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Form 8-K TerraForm Power, Inc. For: Jul 14

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July 14, 2016 8:15 AM EDT


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 14, 2016
____________________________________________________________
TerraForm Power, Inc.
(Exact name of registrant as specified in its charter)
 ______________________________________________________________
Delaware
001-36542
46-4780940
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I. R. S. Employer
Identification No.)
 
 
 

7550 Wisconsin Avenue, 9th Floor, Bethesda, Maryland 20814
(Address of principal executive offices, including zip code)

(240) 762-7700
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provision (see General Instruction A.2 below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 




Item 8.01. Other Events.

On July 14, 2016, TerraForm Power, Inc. (the “Company”) issued a press release announcing that TerraForm Power Operating, LLC (“TerraForm Power”), the Company’s wholly owned subsidiary, would extend the expiration time of its previously announced consent solicitation (the “Consent Solicitation”) from holders of its 5.875% Senior Notes due 2023 and its 6.125% Senior Notes due 2025 to 5:00 p.m., New York City time, on July 20, 2016, unless further extended or terminated by TerraForm Power.

All other aspects of the Consent Solicitation remain unchanged and in effect.

A copy of the press release is attached as Exhibit 99.1 to this Current Report on this Form 8-K and is incorporated by reference herein.


Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
Exhibit No.
Description
99.1
Press release, dated July 14, 2016, titled "TerraForm Power Operating, LLC Announces Extension of Consent Solicitation"






SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
TERRAFORM POWER, INC.
 
 
 
 
Date: July 14, 2016
By:
/s/ Rebecca Cranna
 
Name:
Rebecca Cranna
 
Title:
Executive Vice President and Chief Financial Officer






Exhibit Index

Exhibit No.
Description
99.1
Press release, dated July 14, 2016, titled "TerraForm Power Operating, LLC Announces Extension of Consent Solicitation"








Exhibit 99.1
TerraForm Power Operating, LLC Announces Extension of Consent Solicitation
Bethesda, MD, July 14, 2016 (GLOBENEWSWIRE) - TerraForm Power, Inc. (Nasdaq: TERP), an owner and operator of clean energy power plants, today announced that its wholly owned subsidiary TerraForm Power Operating, LLC (“TerraForm Power”) has extended the expiration date of its previously announced solicitation of consents (the “Consent Solicitation”) from holders of its 5.875% Senior Notes due 2023 and its 6.125% Senior Notes due 2025 to 5:00 p.m., New York City time, on July 20, 2016, unless further extended or terminated by TerraForm Power.
All other aspects of the Consent Solicitation remain unchanged and in effect.
Copies of the Consent Solicitation Statement and the Letter of Consent may be obtained by holders of the Notes from the Tabulation Agent for the Consent Solicitation, Global Bondholder Services Corporation, at (866) 794-2200.
Citigroup Global Markets Inc. is the Solicitation Agent for the Consent Solicitation. Questions regarding the Consent Solicitation may be directed to Citigroup Global Markets Inc., at (800) 558-3745 and (212) 723-6106.
None of TerraForm Power, the Tabulation Agent, the Solicitation Agent, the Trustee or any of their respective affiliates makes any recommendation as to whether holders of the Notes should deliver their consent to the Proposed Waiver pursuant to the Consent Solicitation, and no one has been authorized by any of them to make such a recommendation. Each holder of the Notes must make its own decision as to whether to give its consent.
THIS NEWS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE A SOLICITATION OF CONSENTS IN ANY JURISDICTION.
THE CONSENT SOLICITATION IS BEING MADE ONLY PURSUANT TO THE CONSENT SOLICITATION STATEMENT AND THE LETTER OF CONSENT THAT THE TABULATION AGENT WILL DISTRIBUTE TO HOLDERS OF THE NOTES. HOLDERS OF THE NOTES SHOULD CAREFULLY READ THE CONSENT SOLICITATION STATEMENT AND LETTER OF CONSENT PRIOR TO MAKING ANY DECISION WITH RESPECT TO THE CONSENT SOLICITATION, BECAUSE SUCH DOCUMENTS CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS OF, AND CONDITIONS TO, THE CONSENT SOLICITATION.
About TerraForm Power
TerraForm Power is a renewable energy company that is changing how energy is generated, distributed and owned. TerraForm Power creates value for its investors by owning and operating clean energy power plants. For more information about TerraForm Power, please visit: www.terraformpower.com.
Contacts:
Investors:

Brett Prior
TerraForm Power
(650) 889-8628

Media:

Meaghan Repko / Joseph Sala / Nicholas Leasure
Joele Frank, Wilkinson Brimmer Katcher



(212) 355-4449


2

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