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Filing Details

Accession Number:: 0000950157-20-000967
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-07-31 16:57:11
Reporting Period:: 2020-07-31

Accepted Time:: 2020-07-31 16:57:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1599947	Terraform Power Inc.	TERP	Operators Of Nonresidential Buildings (6512)	A6

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1001085	Brookfield Asset Management Inc.	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1504716	Brookfield Asset Management Private Institutional Capital Adviser (Canada) Lp	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1533231	Brookfield Brp Holdings (Canada) Inc.	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1540229	Ltd Partners	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1679040	L.p. 1 Holdings Us Orion	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1679041	Orion Us Gp Llc	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1679131	Brookfield Infrastructure Fund Iii Gp Llc	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	No	No
1745194	L.p. Holdco Orion Bbhc	Brookfield Place 181 Bay Street, Suite 300 Toronto A6 M5J2T3	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Class A, $0.01 Par Value	Acquisiton	2020-07-31	86,235,614	$0.00	0	No	4	P	Indirect	See footnotes.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes.

Footnotes

This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P. ("Orion LP"); (ii) Orion US GP LLC; (iii) Brookfield Infrastructure Fund III GP LLC; (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; (v) Brookfield BRP Holdings (Canada) Inc.; (vi) BBHC Orion Holdco L.P. ("BBHC LP"); (vii) Brookfield Asset Management Inc.; and (viii) Partners Limited. The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 (the "Act").
Each Reporting Person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for the purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities covered by this statement. Each Reporting Person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
On July 31, 2020, pursuant to the Agreement and Plan of Reorganization, dated as of March 16, 2020 (the "Reorganization Agreement"), among Brookfield Renewable Partners L.P., an exempted limited partnership formed under the laws of Bermuda and an affiliate of the Reporting Persons ("BEP"), Brookfield Renewable Corporation, a corporation incorporated under the laws of British Columbia and an indirect subsidiary of BEP ("BEPC"), 2252876 Alberta ULC, an unlimited liability corporation incorporated under the laws of Alberta and a wholly owned direct subsidiary of BEP ("Acquisition Sub"), TerraForm Power, Inc., a Delaware corporation (the "Issuer"), and TerraForm Power NY Holdings, Inc., a newly formed New York corporation and a wholly owned direct subsidiary of the Issuer ("Holdings"), all of the shares of class A common stock of the Issuer ("Class A Shares") were canceled in a merger of the Issuer into Holdings, with Holdings as the surviving corporation (the "Reincorporation Merger").
Upon the completion of the Reincorporation Merger and the other transactions contemplated by the Reorganization Agreement, each Class A Share not held by Orion LP or BBHC LP was exchanged for the right to receive consideration consisting, at the election of the holder of such Class A Share, 0.47625 of a class A exchangeable subordinate voting share of BEPC ("BEPC Exchangeable Shares") or 0.47625 of a non-voting limited partnership unit of BEP ("BEP LP Units"). On July 30, 2020, the last trading day for the Class A Shares, the closing price of Class A Shares on NASDAQ was $19.35 per share, the closing price of BEPC Exchangeable Shares on NYSE was $40.72 per share and the closing price of BEP LP Units on NYSE was $40.38 per unit.