sources said much of that cash already was earmarked for project construction or debt service and thus couldn’t be accessed by SunEdison, the newspaper reported.
The SEC declined comment, and SunEdison said it was not commenting on either the reported SEC probe or the TerraForm Global filing.
Through the first nine months of 2015, SunEdison posted a loss of $919 million on sales of $1.25 billion.

The World’s Largest Green Energy Company Is Facing Bankruptcy

SunEdison, which bills itself as the world’s largest green energy company, may soon file for bankruptcy protection, according to a recent Securities and Exchange Commission filing, as the company faces “liquidity difficulties” despite getting millions in government subsidies.
An SEC filing from TerraForm Global, a unit of SunEdison, claims “due to SunEdison’s liquidity difficulties, there is a substantial risk that SunEdison will soon seek bankruptcy protection.” Both SunEdison and TerraForm are delaying the filing of their annual financial report to the SEC.
News of SunEdison’s impending bankruptcy filing comes after the company’s shares fell 95 percent in the past 12 months, with shares now trading for less than $1 for the first time since the green energy company went public in 1995. SunEdison’s market value fell from $10 billion in July 2015 to around $400 million today.
The news also comes after the SEC announced it was launching an investigation into SunEdison’s disclosures to shareholders regarding the company’s liquidity. SEC enforcement officials “are looking into whether SunEdison overstated its liquidity last fall when it told investors it had more than $1 billion in cash,”according to The Wall Street Journal.
SunEdison builds “advanced solar technology and develops, finances, installs and operates distributed solar power systems,” according to the company’s website. But this solar company has gotten millions from U.S. taxpayers.
The pro-labor union group Good Jobs First reported last year that SunEdison and its subsidiaries got nearly $650 million in subsidies and tax credits from the federal government since 2000. It was the 13th most heavily-subsidized company in America.
This includes nearly $4.6 million in subsidies from the Department of Energy and Department of Treasury. Watchdog.org reported in October 2015 that SunEdison had gotten nearly $4.6 million from the Obama administration, including funding to build semi-conductors. A SunEdison bankruptcy could leave taxpayers on the hook for more than $2 billion.
SunEdison isn’t the only green energy company to fail after getting generous taxpayer support. Abengoa, a Spanish green firm, has been in dire financial straits for months, and recently got a 7-month deadline to right its finances from a Spanish bankruptcy judge.
In total, Abengoa has gotten more than $605 million in taxpayer support, according to Good Jobs First.
The most iconic green energy failures, Solyndra and Abound Solar, cost U.S. taxpayers hundreds of millions of dollars.
Solyndra got $535 million in loan guarantees from the Obama administration, but declared bankruptcy in 2011. Abound Solar declared bankruptcy in 2012 after drawing down on $70 million of its $400 million loan guarantee from the federal government.
A Daily Caller News Foundation investigation based on internal documents and testimony from sources within Abound Solar found the company was knowingly selling a faulty, underperforming product, and may have mislead lenders at one point in order to keep itself afloat.
The company knew its panels were faulty prior to obtaining taxpayer dollars, according to sources, but kept pushing the product out the door in order to meet Department of Energy goals required for their $400 million loan guarantee.
Source


