By MARYLAND HEIGHTS, Mo. — SunEdison has completed the second phase of its transaction to acquire a 33 percent ownership interest in a 567 megawatt DC solar portfolio from Dominion (NYSE: D).
SunEdison acquired a 33 percent interest in the remaining 231 megawatt portion of Dominion’s 567 megawatt portfolio of solar power plants for $117 million.
At the same time, Terra Nova Renewable Partners, the strategic equity partnership formed between SunEdison and institutional investors advised by J.P. Morgan Asset Management – Global Real Assets, acquired SunEdison’s interest in the transaction from SunEdison for the same price. Terra Nova now owns the 33 percent interest in Dominion’s 567 megawatt DC portfolio of solar power plants acquired through the consummation of both phases of the transaction.
Terra Nova, through an indirect subsidiary, has the option to buy the remaining 67 percent of the portfolio when certain trigger events occur. This completes the two phases of the Dominion transaction announced in September 2015.
SunEdison has the option to repurchase the projects from the partnership for a period of five years and may assign 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.
“We are pleased that the Terra Nova partnership has invested in Dominion’s diverse, domestic portfolio of solar assets,” said Brian Wuebbels, SunEdison’s chief financial officer. “With Terra Nova acquiring the assets, we retain an option to acquire high quality contracted cash flows in the future.”
The 567 megawatt solar portfolio consists of 24 projects which are located in Indiana, Georgia, Connecticut, California, Tennessee, and Utah. This second phase of the transaction is for nine of those projects. The solar portfolio’s total power output has been contracted with industry leading utilities and power offtakers and has a weighted remaining contract term of 19.8 years.
The Terra Nova partnership was announced during September 2015. Under the partnership commitment, J.P. Morgan Asset Management’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 a combination of limited recourse commercial bank debt and/or tax equity.
KeyBanc Capital Markets and Santander Bank served as advisors 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.”
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.
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