EFTA01366441.pdf

Amendment #4 Page 12 of 868 Tattlyst.f,lettli.M.1 The groat renewal:lea market is projected to require more than 42.1 lellicn of investment in Capacity expansions Over the period from 2015 trough 2020, of which open:ixmatey 35% of sten capecty expansion is expected to occur n ors nitel target Markets a this total expected irwestment more than 4723 When and 4664 bilon is expected to be in global solar and wind generatcn capacey expansions, respectwely Cur Intel target markets are expected to account for 48% and 41% of global wed and solar capacity expansions. respectwey In addition, more than 4253 Peon is expected to be invested gbberly n hydro-electric generator' assets through 2016 ce which our initial target markets are expected to account for 27% of such capacity expansion TM instal(] base of renewable energy gereration capacity in our natal tar et markets is greater man 622 GW, inducing more than 39 GW of solar capacity. 139 GW of wnd capacity and 412 GWot hyaro.electr.c capwey Driven by the increarung coat compettweness of wird and solar energy, etcetera'ng industnalizabon. an expanding mCde class ard attractive regtAtecry orifices that incentwize renewable energy inveetrrents we expect substantial growth in installed renewable energy capacty over the next several years. Solar energy capacity ad:Storrs are expected to total over 179 GW between 2014 and 2020 in our reel target markets and are expected to grow at a carpound annual growth rate, or 'CAGR,' of 32% between 2014 and 2020 in our initial target markets Over the same pencil, ward energy capacsty additions are expected to total over 188 GW n our neat target markets and are expected to grow at a CAGR of 14% between 2014 ard 2020. in our rebel target markets Project Support Agreement immediately prof to the completion of this offering. we will enter into a project support agreement. or Me 'Support Agreement" with our Sponsor. which via recur° our Sponsor to offer us additional qualifying projects from es development pipeline through the fin anniversary of tte corrpeton of the otlenrg that are projected to generate an aggregate of at least 41.4 baron of cash available for distnbubon during the first twelve months following the qualifying projects' respective commercial Operation dates, or Projected FTM CAFD We refer to these protects as the tall Right Projects I the amount of Projected Fig CAFD of the projects vie acquire under the &peon Agreement 'troop me per anniversary of the completion of ins ofMono is less than $1 4 baron. our Sponsor has agreed thalami' continue to offer us surf 'pent. qualfyng Call Right Projects from its pipeline urea the total aggregate Projected FTM CAFD comrntmert has teen satisfied in addition, Ire Support Agreement grans is a ngla of first otter with respect to any clean energy projects (otter than Call Right Projects) that our Sponsor elects to sal or CithellNiSe transfer during the six-year period following the completion of this otterrg and that are located in our inter tweet markets and other emerging markets Rat we mutually agree upon We refer to these projects as the 'SunEdison ROFO Projects' Ire Support Agreement does rot [certify the SunEdeon RCF0 Projects since oil Sponsor will rot be obligated to sell any project that would coolant. a SurEdson ROFO Project in the event ihal our Sponsor elects to sell such assets, a will not be required to accept any offer we make to acquire any SunEckson ROFO Project and foe:wing the completion of good lath negotiations with is, oil Sponsor may choose tO see such assets to a third party Cl rot to sell tre assets al as 4 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-0057969 CONFIDENTIAL SDNY_GM_00204153 EFTA01366441