TerraForm Power Acquires 26 Megawatts of Distributed Generation Solar Power Plants from SunEdison for $47 Million

BELMONT, Calif. and BETHESDA, Md., Jan. 7, 2015 /CNW/ -- SunEdison, Inc. (NYSE: SUNE), the world's largest renewable energy development company, and TerraForm Power, Inc. (Nasdaq: TERP), a global owner and operator of clean energy power plants, today announced that TerraForm has acquired 21 U.S. distributed generation (DG) solar power plants comprising 26 MW from SunEdison through a series of transactions valued at $47 million.

The 21 power plants have long-term contracts with an average remaining life of 20 years. The portfolio has high quality counterparties including municipalities, schools and businesses and is geographically diverse, with plants located in seven US states. These assets are expected to increase annual CAFD by approximately $5 million on an unlevered basis.

TerraForm has funded the purchase of these call right projects with cash on hand.

These distributed generation drop downs advance TerraForm's strategy of transforming how energy is generated, distributed and owned.  DG projects are inherently "win-win" for customers, asset owners, and investors. By providing clean electricity directly to end users, customers save on energy, while TerraForm benefits in the form of attractive project returns.

"This transaction furthers TerraForm's leadership in the DG market segment – which is one of the most profitable and fastest growing clean energy market segments," said Carlos Domenech, President and Chief Executive Officer of TerraForm. "In addition, DG is a flow business that delivers consistent growth for our shareholders."

"We are pleased to announce that together with TerraForm, we have exceeded our goals for the projected 2014 drop downs," said Brian Wuebbels, Chief Financial Officer at SunEdison. "This accomplishment speaks to the strength of the relationship between TerraForm and SunEdison, and our ability to deliver on shareholder commitments by working together to leverage SunEdison's pipeline and expertise in developing, building and financing projects. The sale of these assets generates immediate value for SunEdison by generating cash, and recurring value through SunEdison's ownership of TerraForm."

Acquisition Highlights:

• $47 million in cash consideration
• $24 million of tax equity financing secured from Barclays, Citi, and JPM Capital
• >10% unlevered cash-on-cash equity return

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.

About SunEdison

SunEdison is a global leader in transforming how energy is generated, distributed and owned. SunEdison manufactures solar technology and develops, finances, installs and operates distributed solar power plants, delivering predictably priced electricity and services to its residential, commercial, government and utility customers.  SunEdison also provides 24/7 asset management, monitoring and reporting services for hundreds of solar systems worldwide via the company's Renewable Operation Center (ROC). SunEdison has offices in North America, Europe, Latin America, Africa, India and Asia. 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 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 increase in annual run-rate CAFD and the cash-on-cash return from the acquired projects, 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  and SunEdison believe 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's and SunEdison's  filings with the Securities and Exchange Commission at www.sec.gov. TerraForm  and SunEdison undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Cash Available for Distribution (CAFD)

CAFD is a supplemental non-GAAP measure of TerraForm's  ability to earn and distribute cash to investors. This measurement is not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance, including net income, net cash provided by (used in) operating activities or any other liquidity measure determined in accordance with GAAP, nor is it indicative of funds available to fund our cash needs.

SOURCE SunEdison, Inc.

Media: Bruce Dunbar, TerraForm Power, [email protected], [phone]; Tory Carroll, SunEdison, [email protected], [phone];Investors/Analysts: Brett Prior, TerraForm Power, [email protected], [phone]; R. Phelps Morris, SunEdison, [email protected], [phone], http://www.sunedison.com