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to differ matenaly from our forecasts. • we are a rookIng company and our oily matenal asset after cony:tenon of the offenng will be our interest in Global LLC. and we are accordngly dependent upon etenbutions from Global LLC and its subsidence to pay dwidends and taxes and other expenses, • we are a 'cort
nsor. whose interest in our business may be different from ours or yours. • the holder or holders Cl our ICRs may elect to cause Global LLC to issue Class BI unts in connecton with a resettng of target distribution levels. which could rests un laver distributions to holders d our Clan A cannon stock. and
stribution is paid for the first quarter of 2018 • destnbutions of CAFD on each of We outstandirg Class A units, Class B units and Class 81 units of Global LLC equaled or exceeded S1 1000 per unit (the annualized Minirrum Quarterly Dstribeion) fix each of the tutee corseolsre, non-overlapprig, founquarter
LC during those periods on a fully diluted basis, and • Were are ro arearages in payment of the Minimum Latterly Distndtion on the Class A units or Class BI units of Global LLC Nctenthstandrg the foresping the Subordination Period wit automatically terminate when each of the folowing tests are met • d
ass B common stock) from our sponsor. which would be trmecktely cancelled in connection with our receiving a coiresponcht number of Cass A juts from Global LLC 109.560668 stares of ix/ Class A common stock (or 117,995.168 shares if the undenvnters exercise in full ttwir option to purchase ad:lit:omit share
of Class la common stock outstanding after this offering Class A units and Class B units of Global LW outstanding after this riffling Shares of Class BI common stock and Class St units outstanding after this offering We have granted the cridenvriters an option to purchase up to 8.485.500 additional
Amendment #4 Page III of 868 Triftlt./greItt.e011 etstnbutas from Global LLC urtil the Class A unes and Class BI Lens nave received quarterly distributors in an amoral equal to $0 2750 per unit, or the -Minimum Quarterly Dist
ease the bicelihood that during the Subordination Period there will be afficent CAFDto pay the Mirenum Quarterly Dentition on the Class A units (and Class BI units if ay). To reduce the effect on the Class A tints of delays (1 any) in the closing or tne Pending Acquisitions a the comprehon cd the Coned:Me
ed to pay any anuses due under such senior rdebtedriess in conrecton with an accelerecin of tie payment of the princpal amount of such indebtedness. Global LLC will be enttled to set df any arrounts owing by SinEdison pursuant to the Interest Payment Agreement against any and all sums owed by Octet LLC toSi
&fang the °pealing agreement of Global LLC we be amended and restated to authorize three classes of units (De Class A ins the Class B units and the Class BI unts) and n appoint us as the sae managrg neater of Global LLC Tie following is a descnplon ci the material term of Global LLCs amended and restated
Amendment #4 Page 273 of 868 Air in, Co nisi. • use such ret proceeds to purchase Class B units of Global LLC from our Sponsor, which Class B units will automatcally canon into Class A units of Global LLC when transferred to Global h ihe event Global sun Sh
nsfer without our contact will be void orb mild except our Sponsor tray transfer awe 81 WAS to a controlled affair* werout our consent Ow holders cd Class BI units may not trarrster any Class BI units to any person. =lurk%) to a controlled affiliate ce our Sponsor or with our consent, unless the transfero
Entities connected to both Global LLC and Class BI