EFTA01366440

Amendment #4 Page 11 of 868 roam experience Our Sponsor has signficant experience in acquiring. financing and operating clean power general on assets through a publicly listed dvidendonented company. We will be the second yieldco vehicle to launch with our Sponsor's supped Our Sponsor's absidiary. Terra Form Power. which owns and operates clean power assets boated in the Unted States and other select areactons, competed as real etic offering ri Airy 2014 Wth our Sponsor's 'velvet, TeraFam Power has rased approximately 53 9 bllon in acquisiton and permanent framing to pursue ace...salons of renewable energy prefects totaling 1 703 0 MW as of May 1, 2015 We intend to captakze on our Sponsors experience in successful)? Munching and swooning TerraForm Power, MBA expsmse Dreg the year ended December 31, 2014, our Sponsor completed 32 corporate and project acquisitions wortdonde, wfwch included operating prefects with an aggregate capacity of 1 5 GW On January 29, 2015, cur Sponsor completed the purchase or Fret Wnd's development platform ppeline and projects n development ineuding over 1 6 GW of yard and solar generation assets ureter development, and increased 46 assets under management by 1.56W Cur Sponsor (i) will acquire Law America Power Held% aV's, or 'LAP'S.' asset management patfam. Its operation and mantenance personnel expertise in Peru and certan rgrts with respect to a pipeline of Peruvian hydro-elect.° development assets and (.) has acqured an asset management platform mama cone stag of operatons and maintenance personnel and management expertise from Hendon Energy Caymans, Ltd or tionton ' In addition! n Jily 2015 our Sponsor entered into an agreement with Renova Energa S A, the Largest renewable energy company in Bond, or 'Renova,' pursuant to which a (0 agreed to acquire eleven Brazilian wind and solar protects between 2017 and 2020 represereng an aggregate capaoty of 2,659.0 MW. which we refer to herein as the 'Renova Bacldog Projects and (ii) entered into a putA:all arrangement for a hydro-Wean° protect representing an aggregate capacty of 291.0 MW. upon the satisfaction of certain ovations which we refer to herein as the 'Renova PU/Cal Assets.' We expect to centime to leverage or Sponsor's significant development expense, protect ppelne and third-party acquisition track record For example, we have completed or expect to compete n connection with the dosing of the offering of dunng the remainder o12015, nne separate sows/tons reinserting 1 I GW in the aggregate of promote located across multiple geographies that utilize a variety of renewable energy tectrclogres Market opportunity The global renewatre power generation segment is large and growing repay cam to sgnificant rcreases in energy demand, decreasing cost of renewable energy. the emergence in various energy markets of 'grid pearly.' which is the point at which renewable energy sources can generate electricity at a cost equal to or lower than prevailing retail electricity prices. and strong social and political support for renewable energy, among other factors. We expect ate cost to ;codex energy from corwenbonal sources will cortnue to nee. owing to the required ', vestments n transmosson and drama/bon infrastructure and increasing regulatory oasts relating to conventional energy sources We believe acceleratng industnalizativ. an expanding middle class and the reed to develop energy gnd etrauructure will cominue to drive demand n our naiad target markets for the foreseeable future We believe that solar and wind energy systems are particularly attracbve n addressing the undersueply of electrical generation capacity n emergng markets die to thee relative ease and speed of installation. soalablity and. with respect to solar energy systems. evir Slay to be located near the customer. thereby reducing the customer's tranwnsvon and distnbuton costs In adidtion we believe that hydroelectric energy represents a significant acqusdon opportunity for in because e is a proven renewable technology with significant metalled capacity of more than 4126W in our nbal target markets 3 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0057968 CONFIDENTIAL SDNY_GM_00204152 EFTA01366440