organization · Reporting owner

ORION US HOLDINGS 1 L.P.

Disclosed activity across 2 companies

Tapewire entity: 147513
SEC CIK: 0001679040

Reported relationships

Latest disclosed role at each company.

Company	Last reported as	Report date	Published
TERRAFORM GLOBAL, INC.GLBL · Entity 170596	10% owner	December 28, 2017	December 29, 2017

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

TERRAFORM GLOBAL, INC.

Report date December 28, 2017 · Filed December 29, 2017

Jointly reported with BROOKFIELD Corp /ON/, ORION US GP LLC, Brookfield Infrastructure Fund III GP LLC, Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP, Partners Ltd

Security / award	Ownership account	Disclosed shares / units	Disclosure context
Common Stock, Class A, $0.01 par valueSEC Table I · non-derivative	IndirectHeld by Orion US Holdings 1 L.P.	0	Reported balance After 2017-12-28 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes. 1 source row Row 1 · 2017-12-28 · Other · Disposed 19,535,004 · Balance 0 F5: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F6: Pursuant to the Merger Agreement, at the Effective Time, all 19,535,004 Orion Shares were cancelled without payment of any consideration therefor. F2: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act").
Common Stock, Class A, $0.01 par valueSEC Table I · non-derivative	IndirectHeld by Orion US Holdings 1 L.P.	1	Reported balance After 2017-12-28 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes. 1 source row Row 3 · 2017-12-28 · Other · Acquired 1 · Balance 1 F5: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F8: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share. F2: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act").
Common Stock, Class A, $0.01 par valueSEC Table I · non-derivative	IndirectHeld by Brookfield BRP Holdings (Canada) Inc.	0	Reported balance After 2017-12-28 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes. 1 source row Row 2 · 2017-12-28 · Other · Disposed 1,000 · Balance 0 F5: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F7: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled. F2: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F4: The following Reporting Persons may be deemed to beneficially own the securities held by Brookfield BRP Holdings (Canada) Inc.: Brookfield Renewable Energy L.P., as the parent of Brookfield BRP Holdings (Canada) Inc.; Brookfield Renewable Partners L.P., as parent of Brookfield Renewable Energy L.P.; Brookfield Renewable Partners Limited, as general partner of Brookfield Renewable Partners L.P.; BREP Holding L.P., as general partner of Brookfield Renewable Energy L.P.; BRP Bermuda GP Limited, as general partner of BREP Holding L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Renewable Partners Limited and BRP Bermuda GP Limited; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act").

Filing footnotes · ownership attribution and instrument terms

F1: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act").

F2: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities.

F3: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares.

F4: The following Reporting Persons may be deemed to beneficially own the securities held by Brookfield BRP Holdings (Canada) Inc.: Brookfield Renewable Energy L.P., as the parent of Brookfield BRP Holdings (Canada) Inc.; Brookfield Renewable Partners L.P., as parent of Brookfield Renewable Energy L.P.; Brookfield Renewable Partners Limited, as general partner of Brookfield Renewable Partners L.P.; BREP Holding L.P., as general partner of Brookfield Renewable Energy L.P.; BRP Bermuda GP Limited, as general partner of BREP Holding L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Renewable Partners Limited and BRP Bermuda GP Limited; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares.

F5: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration").

F6: Pursuant to the Merger Agreement, at the Effective Time, all 19,535,004 Orion Shares were cancelled without payment of any consideration therefor.

F7: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled.

F8: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share.

F9: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

TerraForm Power, Inc.

Report date July 31, 2020 · Filed July 31, 2020

Jointly reported with BROOKFIELD Corp /ON/, Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP, Partners Ltd, ORION US GP LLC, Brookfield Infrastructure Fund III GP LLC, Brookfield BRP Holdings (Canada) Inc., BBHC Orion Holdco L.P.

Section 16 reporting ended · disclosed 2020-07-31. Current position is not established by this disclosure.

Security / award	Ownership account	Disclosed shares / units	Disclosure context
Common Stock, Class A, $0.01 par valueSEC Table I · non-derivative	IndirectSee footnotes.	0	Reported balance After 2020-07-31 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes. 1 source row Row 1 · 2020-07-31 · Purchase · Acquired 86,235,614 · Balance 0 F3: 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"). F4: 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. F2: 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. F1: 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").

