13G Filing: Merced Capital, L.P. and Terraform Power Inc. (TERP)

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Item 1(a).
Name of Issuer:
TerraForm Power, Inc. (the “Issuer”)
Item 1(b).
Address of Issuer’s Principal Executive Offices:
7550 Wisconsin Avenue, 9th Floor, Bethesda, Maryland 20814
Item 2(a).
Name of Person Filing:
This Schedule 13G is being filed by Merced Capital, L.P. (“Merced Capital”), general partner of Merced Partners Limited Partnership (“First MP”) and the investment adviser to Merced Partners IV, L.P. (“Second MP”) and Merced Partners V, L.P. (“Third MP”); Series E of Merced Capital Partners, LLC (“Merced”), the general partner of Merced Capital; and David A. Ericson (“Mr. Ericson”), a managing director of Merced Capital and the Chairman, President and Chief Executive Officer of Merced (each of whom may be referred to herein as a “Reporting Person,” and, collectively, as the “Reporting Persons”). The positions reported herein, which are beneficially owned by the Reporting Persons, are held for the account of First MP, Second MP, and Third MP.  The Reporting Persons disclaim beneficial ownership of the Shares except to the extent of their pecuniary interest therein.
Item 2(b).
Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each Reporting Person is 601 Carlson Parkway, Suite 200, Minnetonka, MN 55305.
Item 2(c).
Citizenship:
i)  Merced Capital is a Delaware limited partnership;
ii) Merced is a Delaware limited liability company; and
iii) Mr. Ericson is a citizen of the United States of America.
Item 2(d).
Title of Class of Securities:
Class A Common Stock, par value $0.01 per share (“Shares”)
Item 2(e).
CUSIP Number:
88104R100
Item 3.
If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
Check Whether the Person Filing is a:
This Item 3 is not applicable.

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