J.P. Morgan Asset Management - SunEdison Strategic Partnership Acquires 333 Megawatts of Wind-Power Plants from SunEdison

MARYLAND HEIGHTS, Mo., Dec. 10, 2015 /PRNewswire/ -- SunEdison, Inc. (NYSE: SUNE), the largest global renewable energy development company, today announced that it has agreed to sell 333 megawatts of wind-power assets to Terra Nova Renewable Partners for $209 million. Terra Nova Renewable Partners is the strategic equity partnership formed between SunEdison and institutional investors advised by J.P. Morgan Asset Management – Global Real Assets.

"This transaction represents good value for SunEdison's shareholders and enhances our financial strength and flexibility," said Brian Wuebbels, SunEdison's chief financial officer. "Terra Nova's purchase is representative of the strong demand we've seen for ownership of SunEdison's attractive renewable energy assets."

"These high-quality SunEdison projects with long-term contracted cash flows are the kind of infrastructure assets our investors are interested in holding," said Matt LeBlanc, J.P. Morgan Asset Management – Global Real Assets' chief investment officer of OECD Infrastructure. "This is a significant transaction and the first with SunEdison since we announced our strategic partnership, and we look forward to completing more in the future."

The strategic partnership was announced in September 2015. Under the partnership commitment, J.P. Morgan's clients are expected to provide equity to purchase renewable energy projects developed or purchased by SunEdison. Remaining project costs are expected to be funded with traditional, non-recourse commercial bank debt and tax equity.

Proceeds from this transaction provide SunEdison with an upfront development margin. SunEdison has the right to repurchase the projects from the partnership for a period of five years, and will grant TerraForm Power, Inc. (Nasdaq: TERP), a global owner and operator of clean energy power plants, call rights to the projects should they be repurchased. Any projects not repurchased by SunEdison would continue to be owned by the partnership.

 The two acquired projects are the 185 megawatt Bingham wind farm and 148 megawatt Oakfield wind farm, both located in Maine. Construction on Oakfield Wind was completed this fall and it is now online and operating as the largest wind project in New England. The Oakfield project's tax equity was funded and the construction loan was converted to a term loan.

KeyBanc Capital Markets served as an advisor to SunEdison. CohnReznick Capital Markets served as financial advisor and Milbank, Tweed, Hadley & McCloy LLP served as legal advisor to J.P. Morgan Asset Management.

About SunEdison

SunEdison is the largest global renewable energy development company and is transforming the way energy is generated, distributed, and owned around the world. The company develops, finances, installs, owns and operates renewable power plants, delivering predictably priced electricity to its residential, commercial, government and utility customers. SunEdison is one of the world's largest renewable energy asset managers and provides customers with asset management, operations and maintenance, monitoring and reporting services. Corporate headquarters are in the United States with additional offices and technology manufacturing around the world. SunEdison's common stock is listed on the New York Stock Exchange under the symbol "SUNE." To learn more visit www.sunedison.com.

About J.P. Morgan Asset Management – Global Real Assets

J.P. Morgan Asset Management – Global Real Assets has more than $87 billion in assets under management and more than 400 professionals in the U.S., Europe and Asia Pacific, as of September 30, 2015. With a 45-year history of successful investing, J.P. Morgan Asset Management – Global Real Assets' broad capabilities provide many of the world's most sophisticated investors with a global platform of real estate, infrastructure and transportation strategies driven by local investment talent with disciplined investment processes consistently implemented across asset types and regions. The Global Real Assets team is part of J.P. Morgan Asset Management's Alternatives Investments business, which collectively manages over $120 billion in client assets across real assets, hedge funds, credit and private equity. For more information: www.jpmorgan.com/institutional/global_real_assets

Forward Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks, and uncertainties and typically include words or variations of words such as "expect," "anticipate," "believe," "intend," "plan," "seek," "estimate," "predict," "project," "goal," "guidance," "outlook," "objective," "forecast," "target," "potential," "continue," "would," "will," "should," "could," or "may" or other comparable terms and phrases. All statements that address operating performance, events, or developments that SunEdison or TerraForm Power expects or anticipates will occur in the future are forward-looking statements. They may include estimates of adjusted EBITDA, expected cash available for distribution (CAFD), earnings, revenues, capital expenditures, liquidity, capital structure, future growth, and other financial performance items (including future dividends per share), descriptions of management's plans or objectives for future operations, products, or services, or descriptions of assumptions underlying any of the above. Forward-looking statements provide SunEdison's and TerraForm Power's current expectations or predictions of future conditions, events, or results and speak only as of the date they are made.  Although SunEdison and TerraForm Power believe 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.

By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, delays or unexpected costs during the completion of projects under construction; regulatory requirements and incentives for production of renewable power; operating and financial restrictions under agreements governing indebtedness; the condition of capital markets and our ability to borrow additional funds and access capital markets; the impact of foreign exchange rate fluctuations; the ability to compete against traditional and renewable energy companies; challenges inherent in constructing and maintaining renewable energy projects; the success of ongoing research and development efforts; the ability to successfully integrate the businesses of acquired companies and realize the benefits of such acquisitions; TerraForm Power's ability to identify, evaluate, consummate and integrate projects it acquires from third parties; risks inherent in offtake agreements; and hazards customary to the power production industry and power generation operations, such as unusual weather conditions and outages. Furthermore, any dividends are subject to available capital, market conditions, and compliance with associated laws and regulations. Many of these factors are beyond SunEdison's and TerraForm Power's control. 

SunEdison and TerraForm Power disclaim any obligation to update or revise any forward-looking statement to reflect changes in underlying assumptions, factors, or expectations, new information, data, or methods, future events, or other changes, except as required by law. The foregoing list of factors that might cause results to differ materially from those contemplated in the forward-looking statements should be considered in connection with information regarding risks and uncertainties which are described in SunEdison's and TerraForm Power's Forms 10-K for the fiscal year ended December 31, 2014, as well as additional factors they may describe from time to time in other filings with the Securities and Exchange Commission. You should understand that it is not possible to predict or identify all such factors and, consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.

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SOURCE SunEdison, Inc.

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