Filing footnotes · ownership attribution and instrument terms

F1: 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").

F2: 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.

F3: 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").

F4: 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.

Transaction history

JSON API

Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction date	Company	Activity / security	Shares / units	Reported price	Reported value	Details
July 31, 2020 Filed Jul 31, 2020 20:57 UTC	TerraForm Power, Inc. TERP · Entity 147488	PurchaseCommon Stock, Class A, $0.01 par value	86,235,614	Not disclosed	Not disclosed	Disclosure SEC source: 0000950157-20-000967 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner BBHC Orion Holdco L.P. · CIK 0001745194 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes. Disclosed balance after: 0 F3 · kind: 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"). F4 · kind: 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. F3 · shares: 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"). F4 · shares: 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. F3 · price: 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"). F4 · price: 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. F3 · balance_after: 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"). F4 · balance_after: 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. F2 · ownership.direct: 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. F3 · ownership.direct: 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"). F4 · ownership.direct: 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. F1 · ownership.nature: 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"). F2 · ownership.nature: 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. F3 · ownership.nature: 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"). F4 · ownership.nature: 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. Read SEC document
October 08, 2019 Filed Oct 10, 2019 20:41 UTC	TerraForm Power, Inc. TERP · Entity 147488	PurchaseCommon Stock, Class A, $0.01 par value	2,981,514	$16.77	$49,999,989.78	Disclosure SEC source: 0000950157-19-001182 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner BBHC Orion Holdco L.P. · CIK 0001745194 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by BBHC Orion Holdco L.P. Disclosed balance after: 32,859,562 F4 · kind: On October 8, 2019, pursuant to the Class A Common Stock Purchase Agreement dated October 8, 2019, BBHC LP purchased 2,981,514 Class A Shares at a price of $16.77 per share. F4 · shares: On October 8, 2019, pursuant to the Class A Common Stock Purchase Agreement dated October 8, 2019, BBHC LP purchased 2,981,514 Class A Shares at a price of $16.77 per share. F4 · price: On October 8, 2019, pursuant to the Class A Common Stock Purchase Agreement dated October 8, 2019, BBHC LP purchased 2,981,514 Class A Shares at a price of $16.77 per share. F4 · balance_after: On October 8, 2019, pursuant to the Class A Common Stock Purchase Agreement dated October 8, 2019, BBHC LP purchased 2,981,514 Class A Shares at a price of $16.77 per share. F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by BBHC LP: BRPHC, as an indirect wholly-owned subsidiary of Brookfield, the sole limited partner of BBHC LP and indirect sole general partner of BBHC LP; Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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.; (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. ("BRPHC"); (vi) BBHC Orion Holdco L.P. ("BBHC LP"); (vii) Brookfield Asset Management Inc. ("Brookfield"); and (viii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by BBHC LP: BRPHC, as an indirect wholly-owned subsidiary of Brookfield, the sole limited partner of BBHC LP and indirect sole general partner of BBHC LP; Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
August 03, 2018 Filed Aug 7, 2018 21:01 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCommon Stock, Class A, $0.01 par value	80,084	Not disclosed	Not disclosed	Disclosure SEC source: 0000950157-18-000888 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner BBHC Orion Holdco L.P. · CIK 0001745194 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Orion US Holdings 1 L.P. Disclosed balance after: 29,958,132 F4 · kind: On August 3, 2018, the Reporting Persons received 80,084 shares of Class A Common Stock pursuant to a provision of the definitive merger and sponsorship transaction agreement (the "Merger Agreement") by and among the Issuer, Orion US LP and BRE TERP Holdings Inc. The Merger Agreement provides that the Issuer will issue additional shares of Class A Common Stock to Orion US LP, for no additional consideration, in connection with the final resolution of certain specified litigation. The number of shares issued was determined pursuant to a formula set forth in the Merger Agreement. F4 · shares: On August 3, 2018, the Reporting Persons received 80,084 shares of Class A Common Stock pursuant to a provision of the definitive merger and sponsorship transaction agreement (the "Merger Agreement") by and among the Issuer, Orion US LP and BRE TERP Holdings Inc. The Merger Agreement provides that the Issuer will issue additional shares