​TerraForm Power Agrees to Sell Majority Stake to Brookfield

March 10, 2017 — Hughes Hubbard is acting as legal counsel to TerraForm Power's corporate governance and conflicts committee of the board of directors in the proposed sale of a 51 percent stake in the renewable energy company to Brookfield Asset Management Inc. TerraForm Power has an enterprise value of $6.6 billion.
 
On March 7, TerraForm Power and Brookfield, Canada's largest alternative-asset manager, announced the transaction with the Bethesda, Md.-based controlled company of bankrupt solar provider SunEdison. In the deal, Brookfield will replace SunEdison as TerraForm Power's sponsor and become its controlling shareholder.
 
SunEdison, once the fastest-growing U.S. renewable energy company, filed for Chapter 11 bankruptcy protection in April, listing $16.1 billion in liabilities. TerraForm Power, as a "yieldco" of SunEdison, bought many of its solar power plants and wind farms from SunEdison and, until recently, relied on SunEdison for accounting, information technology, operation and maintenance of renewable assets.
 
"This agreement with Brookfield is the culmination of our efforts to separate our operations from SunEdison and to position TerraForm Power for future success," said Peter Blackmore, chairman and interim CEO of TerraForm Power.
 
The transaction is expected to close in the second half of 2017 and is subject to customary closing conditions.
 
TerraForm Power owns about 2,967 megawatts of solar and wind assets in the U.S., Canada, the U.K. and Chile.
 
The deal made headlines in The Wall Street Journal, Bloomberg, Reuters, Law360, The Deal and other news outlets.
 
Candace Beinecke, Gerold Niggemann and Jonathan Pail are working on the transaction. Ken Katz is assisting on litigation-related matters.