Thursday, March 24, 2016

Farmers at Adams meeting get details about proposed wind project

ADAMS — Farmers squeezed between falling milk prices, high land values and rising costs of feed and equipment gathered in the fire hall Wednesday night to hear whether they might hope for a measure of salvation in the form of wind energy lease payments.
William M. Moore, principal of Hudson Energy Development, said a wind project across Henderson, Hounsfield, Adams, Rodman, Ellisburg and Lorraine could become the largest wind-energy facility in the eastern United States if the project can clear regulatory hurdles and the court of public opinion.
He was speaking to the choir, however, as it was clear the more than 20 farmers at the get-to-know-you meeting had pretty much made up their minds that the potential gains from wind-tower leases of up to $12,000 per year per tower would go a long way toward a much rosier financial picture down on the farm.
Mr. Moore laid out a project stretching from, roughly, the Oswego County line in Ellisburg north to very near Route 12F in the town of Hounsfield. That creates a potential footprint that is more than 20 miles north to south and up to 9 miles west to east. The preliminary area map takes towers from very near the Lake Ontario shore to east of Interstate 81. While Mr. Moore didn’t know the area of the project map, he agreed it was “pretty big.”
That would be in keeping with the production goals sketched out by the developer; Mr. Moore said the project, producing 3 to 3.5 megawatts per tower, could have a 400-megawatt faceplate capacity.
The developer said that while wind values in the project area don’t match those at the top of the Tug Hill Plateau, where the Maple Ridge wind facility is located, advances in technology are allowing greater production of electricity from lower wind velocities.
Some of that, he said, comes from improvements in the generators themselves. But much of it comes from much larger blades attached to much higher towers. The result might be towers from 600 to 700 feet tall on future projects, although he did not predict a specific height for the project planned for southern Jefferson County.
There are hurdles beyond the regulatory requirements the project needs to clear. The biggest leap is the state of existing transmission capability. The Independent System Operator has identified the north country, especially in Jefferson County, as an area badly underserved in transmission capacity. The county has three 115 kilovolt lines, including one that comes out of National Grid’s outer Coffeen Street generating station.
But Mr. Moore said that the county’s barely high voltage lines are old, with towers in poor shape, and likely could not handle a 400-megawatt project.
Hudson Energy’s solution, Mr. Moore said, was a plan to help National Grid upgrade the transmission capacity, which would create a path for the project’s electricity and improve the electrical infrastructure in the county at the same time.
“This is not a great place for a wind farm because you don’t have a place to plug it in, if you will,” Mr. Moore said. “But an upgrade to the transmission lines would create a transmission solution.”
While he was unwilling to say just what Hudson Energy’s solution is, he said “You can’t build a small project and spend a lot of money upgrading the transmission system.”
In his 400-megawatt vision, Mr. Moore said towers could be spread a mile or more apart. This would create fewer turbines to pass around to more landowners, dimming the prospects for multiple lease payments for all but the largest property owners.
“An easy way to deal with that would be to create a wind zone, where everyone within the zone would share in income from the towers,” Mr. Moore suggested.
Emphasizing the total economic benefits to the region, Mr. Moore dangled $50 million a year in total project payments to the region, including leases and local tax benefits.
However, he said the project could not work without a 20-year payment-in-lieu-of-taxes agreement signed by the county, all the affected towns and all the school districts with the project boundaries.
And he said he did not know what kind of in-lieu-of payments would be arranged, saying that is a critical part of the negotiating process.
Several of the farm owners put a glass-half-full take on PILOT payments, saying that any increase would be better than the straight farmland payments the taxing districts are now receiving.
With county Legislators Patrick Jareo and Jeremiah Maxon sitting in, several speakers criticized the Legislature’s growing opposition to high-value tax abatements for wind farms. Many of the same speakers criticized the Watertown Daily Times — or as one farmer said, “the folks up on Washington Street” — for its treatment of the PILOT issue.
Mr. Moore also, in answer to a question from the floor, said that while the goal of the state’s Article 10 “one-stop permitting” for energy projects is to take permitting decisions to the state level, local opposition to the plan could present challenges.
“It gets sticky unless you have townwide and countywide support,” Mr. Moore said.
Hudson Energy will continue to assess support for the project, although it was pretty clear the group that met Wednesday night was pretty much all on board. Mr. Moore said there would be further community meetings in the future to talk about the proposal.