of Class A Common Stock to Orion US LP, for no additional consideration, in connection with the final resolution of certain specified litigation. The number of shares issued was determined pursuant to a formula set forth in the Merger Agreement. F4 · price: On August 3, 2018, the Reporting Persons received 80,084 shares of Class A Common Stock pursuant to a provision of the definitive merger and sponsorship transaction agreement (the "Merger Agreement") by and among the Issuer, Orion US LP and BRE TERP Holdings Inc. The Merger Agreement provides that the Issuer will issue additional shares of Class A Common Stock to Orion US LP, for no additional consideration, in connection with the final resolution of certain specified litigation. The number of shares issued was determined pursuant to a formula set forth in the Merger Agreement. F4 · balance_after: On August 3, 2018, the Reporting Persons received 80,084 shares of Class A Common Stock pursuant to a provision of the definitive merger and sponsorship transaction agreement (the "Merger Agreement") by and among the Issuer, Orion US LP and BRE TERP Holdings Inc. The Merger Agreement provides that the Issuer will issue additional shares of Class A Common Stock to Orion US LP, for no additional consideration, in connection with the final resolution of certain specified litigation. The number of shares issued was determined pursuant to a formula set forth in the Merger Agreement. F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an entity controlled by Brookfield, its indirect general partner, and as indirect limited partner of Orion US LP; Brookfield, as ultimate parent of BIF and BAMPIC Canada and as indirect general partner of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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 US LP"); (ii) Orion US GP LLC ("Orion US GP"); (iii) Brookfield Infrastructure Fund III GP LLC ("BIF"); (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P. ("BAMPIC Canada"); (v) Brookfield BRP Holdings (Canada) Inc. ("BRPHC"); (vi) BBHC Orion Holdco L.P.; (vii) Brookfield Asset Management Inc. ("Brookfield"); and (viii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an entity controlled by Brookfield, its indirect general partner, and as indirect limited partner of Orion US LP; Brookfield, as ultimate parent of BIF and BAMPIC Canada and as indirect general partner of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
June 29, 2018 Filed Jun 29, 2018 21:17 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCommon Stock, Class A, $0.01 par value	29,878,048	$10.66	$318,499,991.68	Disclosure SEC source: 0000950157-18-000789 · form4.xml · nonDerivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner BBHC Orion Holdco L.P. · CIK 0001745194 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by BBHC Orion Holdco L.P. Disclosed balance after: 29,878,048 F5 · kind: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · shares: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · price: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · balance_after: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F2 · ownership.direct: 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. F4 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by BBHC LP: BRPHC, as an indirect wholly-owned subsidiary of Brookfield, the sole limited partner of BBHC LP and indirect sole general partner of BBHC LP; Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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 US LP"); (ii) Orion US GP LLC ("Orion US GP"); (iii) Brookfield Infrastructure Fund III GP LLC ("BIF"); (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P. ("BAMPIC Canada"); (v) Brookfield BRP Holdings (Canada) Inc. ("BRPHC"); (vi) BBHC Orion Holdco L.P. ("BBHC LP"); (vii) Brookfield Asset Management Inc. ("Brookfield"); and (viii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F4 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by BBHC LP: BRPHC, as an indirect wholly-owned subsidiary of Brookfield, the sole limited partner of BBHC LP and indirect sole general partner of BBHC LP; Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
June 29, 2018 Filed Jun 29, 2018 21:17 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCommon Stock, Class A, $0.01 par value	29,878,048	$10.66	$318,499,991.68	Disclosure SEC source: 0000950157-18-000789 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner BBHC Orion Holdco L.P. · CIK 0001745194 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Brookfield BRP Holdings (Canada) Disclosed balance after: 0 F5 · kind: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · shares: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · price: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F5 · balance_after: On June 29, 2018, BBHC LP entered into a contribution agreement with BRPHC, the sole limited partner of BBHC LP, and Orion Canadian AIV GP Inc., the sole general partner of BBHC LP, pursuant to which BRPHC contributed 29,878,048 Class A Shares to BBHC LP in exchange for 100 limited partnership units of BBHC LP valued at $318,499,991.68, which amount was credited to BRPHC's capital account. F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by BRPHC: Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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 US LP"); (ii) Orion US GP LLC ("Orion US GP"); (iii) Brookfield Infrastructure Fund III GP LLC ("BIF"); (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P. ("BAMPIC Canada"); (v) Brookfield BRP Holdings (Canada) Inc. ("BRPHC"); (vi) BBHC Orion Holdco L.P. ("BBHC LP"); (vii) Brookfield Asset Management Inc. ("Brookfield"); and (viii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by BRPHC: Brookfield, as the ultimate parent of BRPHC; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
