Equity Interests In Renewable-Energy Development Companies

Sale of Equity Interests In Certain Project Companies describe as below:

SunEdison is one of the world’s leading developers of renewable-energy solutions. In addition to its development business, SunEdison owns, operates, and/or provides maintenance services for clean power generation assets. SunEdison’s renewable-energy development business is a global enterprise with substantial development activities on six continents.

The Minnesota Projects: Through its large commercial and industrial segment (commonly referred to as “C&I”) – SunEdison has 22 C&I projects under development in the State of Minnesota (the “Minnesota Projects”). These projects include 15 self-developed projects and 7 additional projects that have been co-developed with Ecoplexus, Inc. (“Ecoplexus”) under the terms of a prior agreement (the “Ecoplexus Purchase Agreement”). The Minnesota Projects will provide 136 MW of power upon reaching their commercial operation dates and are located in a cold weather state with a project construction season dictated by the freeze and thaw cycles at project sites. Furthermore, under current Minnesota Public Utility Commission (“MNPUC”) guidelines, which sets commercial operation date (“COD”) deadlines from the time an application is “deemed complete,” over 2/3 of the Minnesota Projects have hard COD deadlines expiring in May-June 2017.12 Although a recent unofficial decision by MNPUC may extend this timeline, there is no certainty that the current COD deadlines can be officially extended.