Tuesday, March 15, 2016

Sentencings for Dean Skelos and Sheldon Silver Are Now Set for Same Day

The two recent public corruption trials in Manhattan — of Sheldon Silver, the former State Assembly speaker, and Dean G. Skelos, the former State Senate majority leader — were notable, among other reasons, for their timing. At one point, both trials moved ahead almost in sync, in federal courthouses near each other, each drawing crowds of spectators and reporters.
Now both former politicians will be sentenced at precisely the same hour on the same day.
On Monday, Judge Kimba M. Wood of Federal District Court issued an order rescheduling Mr. Skelos’s sentencing for 10 a.m. on April 13. Another judge, Valerie E. Caproni, who presided over Mr. Silver’s trial, had already set that time and date for his sentencing. Mr. Silver, a Democrat from Manhattan, was convicted of corruption charges on Nov. 30.
A court filing shows that the new sentencing time for Mr. Skelos, a Republican from Long Island, and his son, Adam, who were convicted on corruption charges in December, came after the United States attorney’s office for the Southern District of New York wrote to Judge Wood, proposing the new date and time after saying they had consulted with the Skeloses’ lawyers.
Was there some strategic reason for the two sentencing hearings to occur at the same moment? A government official said on Monday that the timing was purely coincidental. And a federal court spokesman added: “There is no master calendar. Each judge is responsible for their own scheduling.”


Lawyers in the two cases either could not be reached for comment or declined to comment on Monday. But given the fluidity of court cases and the flurry of legal motions expected to be filed before the sentencing hearings occur, it seems quite likely that one or both of the dates will end up being moved, yet again.
Source

Thursday, December 31, 2015

DAVID TEPPER: People who think I'm betting on SunEdison 'must be high'

http://www.businessinsider.com/david-tepper-says-people-must-be-high-thinking-he-bought-sunedison-2015-10

Tepper: Believers of SunEdison rumor must be high

http://www.cnbc.com/2015/10/30/tepper-believers-of-sunedison-rumor-must-be-high.html

Rethinking The Collapse Of Wall Street Favorites Valeant And SunEdison

http://www.forbes.com/sites/antoinegara/2015/12/06/rethinking-the-collapse-of-wall-street-favorites-valeant-and-sunedison/

SunEdison kills USD 336m of debt via sale of assets, yieldco shares

http://renewables.seenews.com/news/sunedison-kills-usd-336m-of-debt-via-sale-of-assets-yieldco-shares-507395

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.
(USD 1 = EUR 0.915)

SunEdison, TerraForm to snap up First Wind in USD-2.4bn deal

http://renewables.seenews.com/news/sunedison-terraform-to-snap-up-first-wind-in-usd-2-4bn-deal-449087

(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.
(USD 1.0 = EUR 0.802)

