EFTA01366774

Amendment #4 Page 345 of 868 iff rommt FERSA Thareattled In May 2015. Global signed an agreement to acquire from FERSA the wind projects Bertram Gulag and Hanurnannain located in inde representing 101 6 MW of capacity in the aggregate The aggregate consideration expected tote red for ale 100% equity interests is $331 million in cash This acquisition is expected to close concurrently with this offering LAP nansacHon In May 2015. our Sponsor agreed to acquire six hydro-elm:sic projects controlled by LAP, which are expected to be transferred to us in connection with IM dieing The projects are located in Peru, representng capacity of 72 5 MW in me aggregate The aggregate consideration expected to be paid for the 100% equity interest n the six projects is 5103 1 million in cash &nova rtansacton In May 2015 Global signed an agreement with Renova to acquire three wind and hyrroeledno projects including the Renova ROFO Prized' The projects are located in Brazil and nave capacity of 336 2 MW n the aggregate The aggregate cash consideration payable for this acqastion is expected to be $527 8 million The Renova Transaction is expected to close concurrently with this offering GhE Transaction In June 2015, Global agned an agreement witriGME to acquire four wind projects The projects are located in Honduras, Costa Rota and Nicaragua, representing capacity of 326 0 MW m Me aggregate The aggregate consideration pad for Iris acquisition is expected to be 5326 4 million, comprised of cash of $315 9 million and stares d Class A Carmen stock cy Gael with a value of $10 5 neon Tie GME TranSECtion is expected to dine concurrent' with this offering VVe expect the acgasition of an 82.0 MW solar project that is part of the MAE Transaction we be competed when the project achieves COD, which is expected to occur in the second tell of 2015 Sdarpack Transaction In April 2015, Global Signed an agreement ta the acquisition front SclarpeCk Oorporacvtn Tecnologia,. Stet the 26 4 MW capacity Aso Cielo sow project legated in Uruguay The Sdamack Transaction has rot been melded in these pro forme financial statements as it is not rretenal as corrpared to oil Makatea combined financial statements. We expect Ite Solarpadc Transaction will be completed when the project achieves COO, which is expected to occur in the second half of 2015 On May 6 2015 we raised $175 million from tte sale to rwestrnent verities affiliated with We Blackstone Group, Everstream Opportunities Fund and Mal Capital Master Fund and of Class D units of TerraForm Global LLC for a cash purchase woe of $50 meat $100 mean arid 525 million, respectively On June 9, 2015, TerraForm Global raised an aeon onal $335 0 million from tie sate to twestment vehicles emceed with Baron Firs Capricorn nvestrrent Group, GE, Glenview Caplet Management, Kingdom Captal Management and Zimmer Partners. TerraForrn Global LLC expects to use the net proceeds to reduce its borrowings under the BnCge Facility, to compete the acquisitions of protectsfrom trird pales and to reduce center project-level indebtedness. F.25 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-0058302 CONFIDENTIAL SDNY_GM_00204486 EFTA01366774