June 11, 2018 Filed Jun 12, 2018 10:19 UTC	TerraForm Power, Inc. TERP · Entity 147488	PurchaseCommon Stock, Class A, $0.01 par value	29,878,048	$10.66	$318,499,991.68	Disclosure SEC source: 0000950157-18-000611 · form4.xml · nonDerivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Brookfield BRP Holdings (Canada) Inc. Disclosed balance after: 29,878,048 F5 · kind: On June 11, 2018, pursuant to the Support Agreement, BRPHC purchased 29,878,048 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop. F5 · shares: On June 11, 2018, pursuant to the Support Agreement, BRPHC purchased 29,878,048 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop. F5 · price: On June 11, 2018, pursuant to the Support Agreement, BRPHC purchased 29,878,048 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop. F5 · acquired: On June 11, 2018, pursuant to the Support Agreement, BRPHC purchased 29,878,048 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop. F5 · balance_after: On June 11, 2018, pursuant to the Support Agreement, BRPHC purchased 29,878,048 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop. F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an indirect wholly-owned subsidiary of Brookfield and indirect limited partner of Orion US LP; Brookfield, as the ultimate parent of BRPHC, BIF and BAMPIC Canada; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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 US LP"); (ii) Orion US GP LLC ("Orion US GP"); (iii) Brookfield Infrastructure Fund III GP LLC ("BIF"); (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P. ("BAMPIC Canada"); (v) Brookfield BRP Holdings (Canada) Inc. ("BRPHC"); (vi) Brookfield Asset Management Inc. ("Brookfield"); and (vii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an indirect wholly-owned subsidiary of Brookfield and indirect limited partner of Orion US LP; Brookfield, as the ultimate parent of BRPHC, BIF and BAMPIC Canada; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
June 11, 2018 Filed Jun 12, 2018 10:19 UTC	TerraForm Power, Inc. TERP · Entity 147488	PurchaseCommon Stock, Class A, $0.01 par value	31,097,561	$10.66	$331,500,000.26	Disclosure SEC source: 0000950157-18-000611 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield BRP Holdings (Canada) Inc. · CIK 0001533231 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Orion US Holdings 1 L.P. Disclosed balance after: 106,692,020 F4 · kind: On June 11, 2018, pursuant to the Support Agreement dated February 6, 2018, as amended by the Support Agreement Amendment dated May 28, 2018 (as so amended, the "Support Agreement"), Orion US LP purchased 31,097,561 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop (as defined in the Support Agreement). F4 · shares: On June 11, 2018, pursuant to the Support Agreement dated February 6, 2018, as amended by the Support Agreement Amendment dated May 28, 2018 (as so amended, the "Support Agreement"), Orion US LP purchased 31,097,561 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop (as defined in the Support Agreement). F4 · price: On June 11, 2018, pursuant to the Support Agreement dated February 6, 2018, as amended by the Support Agreement Amendment dated May 28, 2018 (as so amended, the "Support Agreement"), Orion US LP purchased 31,097,561 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop (as defined in the Support Agreement). F4 · acquired: On June 11, 2018, pursuant to the Support Agreement dated February 6, 2018, as amended by the Support Agreement Amendment dated May 28, 2018 (as so amended, the "Support Agreement"), Orion US LP purchased 31,097,561 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop (as defined in the Support Agreement). F4 · balance_after: On June 11, 2018, pursuant to the Support Agreement dated February 6, 2018, as amended by the Support Agreement Amendment dated May 28, 2018 (as so amended, the "Support Agreement"), Orion US LP purchased 31,097,561 Class A Shares at a price per share of $10.66 in connection with TerraForm Power Inc.'s exercise of the Back-Stop (as defined in the Support Agreement). F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an indirect wholly-owned subsidiary of Brookfield and indirect limited partner of Orion US LP; Brookfield, as the ultimate parent of BRPHC, BIF and BAMPIC Canada; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. F1 · ownership.nature: 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 US LP"); (ii) Orion US GP LLC ("Orion US GP"); (iii) Brookfield Infrastructure Fund III GP LLC ("BIF"); (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P. ("BAMPIC Canada"); (v) Brookfield BRP Holdings (Canada) Inc. ("BRPHC"); (vi) Brookfield Asset Management Inc. ("Brookfield"); and (vii) Partners Limited ("Partners"). 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US LP: Orion US GP, as general partner of Orion US LP; BIF, as indirect general partner of Orion US LP and Orion US GP; BAMPIC Canada, as investment advisor to BIF; BRPHC, as an indirect wholly-owned subsidiary of Brookfield and indirect limited partner of Orion US LP; Brookfield, as the ultimate parent of BRPHC, BIF and BAMPIC Canada; and Partners, which holds 85,120 Class B limited voting shares and 867,495 Class A limited voting shares of Brookfield, representing 100% and approximately 0.1% of such shares, respectively. Read SEC document