Friday, November 20, 2015

NY’s Madison Wind Farm a cautionary tale

As it turns out, the wind-power shell game has nabbed its first municipal victim, in a big way.
The Madison Wind Farm, town of Madison, county of Madison, has told town and county officials that come Jan. 1, when its 15-year payment-in-lieu-of-tax agreement expires, it simply won’t be able to pay any more than it has over the past 15 years. That princely sum? A paltry $60,000 a year split between the school district and the town. The county generously agreed to forgo any payments, figuring it would get its reward when the PILOT was done.
Well, in a way it will. There is a good chance Madison County will end up owning seven aging, obsolete wind towers that developers have made good money on at taxpayers’ expense. If that happens, the county, yet to see a dime, might be the first decommissioners of an old wind farm in the state. I am guessing it is ill equipped to do that.
There are wind farms in California that have reached this end stage of their lives, and most of them are sitting silently in the desert, blades permanently stilled, nacelles rusting and choked with sand and towers aged out of use. Nobody is taking them down probably because, like Madison County, some slicked-back corporate con man skinned local officials right out of their shorts with promises of revenue and green power.
Revenue went to the developers, much of it in the form of production tax credits and property tax exemptions, and green power at less than 30 percent of the nameplate rating went out when the wind was blowing hard enough (while coal, gas and nuclear plants were forced to keep their turbines spinning because wind, you know, isn’t steady). It was a good deal for some, but for the people it was the Big Con.
Now, next up in New York to reach that magic old age of 20 will be Maple Ridge Wind Farm in Lewis County. That is no Madison Wind Farm. Maple Ridge is the granddaddy of the eastern half of the country, with more than a hundred windmills scattered across the Tug Hill plateau, their towers and blades visible from the town of Rutland to well below Martinsburg. And these are the short towers; the new towers are about twice as tall.
Liz Swearingen, Lewis County’s savvy county manager, understands the ramifications. Through the Maple Ridge PILOT, the municipalities, Lowville Academy and Central School, and the county have realized big payouts over the 15 or so years of the PILOT so far, and those payments will continue until 2021. She acknowledges, however, that no one knows what will happen then.
Technology has passed Maple Ridge by just as it has every wind farm built in the early part of this century. Bigger, more efficient, more reliable wind mills allow developers to generate more power with less wind and to achieve a larger percentage of their nameplate power.
And still, these wind farms are simply not viable without massive subsidies, including a singular commitment from local taxpayers. For towns and counties and school districts, these projects are all gamble and no payout.
The only reason Maple Ridge hasn’t pinched Lewis County is that its PILOT is subsidized by an old program through Empire State Development that allowed businesses in the now defunct Empire Zones to pay local taxes and be reimbursed by the state. That long-gone program won’t help anyone anymore, so what will happen with Maple Ridge after all the Monopoly money is gone is anyone’s guess.
Ms. Swearingen said that Lewis County has a strong decommissioning agreement in place with the owners of Maple Ridge. But these owners are not the ones who signed the document, and no one ever went broke being skeptical about agreements with wind developers. It may be difficult for Lewis County to impose an agreement on a giant corporation headquartered in Spain.
Lewis County is at least aware of the risks it faces. Ms. Swearingen is working hard to tighten the county’s budget so that it relies less on fund balance to save the tax levy, which may give it the wherewithal to weather any storm the end of Maple Ridge’s PILOT kicks up. End of life is never pretty, and it is particularly ugly for wind farms.

Sunday, November 15, 2015

End of life is never pretty

As it turns out, the wind-power shell game has nabbed its first municipal victim, in a big way.
The Madison Wind Farm, town of Madison, county of Madison (kind of a trend here), has told town and county officials that come Jan. 1, when its 15-year payment-in-lieu-of-tax agreement expires, it simply won’t be able to pay any more than it has over the past 15 years. That princely sum? A paltry $60,000 a year split between the school district and the town. The county generously agreed to forgo any payments, figuring it would get its reward when the PILOT was done.
Well, in a way it will. There is a very good chance Madison County will end up owning seven aging, obsolete wind towers that developers have made very good money on at taxpayers’ expense. If that happens, the county, yet to see a dime, might be the first decommissioners of an old wind farm in this state. I am guessing it is ill equipped to do that.
There are wind farms in California that have reached this end stage of their lives, and most of them are sitting silently in the desert, blades permanently stilled, nacelles rusting and choked with sand and towers aged out of use. Nobody is taking them down probably because, like Madison County, some slicked-back corporate con man skinned local officials right out of their shorts with promises of revenue and green power.
Revenue went to the developers, much of it in the form of production tax credits and property tax exemptions, and green power at less than 30 percent of the nameplate rating went out when the wind was blowing hard enough (while coal, gas and nuclear plants were forced to keep their turbines spinning because wind, you know, isn’t steady). It was a good deal for some, but for the people it was the Big Con.
Now, next up in New York to reach that magic old age of 20 will be Maple Ridge Wind Farm in Lewis County. That is no Madison Wind Farm. Maple Ridge is the granddaddy of the eastern half of the country, with more than a hundred windmills scattered across the Tug Hill plateau, their towers and blades visible from the town of Rutland to well below Martinsburg. And these are the short towers; the new towers are about twice as tall.
Liz Swearingen, Lewis County’s savvy county manager, understands the ramifications. Through the Maple Ridge PILOT, the municipalities, Lowville Academy and Central School, and the county have realized big payouts over the 15 or so years of the PILOT so far, and those payments will continue until 2021. She acknowledges, however, that no one knows what will happen then.
Technology has passed Maple Ridge by just as it has every wind farm built in the early part of this century. Bigger, more efficient, more reliable wind mills allow developers to generate more power with less wind and to achieve a larger percentage of their nameplate power.
And still, these wind farms are simply not viable without massive subsidies, including a singular commitment from local taxpayers. For towns and counties and school districts, these projects are all gamble and no payout.
The only reason Maple Ridge hasn’t pinched Lewis County is that its PILOT is subsidized by an old program through Empire State Development that allowed businesses in the now defunct Empire Zones to pay local taxes and be reimbursed by the state. That long-gone program won’t help anyone anymore, so what will happen with Maple Ridge after all the Monopoly money is gone is anyone’s guess.
Ms. Swearingen said that Lewis County has a strong decommissioning agreement in place with the owners of Maple Ridge. But these owners are not the ones who signed the document, and no one ever went broke being skeptical about agreements with wind developers. It may be difficult for Lewis County to impose an agreement on a giant corporation headquartered in Spain.
Lewis County is at least aware of the risks it faces. Ms. Swearingen is working hard to tighten the county’s budget so that it relies less on fund balance to save the tax levy, which may give it the wherewithal to weather any storm the end of Maple Ridge’s PILOT kicks up. End of life is never pretty, and it is particularly ugly for wind farms.

