EFTA01366521.pdf

Amendment #4 Page 92 of 868 Alt Cofpena transfer of capital to foreign recipients or both For example, South Alma current,/ has an exchange control regime wench includes resuctors on exporting captal from South Afnca and which may accordingly place constraints on cash flows from the South African projects While exchange controls have been relaxed in recent years. South African companies remain sttject to restridons on their ably to raise and deploy <aortal outsde of the Southern Nncan Common Monetary Area. Sim/any. corry:enies roorporated in India are subject to regulatory restnctons on borrowing in foreign currencies and the venting of security interests in collateral Such restrictions could time our ability to raise financings on con-petlive terms and refinance ex.sbng indebtedness Addrtonally. ov abi Ay to borrow money against the oceateral located ri India is subject to exchange control regubtrons in India and may requ re the poor approval of the moan regulatory a.thorrties The assumptions undertying the Ibrecasts and targeted growth rate presented elsewhere in this prospectus are Inherently uncertain and Subject to significant business. economic, financial. regulatory and competitive risks that could came our actual cash available for distribution. in the aggregate podia on a per- Shale basis, to differ materially from ow forecasts. The forecasts presented elsewhere m this pr ospectus unit include pumas I rot arc in our intial portfolio and were prepared usng assumption that our management behaves are reasonable. See 'Cash dividend policy—Assurrpoons and considerations ' These induce assumpons regarding the future operating costs Cl our facilities, the dates that peclects in our irdel portfolio wil reach COO, our facilites future level cf power generation merest rates, admnivrative expenses, tax treatment of income, Muse capes eimendetre requrements, budget and the absence of material adverse changes in economic cordials or government regulations They also include assumptiore based on solar era wad resotrce studies and hydro tooter evatustons that take irto account rneteorobgical earthen and an the availablity of at facilites The forecasts assume that no unexpected rime rretenalsze dunng de forecast periods Any ore or more than one of these assumpecte may prove to be incorrect, in which case Our actual remits of opera/hens wll be Peered from. and possibly materiel)/ worse Irian those ccntempated by the forecasts There can be no assurance that the asSumptrons underlying the forecasts presented elsewhere in this prospectus will prove to be accurate Actual retails for the forecast periods will likely vary from the rawest midis and thcee vanatons may be material We make no represectabon that actual results acheved in the forecast periods will be the same, in vacs or in part as those forecasted herein The factors described above may also impact our *Arty to achieve our target dividend per share amyl growth rate over the three:mar period following the completion of this offering. This target assumes that ro unexpected risks materialize over the next three years and is based on addtional assumpons, including the market value Cl projects we acquire from third parties, our cost at capital the ratio of debt to equity YAM respect to the financing of acq.nutions and whether we have the financial resources to acquire call ngN protects and the timing Cl such arOutSitiOnS Even if the Projected FTM CAFDcornmitment is satisfied we may net achieve the targeted growth rate Our Sponsor is not obligated to sell us any of the Call RigM Projects at a pr ice that wd allow us to achieve our targeted growth rate Accordngly, we may not be able to corsimmate acquisitors with our Spans°, or urafriziated MOO parties that ena5ir to to achieve our targeted growth rate On a pm forma basis, we wouldnot have had sufficient CAFD to pay the full initial quarterly distribution on all of our common units for the three months ended March 31, 2015 or the year ended December 31. 2014. Gloteillt must generate approximately 557 9 melon and 5231 5 rnaion of CAW to us to pay the iroycoate cuarle^y <Ism Auto's tor the nee; one and tour quarters, respeurvey. on all of cis canrrion stck that will be outstanding surer:hetet/ following !risotto:mg, assurmng no reserves we established. The amoint of pro forma CAFD was 529 3 million arid S154.7 melon for the thee months ended March 31, 2015 and fa the year ended December 31 2014. respectively. which would have allowed us to pay 59 5% and 78 6% of the 84 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-0058049 CONFIDENTIAL SDNY_GM_00204233 EFTA01366521