December 28, 2017 Filed Dec 29, 2017 02:47 UTC	TERRAFORM GLOBAL, INC. GLBL · Entity 170596	OtherCommon Stock, Class A, $0.01 par value	1	Not disclosed	Not disclosed	Disclosure SEC source: 0000950157-17-001643 · form4.xml · nonDerivative · entry 3 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Held by Orion US Holdings 1 L.P. Disclosed balance after: 1 F5 · shares: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F8 · shares: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share. F5 · price: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F8 · price: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share. F5 · acquired: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F8 · acquired: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share. F5 · balance_after: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F8 · balance_after: Pursuant to the Merger Agreement, at the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time, of which there was one such share, was converted into one share of Class A common stock, par value $0.01 per share, of the Issuer as the surviving corporation in the Merger. At the Effective Time, Orion US Holdings 1 L.P. became the sole direct holder of such share. F2 · ownership.direct: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.direct: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1 · ownership.nature: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"). F2 · ownership.nature: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.nature: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. Read SEC document
December 28, 2017 Filed Dec 29, 2017 02:47 UTC	TERRAFORM GLOBAL, INC. GLBL · Entity 170596	OtherCommon Stock, Class A, $0.01 par value	1,000	$5.10	$5,100.00	Disclosure SEC source: 0000950157-17-001643 · form4.xml · nonDerivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Held by Brookfield BRP Holdings (Canada) Inc. Disclosed balance after: 0 F5 · shares: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F7 · shares: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled. F5 · price: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F7 · price: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled. F5 · acquired: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F7 · acquired: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled. F5 · balance_after: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F7 · balance_after: Pursuant to the Merger Agreement, at the Effective Time, all 1,000 Class A Shares held directly by Brookfield BRP Holdings (Canada) Inc. were converted into the right to receive the Per Share Merger Consideration and cancelled. F2 · ownership.direct: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F4 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Brookfield BRP Holdings (Canada) Inc.: Brookfield Renewable Energy L.P., as the parent of Brookfield BRP Holdings (Canada) Inc.; Brookfield Renewable Partners L.P., as parent of Brookfield Renewable Energy L.P.; Brookfield Renewable Partners Limited, as general partner of Brookfield Renewable Partners L.P.; BREP Holding L.P., as general partner of Brookfield Renewable Energy L.P.; BRP Bermuda GP Limited, as general partner of BREP Holding L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Renewable Partners Limited and BRP Bermuda GP Limited; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.direct: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1 · ownership.nature: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"). F2 · ownership.nature: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F4 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Brookfield BRP Holdings (Canada) Inc.: Brookfield Renewable Energy L.P., as the parent of Brookfield BRP Holdings (Canada) Inc.; Brookfield Renewable Partners L.P., as parent of Brookfield Renewable Energy L.P.; Brookfield Renewable Partners Limited, as general partner of Brookfield Renewable Partners L.P.; BREP Holding L.P., as general partner of Brookfield Renewable Energy L.P.; BRP Bermuda GP Limited, as general partner of BREP Holding L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Renewable Partners Limited and BRP Bermuda GP Limited; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.nature: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. Read SEC document