SunEdison's Big Slide: When Financial Engineering Goes Wrong

A little emphasized $410 million margin loan SunEdison took out with Deutsche Bank in January encapsulates the tenuous financial foundation that stood behind its growth plans.
SunEdison’s margin deal was a piece of the financing package for its $2.4 billion purchase of First Wind, which was very well received by investors. It used TerraForm Power shares — trading above $30 at the time – as a form of collateral but the structure left little room for error. Covenants on the deal forced SunEdison to maintain a loan-to-value of at least 50%, thus when SunEdison and its yieldco shares began falling in late July it prompted large collateral calls that surprised Wall Street and raised questions about management’s transparency.

Sunday, November 01, 2015

14,000 ABANDONED WIND TURBINES LITTER THE UNITED STATES

The towering symbols of a fading religion, over 14,000 wind turbines, abandoned, rusting, slowly decaying. When it is time to clean up after a failed idea, no green environmentalists are to be found. Wind was free, natural, harnessing Earth’s bounty for the benefit of all mankind, sounded like a good idea. Wind turbines, like solar panels, break down.  They produce less energy before they break down than the energy it took to make them.  The wind does not blow all the time, or even most of the time. When it is not blowing, they require full-time backup from conventional power plants.
Without government subsidy, they are unaffordable. With governments facing financial troubles, the subsidies are unaffordable. It was a nice dream, a very expensive dream, but it didn’t work.
California had the “big three” of wind farm locations — Altamont Pass, Tehachapi, and San Gorgonio, considered the world’s best wind sites. California’s wind farms, almost 80% of the world’s wind generation capacity ceased to generate even more quickly than Kamaoa Wind Farm in Hawaii. There are five other abandoned wind farms in Hawaii. When they are abandoned, getting the turbines removed is a major problem. They are highly unsightly, and they are huge, and that’s a lot of material to get rid of.
Unfortunately the same areas that are good for siting wind farms are a natural pass for migrating birds. Altamont’s turbines have been shut down four months out of every year for migrating birds after environmentalists filed suit. According to the Golden Gate Audubon Society 75-110 Golden Eagles, 380 Burrowing Owls, 300 Red-Tailed Hawks and 333 American Kestrels are killed by the turbines every year. An Alameda County Community Development Agency study points to 10,000 annual bird deaths from Altamont wind turbines. The Audubon Society makes up numbers like the EPA, but there’s a reason why they call them bird Cuisinarts.
Palm Springs has enacted an ordinance requiring their removal from San Gorgonio Pass, but unless something else changes abandoned turbines will remain a rotting eyesores, or the taxpayers who have already paid through the nose for overpriced energy and crony-capitalist tax scams will have to foot the bill for their removal.
President Obama’s offshore wind farms will be far more expensive than those sited in California’s ideal wind locations. Salt water is far more damaging than sun and rain, and offshore turbines don’t last as long. But nice tax scams for his crony-capitalist backers will work well as long as he can blame it all on saving the planet.

