TerraForm Power will also receive gross proceeds of $65.0 million from the sale of shares of Class A common stock in connection with two concurrent private placement transactions at a price per share equal to the initial public offering price.
TerraForm Power intends to use $371.2 million of the net proceeds of this offering and the gross proceeds of $65.0 million from the private placement transactions to acquire newly-issued Class A units of TerraForm Power, LLC (“Terra LLC”). Terra LLC will use such proceeds, together with the proceeds from a new term loan facility, to repay all outstanding indebtedness (including accrued interest) under its bridge facility, to pay fees and expenses related to to the new term loan and new revolving credit facility, to repay approximately $47.0 million of project-level indebtedness and for general corporate purposes, which may include future acquisitions of solar assets from SunEdison or from unaffiliated third parties. In addition, Terra LLC will also use approximately $86.0 million of the net proceeds to pay for the acquisition of, and milestone payments relating to, certain projects included in TerraForm Power’s initial portfolio from third parties. TerraForm Power intends to use $92.8 million of the net proceeds, plus any proceeds resulting from the underwriters’ exercise of their option to purchase additional shares of Class A common stock, to purchase Class B units of Terra LLC and shares of Class B common stock held by SunEdison or its affiliates at a price equal to the initial public offering price less the underwriting discounts and commissions and structuring fee, which securities will immediately be cancelled contemporaneously with Terra LLC issuing Class A units to TerraForm Power.