December 28, 2017 Filed Dec 29, 2017 02:47 UTC	TERRAFORM GLOBAL, INC. GLBL · Entity 170596	OtherCommon Stock, Class A, $0.01 par value	19,535,004	$0.00	$0.00	Disclosure SEC source: 0000950157-17-001643 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Held by Orion US Holdings 1 L.P. Disclosed balance after: 0 F5 · shares: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F6 · shares: Pursuant to the Merger Agreement, at the Effective Time, all 19,535,004 Orion Shares were cancelled without payment of any consideration therefor. F5 · acquired: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F6 · acquired: Pursuant to the Merger Agreement, at the Effective Time, all 19,535,004 Orion Shares were cancelled without payment of any consideration therefor. F5 · balance_after: On Dec. 28, 2017, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2017 (the "Merger Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE GLBL Holdings Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of Orion US Holdings 1 L.P. At the effective time of the Merger (the "Effective Time"), holders of shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares") issued and outstanding immediately prior to the Effective Time, other than Class A Shares owned by Orion US Holdings 1 L.P., Merger Sub or any other direct or indirect wholly-owned subsidiary of Orion US Holdings 1 L.P. (the "Orion Shares") and certain other Class A Shares, were entitled to receive $5.10 in cash for each Class A Share owned by such holder immediately prior to the Effective Time (the "Per Share Merger Consideration"). F6 · balance_after: Pursuant to the Merger Agreement, at the Effective Time, all 19,535,004 Orion Shares were cancelled without payment of any consideration therefor. F2 · ownership.direct: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.direct: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. F1 · ownership.nature: For the reasons discussed in the Remarks below, this and a separate Form 4 filed today are being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (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) Brookfield Renewable Energy L.P.; (vii) Brookfield Renewable Partners L.P.; (viii) Brookfield Renewable Partners Limited; (ix) BREP Holding L.P.; (x) BRP Bermuda GP Limited; (xi) Brookfield Asset Management Inc.; and (xii) Partners Limited. The Reporting Persons are making these joint filings because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"). F2 · ownership.nature: Each Reporting Person states that neither the filing of these statements nor anything herein or therein 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 these statements. Orion US Holdings 1 L.P., Brookfield Renewable Partners L.P. and Brookfield Renewable Energy L.P. each disclaims beneficial ownership of all the securities covered by these statements, including any securities that may be deemed to be beneficially owned by any other Reporting Person. Each other Reporting Person disclaims beneficial ownership of the securities covered by these statements, except to the extent of the pecuniary interest of such person in such securities. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F9 · ownership.nature: As a result of the consummation of the Merger, the Class A Shares will be delisted from the Nasdaq Global Select Market and deregistered pursuant to Section 12(g)(4) of the Act, and the Issuer will no longer have any securities registered pursuant to Section 12 of the Act. Accordingly, this Form 4 is being filed as an exit Form 4 with respect to each Reporting Person, indicating no further reporting will be required of such Reporting Person. Read SEC document
October 16, 2017 Filed Oct 18, 2017 01:30 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $9.26	Not disclosed	Disclosure SEC source: 0000950157-17-001442 · form4.xml · derivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Orion US Holdings 1 L.P. Disclosed balance after: 0 Underlying: Common Stock, Class A, $0.01 par value · 2,366,340 shares Expires not disclosed F6 · security: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F4 · shares: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · shares: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F6 · shares: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · price: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F4 · derivative.exercise_date: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · derivative.exercise_date: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F6 · derivative.exercise_date: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · derivative.expiration_date: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · balance_after: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 2,366,340 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F1 · ownership.nature: 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.; (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 Asset Management Inc.; and (vi) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
