TerraForm Global Announces Proposed $800 Million Offering of "Green Bonds"

BETHESDA, Maryland, July 20, 2015 /PRNewswire/ -- TerraForm Global, Inc. ("TerraForm Global") today announced that its wholly-owned indirect subsidiary, TerraForm Global Operating, LLC (the "Issuer"), intends to offer, in a private transaction, up to $800 million aggregate principal amount of senior notes due 2022 (the "Notes"). The offering is subject to market conditions and other factors.

The Notes will be senior unsecured obligations of the Issuer and on the issue date will be guaranteed by the Issuer's direct parent, TerraForm Global, LLC ("Global LLC"). Following the issue date, the Notes will be guaranteed by any domestic subsidiaries of Global LLC that guarantee the Issuer's revolving credit facility or any other material indebtedness. TerraForm Global will not guarantee the Notes.

The Issuer intends to use the net proceeds of the offering of the Notes to fund in whole or in part, renewable energy projects ("Eligible Green Projects"), which includes the financing or refinancing of, or investments in, equipment and systems which generate or facilitate the generation of energy from renewable sources, such as solar, wind and hydroelectric energy.

This press release shall not constitute an offer to sell nor the solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. Any offers of the Notes will be made only by means of a private offering memorandum to qualified institutional buyers under Rule 144A and to persons outside of the United States under Regulation S under the Securities Act of 1933, as amended (the "Securities Act").

The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Forward-Looking Statements
This communication contains forward-looking statements, including, but not limited to, statements regarding the completion and timing of the offering of the Notes, the terms of the Notes, the planned use of any proceeds from the offering, including the ability to fund Eligible Green Projects, and the Issuer's ability to enter into a revolving credit facility. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, and typically can be identified by the use of words such as "will," "expect," "estimate," "anticipate," "forecast," "plan," "believe," and similar terms. Although TerraForm Global believes that its expectations are reasonable, it can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Factors that could cause actual results to differ materially from those contemplated above include, among others, risks and uncertainties related to the capital markets. Any forward-looking information presented herein is made only as of the date of this press release, and TerraForm Global does not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.