EFTA01366549.pdf

Amendment #4 Page 120 of 868 Assontplions and consklenallons Set forth below are the material aseumptcns that we have made to demonstrate our nutty to generate or estimated Aqusied EBSTDA and estimated cash evadable for chtnbuon for each of Ire twelve months ending June 30. 2016 and December 31 2016 Ire forecast has been prepared by and n the responsoitly of our management air forecast reflects our judgment of the =Abort we roped to exist and the course of acbon we expect to take durrg the keenest period Wee the assumption) cisclosed In Ms prospectus are not all inclusive, such assumptions we those that we bee.•e are material to our forecasted results of operators We believe we have a reasonable basis for these assurndons We believe that Our tribrr-al results of operatons will approximate those retested In ou forecast However, we can gve no assurance that our forecasted results will be achieved We nave maimed that no unexpected mks will rreterene dinng the forecast percds. There wontedly be &farces between car forecasted and our hetoncal results, and those dfferences may be matenal If our forecasts not achieved, we may rot be able to pay cash ctvdends on our Cuss A corm= Mock a Me Mal grader)/ dvderd level or at all General consdaatons • The forecast assemos trot on August 5. 2015. we vnt rate: (I) net proceeds of 51,041.4 mew in this offering (after deducting undewnting dscounts and corivnesons. the structuring lee and offenrg expenses payable by us) though the issuance of 56,570.000 of our shares of Class A common stock at a price of 620.00 per srere. (n) and net proceeds of 562.8 melon from tee sale ct 3,375,000 shares of our Class A common stock in the Class A Common Private Placement. and (n) goes proceeds of 5800 0 minion from the issuance of the Senior Notes We have also assumed that nrreclately following the completion d this ortenng, Global LLC will have 109,509,668 Class A units and 69339.432 Class B unts outstaxing and that all of such Class A Lots will be held by Global. The forecast also assumes that the prcceeds ct this offering we be used as described in 'Use of proceeds' elsewhere in this prospectus and that inconnection with the completion of the dferrg. the other transactions cottons:fated upon under the heading 'Strnmary—Organdational Transactions' walleye been cornpreted on or prior to the closing of the offenrg (drier then the exercise by the undenwrters ci their option to purchase additional shares of our Class A coalman stock) • The pro forma period for the year ended December 31, 2014 includes the results for our initial portfolio, which have a total net capeaty of 1,061.2 MW, which does not include any projects for which we hold a mnonty merest Prgects with a total net capacity of 344 9 MW are expected to reach COO in 2015 • The forecast periods include the resifts of the projects that will be included in Ott ntel collate • The forecast periods include the reuses of operations for the projects n our ntial portfolio. each of which reached COO prior to the beginning of such penods • Revenss reflect are terms exceed in the PPAs or similar °take arrangements for 100% of energ/ production. The electricity nag used in the forecasts based co our expected annual electnoty general on and contracted Sale; telder PPAs a sneer ciftake arrangements • Cost of operators and expenses are forecast based on historical experience, contracted servce arrangements and other management earredes We believe the forecast cost structure re reasonable based on leveraging our existing infrastructure, our experience in °comb rtg the projects and expected economies of scale from the addax:nal contributed arc acquired protects • The forecast assumes our protectswe operate withn budgeted operating costs, nclucang wan respect to operations and maintenance scones pursusrt to cur 08M agreements and that there will be no tissue( ren-recurrim or unexpected operating, repair or marterence charges 112 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-0058077 CONFIDENTIAL SDNY_GM_00204261 EFTA01366549