Wednesday, October 28, 2015

TerraForm investors say SunEdison duped them

The shareholders say that the information TerraForm filed with the Securities and Exchange Commission in anticipation of its IPO was misleading because it did not disclose that SunEdison was about to report disappointing financial results for the 2015 second quarter.

TerraForm Global misled shareholders into investing $620 million into the renewable-energy company, and its stock dropped by over 50 percent within three months, shareholders say in a class action filed in state court.

Lead plaintiff Simon Fraser's securities class action, filed Friday in San Mateo County Superior Court, asserts violations of the Securities Act against TerraForm Global and its parent company SunEdison Inc.

The complaint is the Top Download for Courthouse News on Tuesday.

TerraForm, which owns and operates renewable-energy generation assets worldwide, was created by solar company SunEdison to serve as an investment vehicle to fund SunEdison projects.

Called "yieldcos," such investment vehicles created by parent companies "have become popular among investors seeking dividends, and TerraForm Global was marketed to such dividend-seeking investors as a 'high-growth' company," the shareholders say in their 20-page complaint.

On Aug. 4, the company completed its initial public offering of 45 million shares at $15 per share, leaving TerraForm with net proceeds of approximately $620 million from the IPO.

SunEdison issued a press release two days later disclosing second quarter losses of nearly 40 cents more per share than estimated, which caused TerraForm's stock to decline by $2.39, the lawsuit says.

A month later, SunEdison insiders revealed during an Oct. 7 investor conference call that the company was shifting its focus away from yieldcos such as TerraForm and indicated a slowdown in the acquisition of energy-generating assets, including solar and wind assets, the shareholders say.

SunEdison also said it was reducing its workforce by up to 15 percent, according to the lawsuit.

On Thursday, TerraForm's shares dropped to $7.94 for a cumulative loss of more than $7 per share in less than three months.

The shareholders say that the information TerraForm filed with the Securities and Exchange Commission in anticipation of its IPO was misleading because it did not disclose that SunEdison was about to report disappointing financial results for the 2015 second quarter.

SunEdison failed to disclose that it was changing its business strategy in a way that would hurt TerraForm, the shareholders say.

The class seeks to represent anyone who purchased the common stock of TerraForm Global pursuant to the company's alleged false statements issued in connection with its IPO, and asks for compensatory damages.

Besides TerraForm and SunEdison, the class action also names TerraForm's CEO, chief financial officer and senior vice president; JPMorgan Securities; Barclays Capital; Citigroup Global Markets; Goldman Sachs; Merrill Lynch, Pierce Fenner & Smith; Deutsche Bank Securities; BTG Pactual US Capital; Itau BBA USA Securities; SMBC Nikko Securities America; SG Americas Securities; and Kotak Mahindra. The financial institutions participated as underwriters for the IPO, the class says.

They are represented by Lesley Portnoy with Glancy Prongay & Murray. Portnoy did not immediately respond to a request for Both TerraForm and SunEdison declined to comment.

Source: http://www.courthousenews.com/2015/10/27/terraform-investors-say-sunedison-duped-them.htm

Thursday, October 08, 2015

SunEdison, Shares Fizzling, Promises a New Strategy

Alternative-energy firm to stop selling solar and wind farms to its own affiliates, to lay off 1,000


SunEdison Inc., the big solar-power developer whose stock has fallen abruptly out of favor with investors, tried to woo them back Wednesday with promises to revamp its business strategy.