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SEC Filings
10-K
TERRAFORM POWER, INC. filed this Form 10-K on 03/15/2019
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(subject to acceleration for certain specified events). We may only use the revolving Sponsor Line to fund all or a portion of certain funded acquisitions or growth capital expenditures.  The Sponsor Line will terminate, and all obligations thereunder will become payable, no later than October 16, 2022.

Borrowings under the Sponsor Line bear interest at a rate per annum equal to a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, in each case plus 3.00% per annum. In addition to paying interest on outstanding principal under the Sponsor Line, we are required to pay a standby fee of 0.50% per annum in respect of the unutilized commitments thereunder, payable quarterly in arrears. We are permitted to voluntarily reduce the unutilized portion of the commitment amount and repay outstanding loans under the Sponsor Line at any time without premium or penalty, other than customary “breakage” costs. TerraForm Power’s obligations under the Sponsor Line are secured by first-priority security interests in substantially all assets of TerraForm Power, including 100% of the capital stock of Terra LLC, in each case subject to certain exclusions set forth in the credit documentation governing the Sponsor Line. Under certain circumstances, we may be required to prepay amounts outstanding under the Sponsor Line.

During the year ended December 31, 2018, we made two draws on the Sponsor Line totaling $86 million that were used to fund the acquisition of Saeta, which amounts were repaid in full as of December 31, 2018. We did not make any draws on the Sponsor Line during the year ended December 31, 2017.

Term Loan

On November 8, 2017, Terra Operating LLC entered into a 5-year $350.0 million senior secured term loan (the “Term Loan”), which was used to repay outstanding borrowings under the Midco Portfolio Term Loan (as defined in Note 10. Long-Term Debt) and $50.0 million of revolving loans outstanding under the Revolver. The Term Loan originally bore interest at a rate per annum equal to, at Terra Operating LLC's option, either (i) a base rate plus a margin of 1.75% or (ii) a reserve adjusted Eurodollar rate plus a margin of 2.75%, and is secured and guaranteed equally and ratably with the Revolver. The Term Loan provides for voluntary prepayments, in whole or in part, subject to notice periods. There are no prepayment penalties or premiums other than customary breakage costs subsequent to the six-month anniversary of the closing date. Within the first six months following the closing date, a prepayment premium of 1.00% would apply to any principal amounts that were prepaid. On May 11, 2018, Terra Operating LLC entered into an amendment to the Term Loan whereby the interest rate on the Term Loan was reduced by 0.75% per annum. We recognized a $1.5 million loss during the year ended December 31, 2018 as a result of this amendment, representing write offs of certain debt financing costs. On March 8, 2019, we entered into interest rate swap agreements with counterparties to hedge the variable Eurodollar base rate associated with the interest payments on the entire principal of our Term Loan, paying an average fixed rate of 2.54%. In return, the counterparties agreed to pay us the variable Eurodollar base rate payments due to the lenders until maturity.
    
Non-recourse Project Financing

On June 6, 2018, one of our subsidiaries entered into a new non-recourse debt financing agreement whereby it issued $83.0 million of 4.59% senior notes maturing in 2040, secured by approximately 73 MW of utility-scale solar power plants located in Utah, Florida, Nevada and California. The proceeds of this financing were used to pay down the Revolver, which was drawn to fund a portion of the purchase price for our acquisition of Saeta.

On September 28, 2018, one of our subsidiaries entered into a new non-recourse debt financing agreement whereby it issued $78.8 million of 4.64% senior notes maturing in 2032, secured by approximately 51 MW of utility-scale and distributed-generation solar power plants located in New York, New Jersey, Massachusetts, North Carolina, Colorado and California. The majority of the proceeds of this financing were used to repay a portion of the Revolver in October 2018.
    
On September 28, 2018, one of our subsidiaries in Spain entered into a new non-recourse debt refinancing arrangement whereby it issued €50.0 million of notes secured by 48 MW of utility-scale wind power plants located in Southern Spain. The notes consist of €30.0 million Tranche A (the equivalent of approximately $35.0 million on the closing date) maturing in 9.5 years and €20.0 million Tranche B (the equivalent of approximately $23.0 million on the closing date) maturing in 12.5 years. Tranche A bears interest at a rate per annum equal to six-month Euro Interbank Offered Rate (“Euribor”) plus an applicable margin of 1.70%. Tranche B bears a fixed interest rate of 2.84%. We entered into interest rate swap agreements with counterparties to economically hedge greater than 90% of the cash flows associated with the debt, paying a fixed rate of 3.78% for the first five years and 1.15% for the following two years.



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