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SEC Filings

10-K
TERRAFORM GLOBAL, INC. filed this Form 10-K on 06/15/2017
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compliance costs in many of the jurisdictions where we operate. In addition, as we have limited experience in developing our own capabilities and resources, there is no assurance that we would ultimately be successful in our efforts in each of these areas, if at all, which could result in delays or disruptions in our business and operations.

We continue to rely on SunEdison for important accounting systems and services.
Pursuant to the terms of the MSA, SunEdison has historically provided the systems and personnel for our financial reporting and control processes (such as information technology, enterprise resources management and accounting systems) and we continue to rely on SunEdison for important accounting systems and services. As a result, our financial reporting and control processes continue to rely to a significant extent on SunEdison systems and personnel. We expect that this reliance will continue until the closing of the Brookfield Transaction.
SunEdison has not performed as obligated under the MSA, in particular with respect to financial reporting and control matters. As discussed under Item 9A. Controls and Procedures below, these failures to perform have resulted in or contributed to material weaknesses in our internal control over financial reporting. These material weaknesses and their remediation have resulted in significant consequences and costs, including fees to our external advisors and auditor, time and attention of our management, delays in our financial reporting and increased staffing. Our continued reliance on SunEdison for these important accounting systems and services may continue to result in these or other consequences and costs and have a material adverse effect on our internal control over financial reporting, the timing of our financial reporting, and our business, results of operations and financial condition.
While we anticipate that we will continue to rely on SunEdison for these financial reporting and control matters, we will continue to evaluate SunEdison’s ability to perform these functions and the necessity of transferring control of these matters away from SunEdison. There can be no assurance that we would be able to successfully transfer these systems and services away from SunEdison or that such transfer would not result in increased costs or additional material weaknesses in our internal control over financial reporting.

The SunEdison Bankruptcy has resulted in project defaults that may entitle the related lenders to demand repayment, enforce their security interests or other remedies or restrict the ability of the project companies to make distributions.
In all six of our debt-financed projects, SunEdison is a party to a material project agreement, or is a guarantor thereof, such as being a party or guarantor to an asset management or O&M contract. The project level financing agreements for our remaining two levered power plants in India contain provisions that provide lenders with the right to accelerate debt maturity due to SunEdison’s bankruptcy because SunEdison was an original sponsor of the project and/or party to certain material project agreements, such as O&M and EPC related contracts. In addition, for our three power plants in South Africa, the project level financing agreements contain events of default provisions triggered by the bankruptcy of SunEdison as a party to certain material project contracts, such as O&M and EPC related contracts.
Such defaults in our debt-financed projects, if not cured or waived, may entitle the related lenders to demand repayment or enforce their security interests or other remedies, which could have a material adverse effect on our business, results of operations and financial condition. Such defaults may also restrict the ability of the project companies to make distributions to us. We have received waivers and/or forbearance agreements with respect to certain of these defaults, and we are currently working with our project lenders to cure such defaults; however, no assurance can be given that such defaults will be cured in a timely manner or at all.
Historically, SunEdison has provided O&M and asset management services to many of our power plants under project level O&M and asset management agreements between the applicable project companies and local SunEdison affiliates. As part of our transition away from SunEdison as an O&M and asset management service provider, we have terminated all such agreements. Depending on the circumstances, we now manage our power plants ourselves or outsource our asset management and/or O&M functions in certain jurisdictions. We may not be able to adequately perform such services, or identify a qualified third-party service provider that is willing to perform such services on equal or better terms than those previously provided by SunEdison. If we are unable to adequately manage the power plants or secure third-party service providers, it could lead to defaults under the terms of project level debt contracts and other adverse consequences for our unlevered power plants. An inability to successfully manage these power plants or secure third-party service providers, and the resulting defaults and other consequences, or managing them at an excessively burdensome cost or securing third-party service providers on unfavorable terms or at higher costs, could have a material adverse effect on our business, results of operations and financial condition.


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