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SEC Filings

10-K
TERRAFORM GLOBAL, INC. filed this Form 10-K on 06/15/2017
Entire Document
 

As part of the Company’s transition away from its historical reliance on SunEdison, as of January 1, 2017, substantially all employees at both the corporate and project levels who were previously employed by SunEdison were hired directly by the Company. As such, the Company no longer relies upon SunEdison for personnel to manage and operate our business or our power plants. The Company continues to execute on the other aspects of its plan to implement a stand-alone organization. We expect to incur higher costs associated with performing these services ourselves or hiring substitute providers than the fees we paid under the MSA.
Acquisition and Related Costs
Acquisition, formation and related costs decreased from $39.4 million for the year ended December 31, 2015 to $10.9 million for the year ended December 31, 2016, due to less acquisitions taking place during the same period in 2016.
Depreciation, Accretion and Amortization
Depreciation, accretion and amortization expense increased by $26.3 million during the year to $55.2 million for the year ended December 31, 2016 due to additional power plants achieving commercial operation compared to the year ended December 31, 2015.
Provision for Contingent Loss on Deposit for Acquisitions
There was no provision for contingent loss on deposit for acquisitions for the year ended December 31, 2016 compared to a provision of $231.0 million for the year ended December 31, 2015. See Item 15. Note 6 - Deposits for Acquisitions for information regarding the 425 MW India Projects. During 2016, the Company became aware that there was a substantial risk that the 425 MW India Projects may not be completed and transferred to the Company in accordance with the India PSA. In April 2016, the Company filed a verified complaint against SunEdison (see Item 15. Note 18 - Commitments and Contingencies). The complaint asserts claims for breach of fiduciary duty, breach of contract and unjust enrichment relating to the failure by SunEdison to transfer the equity interests in the 425 MW India Projects. In addition, in April 2016, SunEdison filed for protection under Chapter 11 of the U.S. Bankruptcy Code. The Company determined that the deposit for acquisition of the 425 MW India Projects was not realizable as of December 31, 2015 and recorded a provision for contingent loss of $231.0 million.
Gain on Extinguishment of Debt, net
A gain on the extinguishment of debt, net of $5.9 million was recognized for the year ended December 31, 2016, an increase of $8.2 million on the year ended December 31, 2015. This increase was primarily due to the gain related to the Senior Notes repurchased during January 2016 combined with additional prepayments and terminations of project-level indebtedness related to several power plants during 2016 compared to the year ended December 31, 2015.
Interest Expense, net
Interest expense, net for the years ended December 31, 2016 and 2015 was as follows:
 
Year Ended December 31,
 
 
(In thousands)
2016
 
2015
 
Change
Corporate level
$
92,325

 
$
67,607

 
$
24,718

Project level:
 
 
 
 
 
     Solar
39,948

 
39,098

 
850

     Wind
(2,997
)
 
943

 
(3,940
)
          Total interest expense, net
$
129,276

 
$
107,648

 
$
21,628

Interest expense, net increased by $21.6 million during the year ended December 31, 2016, compared to the same period in 2015. The increase was primarily due to interest amortization of deferred financing costs under the Senior Notes issued during the third quarter of 2015. We received an equity contribution of $11.0 million in cash from SunEdison in connection with SunEdison's payment obligation under the Interest Payment Agreement during the year ended December 31, 2016.
As a result of the SunEdison Bankruptcy, we do not expect SunEdison to perform under the Interest Payment Agreement going forward, in which case we expect to continue servicing out debt obligations with current liquidity and cash flows from operations. See Item 15. Note 19 - Related Parties - Interest Payment Agreement for additional information on the Interest Payment Agreement.


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