Class A common stock a Si 1000 per snare on an annualued oasis We established our muml quarterly dmoend level based upon a targeted payout ratio by Global LLC of approximate, 85% of projected annual CAFD This avdend payout ratio is not prescribed by our goteffirg documents ands subject tO Change barred on

tle Owl> WIN &MG Its * 011etull2n Kenna 2.1422 We ?Seine 'cash available for clatnbuton ' or 'CARD.' as net cash provided by the operating emotes of Global LLC as actuated for cedar, other cants:* tens nut we associate with our operation. It is a non-GAAP measure of our stilly to generate cash to seevce oar

ommon stock on account of Mew Class D units purchased in the pirate placemerts Global will receive the sane nurrter of newly issued Class A trite of Global LLC in connection with the issuance of its Class A common stock on account of the class D unrts Global ti c expects to use the net proceeds from the sal

driess GIctel LLC will be enbbed to set oft any amounts owing by SunEdison pursuant to me Interest Payment Agreement against any and at aims owed by Global LLC to SunEclason tinder the distnbuon ponsiona of the amended and restated operating agreement of Global LLC and Global LLC new pay such amounts to Goo

l late:Junta parties Poor to the ccenpleton of this offering (i) SwEdison and ts subed ants will contribute or comfit to contnts.te to suteidanes of Global LLC the clean tecrnongy energy projects developed. present', being constructed a acquired by SunEdtson tot are included in our initial parrot° avhicnwe

Class B common stock cars have 98.4% d tin combred voting power of an of our comrron stock and. through such subsdery s ormershp of Cass Et trots of Global LLC, will hold cut:toot to the ngtt of folders of IERs to receive a porfion of distributions after certain thresh: Ws are met and certain Irritations du

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

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

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

Amendment #4 Page 42 of 868 1.0x1/4.9t.(iettFen Voting rights Economic Interest Exchange and registration rights of Global LLC and the ICRs nsued to a in the Celenng Transactions on aocourt of its meting ownership interest Following compelon of ths offering, we may elect to

on conversion of the Class 0 units sold in the Units Puvate Placements). 69.339.432 shares of our Class B common flock. 109.509,668 Class A units of Global LLC and 69.3%,432 Class 8 units of Global LLC aSstanding immediate)/ after this c4fenng and the Class A Cannon Private Placement. based on an assumed in

ake acquisitions with cash on hand may be limited by our cash dividend policy. As discussed in 'Cash dividend policy: our drvidend policy a to cause Global LLC to distribute the CAFD generated by cur protect porffolo (after deducing appropriate reserves for our waking capital reeds and the prudect conduct o

For a calculation of our ability to make cash distntutons boa stock alders based on our beton:al as adjusted results, see 'Cash &striation polity' If Global LLC is not able to generate addibcnal cash fa distribution tots n future panods, we may rot be able to pay the fUl im101 ported/ dstritubcn or any amour

stock could dedre ass reaM of sales of such shares (*.suable to ors Sponsor upon the exchange of some or all of its Class B units or Cass BI units d Global LLC) by our Sponsor rto the market by the irwesbrs n the Private Placements, by third-party developers receiving shares n connection with 88 http://cf

ivate Placement We intend to use the net proceeds from Ins offering and de Class A Common Private Placement to acquire newt)/ issued doss A (tits of Global LLC represenbng 33 5%ot Glatel LLC s cutstararg rnemtership uncs atter this offering (calculated vatncut regard to the IDRs) Global will re! retain an/

the even tee underwriters exercise they option to purchase addtional shares ot Class A common stock and 00 the Class Bcornmon stock Class B Lasts of Global LLC and the IDRs issued tot in the Offering Transactions on account of its existng cierrershre interest Following completion of this offering we may ele

Free of 520.00 per share, the midpoint of the range set forth on the cover paged this prospectus, arid assuming that our Sponsor exchanged al cf its Global LLC Class B sins for shares of our Cass A common stock on a cre4or-one basis and no exercise of the underwriters' option to purchase ackhonai shares of

Coninbicins received pursuers to agreerrerts with our Sponsor 53,688 1(21,388 723) Ober ferns — — Estill-cited cash available tor distnbuton by Global LLC $ 154,609 $ 29:275 ESbeklted cash available forCISInbubOn to holden. 01 Clan stocks' A common stoc ' Estimated aggregate annual dividend Sha

goes proceeds of 5800 0 minion from the issuance of the Senior Notes We have also assumed that nrreclately following the completion d this ortenng, Global LLC will have 109,509,668 Class A units and 69339.432 Class B unts outstaxing and that all of such Class A Lots will be held by Global. The forecast als

r upon the completion of the Orgenzatonal Transactions, • 'Gbbal Operating LW' refers to TerraForm Global Operating LW, a wholly owned subsidiary d Global LLC, which we !dough off deed and indirect subsaanes, conduct our business and operations, http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0