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TerraForm Power Meets With SunEdison To Start Settlement Discussions

TerraForm Power Inc. (TERP) and TerraForm Power, LLC , an owner and operator of clean energy power plants, announced that it has made available to certain representatives and creditors of SunEdison, Inc. and its debtor subsidiaries information about the Company's claims and defenses against SunEdison and has filed its initial proof of claim in SunEdison's Chapter 11 bankruptcy case.

The company is making information available to all stakeholders of the Company in order to encourage stakeholder input as to the terms of a potential settlement.

TerraForm Power previously announced that it would have to file its proofs of claim in the SunEdison bankruptcy and that it intended to begin settlement discussions to resolve claims consensually, in part to facilitate the exploration of strategic alternatives for TerraForm Power. Such settlement discussions have now commenced.

As part of these discussions, TerraForm Power has notified SunEdison and certain of SunEdison's creditors of its positions that: SunEdison's failure to perform under the integrated sponsorship arrangement put in place at the time of TerraForm Power's initial public offering constitutes a material breach and, if not remedied, excuses TerraForm Power from payment or performance of its contractual obligations under the sponsorship arrangement; Absent remedy of all material sponsorship defaults, TerraForm Power is not obligated to exchange SunEdison's sponsor promote (in the form of 'B Units' of TerraForm Power LLC and 'B Shares' of TerraForm Power, Inc.) for class A common stock of TerraForm Power.

As a result of its defaults, SunEdison has not met the conditions necessary to receive distributions on the B Units due to the limitation on sponsor distributions in the TerraForm Power LLC Agreement, which subordinates sponsor distributions to distributions for the benefit of public stockholders. The current arrearage due to the A Units is expected to be approximately $103.3 million following the end of 2016, and is expected to increase by approximately $21 million for each quarter thereafter until distributions for the benefit of public stockholders are resumed.

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