EFTA01366581.pdf

Amendment #4 Page 152 of 868 .fetflOg ceMXPI, • renewable power generation's ability to ttilize freely available sources ct fuel this avoiang the rats d puce volatility and market clisruptons associated with many conventional fuel sources • erwironmertal concerns over conventional power generation. and • government polices that encourage development of renewable odwer, such as millocal. provincial, state or local renewable portfolio standard programs. which motivate utilities to procure electncry from renewable resources. In addition to renewal* energy we expect natural gas to grow as a source of electricity generation due to es relatively bw cost and low environmental impact compared bJ other Ices' fuel sources stet) as coal and oil Project operations and generation Cur revenue is unmanly a function of the volume of electnoly generated and sold by our projects Our initial portfolio of power generaton assets is generaay contracted weer long-term PPM with creditworthy counterpanes As of Mardi 31, 2O15 the weighted average remaining efe of our PPM was 19 years. In most instances lancing of the electroty sold under these PPM es ocrtracted for the duration of the contract We also expect that certain of Olt PPM wilt have price escalators based on an index (sten as the consurner price index) or other rates specified in the applicable PPA. Vile define project eve:rat:the( as the actual amount of t me a power generation asset is available to produce electricity divided by the amount of time during the defined measurement period, after excluding the duraton or events such as ant coated maintenance and intercornection inlerrupors Our a billy to generate electricity in an enIntl and cost elfedave manners injected by our ability IC Marian and utiliZe the elect near generation capacity of our reelects The volume of electricity generated and sold by our prqecis along a particular period is also impacted by the number of projects eat have commenced commercial own,' bons, scheduler' and unexpected repair and maintenance requred to keep our profit's operatonal and drier factors Equipment performance often represents the ',emery factor affecting our operating results lactate* equprtert cbwnbme impacts the vOurne of the electricity trot we are able to generate from our pmects The volume of efecthaty generated and sold by our projects will be negatively impacted a any projects experience higher than normal dowrdiene as a (estit of equpmenl failures electrical grid disruption or curtailment weather disruptions snort to medium term weather variations from long term averages or other events beyond our control Generally over longer time periods, we expect our portfolio will exhbt less vanatslity in generation compared to shorter periods II is likely that we will experence more generaton variability n rronliti or quarterly production than we do for anew] production Asa result our periodic cash flows and payout ratios will reflect more variability during penods snorter than a year Able we intend to reserve a portion of our cash available for rased:oleo and mairta n a revolving credit Irony in order to among other flings facirtale the payment of dividends to mr stockholders unpredcted vanabrity in generation coati result in variability of our dividend payments to the exteri we lack sufficient reserves and liquidity We use reliable and proven scar panels inverters and other equipment for each of our solar projects and quality wind turbines water turbnes and other system components for each of our wind and hydro-e/ectre protects We believe this erica my red./cos the probata My of unexpected equpmerr failures Additionally through our Management Services Agreement with our Sponsor, one of the world s largest solar and wnd energy developers and operators we have access to significant resotrces to support WO maintenance and operation of our Dueness We believe our °Ireton:shop with or Sponsor provides us with the opportunity to benefit from our Sponsors expertise in solar wind and hydro-electnc technology project development finance and management and operations lad http://cldocs.btoLto. com:27638/cf/dry7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0058109 CONFIDENTIAL SDNY_GM_00204293 EFTA01366581