October 16, 2017 Filed Oct 18, 2017 01:30 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCommon Stock, Class A, $0.01 par value	65,144,459	$9.52	$620,175,249.68	Disclosure SEC source: 0000950157-17-001442 · form4.xml · nonDerivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Orion US Holdings 1 L.P. Disclosed balance after: 75,594,459 F4 · kind: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · kind: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F4 · shares: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · shares: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F4 · price: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · price: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F4 · acquired: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · acquired: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F4 · balance_after: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · balance_after: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F2 · ownership.direct: 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. F3 · ownership.direct: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F1 · ownership.nature: 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.; (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 Asset Management Inc.; and (vi) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
October 16, 2017 Filed Oct 18, 2017 21:02 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $10.19	Not disclosed	Disclosure SEC source: 0000950157-17-001450 · form4.xml · derivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Orion US Holdings 1 L.P. Disclosed balance after: 0 Underlying: Common Stock, Class A, $0.01 par value · 9,036,740 shares Expires not disclosed F6 · security: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F4 · shares: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · shares: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F6 · shares: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · price: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F4 · derivative.exercise_date: On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc. ("Merger Sub"), a Delaware corporation and wholly-owned subsidiary of Orion US Holdings 1 L.P., Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger. Immediately following the consummation of the Merger, Orion US Holdings 1 L.P. held 51% of the shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A Shares"). In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share. F5 · derivative.exercise_date: Further, each holder of Class A Shares, restricted stock awards and restricted stock units of the Issuer outstanding immediately prior to the effective time of the Merger received a special cash dividend paid by the Issuer in the amount of $1.94 per Class A Share or restricted stock award held or Class A Share into which such restricted stock units were exchangeable. F6 · derivative.exercise_date: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · derivative.expiration_date: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F6 · balance_after: On October 16, 2017, the cash-settled total return swap agreement reported in Table II and held by Orion US Holdings 1 L.P., with aggregate economic exposure to 9,036,740 notional underlying Class A Shares, terminated and will be subject to cash settlement in accordance with its terms. F1 · ownership.nature: 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.; (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 Asset Management Inc.; and (vi) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
October 09, 2017 Filed Oct 10, 2017 22:47 UTC	TerraForm Power, Inc. TERP · Entity 147488	SaleCommon Stock, Class A, $0.01 par value	625,000	$12.95	$8,093,750.00	Disclosure SEC source: 0000950157-17-001418 · form4.xml · nonDerivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC · CIK 0001621735 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Credit Opportunities Fund GP, LLC · CIK 0001679042 · 10% owner Brookfield Credit Opportunities Master Fund, L.P. · CIK 0001679043 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Owned by Brookfield Credit Opportunities Master Fund, L.P. Disclosed balance after: 0 F5 · shares: On October 9, 2017, Brookfield Credit Opportunities Master Fund, L.P. sold 625,000 shares of Class A common stock of the Issuer at a weighted average sale price of $12.95 per share. The transactions were effected in the open market. As a result of these transactions, as of October 9, 2017, each of Brookfield Credit Opportunities Master Fund, L.P., Brookfield Credit Opportunities Fund GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC ceased to be a beneficial owner of more than 10% of the shares of Class A common stock of the Issuer and is therefore no longer subject to Section 16 of the Act. This Form 4 is being filed as an exit Form 4 with respect to the Reporting Persons named in this footnote 5, indicating no further reporting will be required of such Reporting Persons. F5 · price: On October 9, 2017, Brookfield Credit Opportunities Master Fund, L.P. sold 625,000 shares of Class A common stock of the Issuer at a weighted average sale price of $12.95 per share. The transactions were effected in the open market. As a result of these transactions, as of October 9, 2017, each of Brookfield Credit Opportunities Master Fund, L.P., Brookfield Credit Opportunities Fund GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC ceased to be a beneficial owner of more than 10% of the shares of Class A common stock of the Issuer and is therefore no longer subject to Section 16 of the Act. This Form 4 is being filed as an exit Form 4 with respect to the Reporting Persons named in this footnote 5, indicating no further reporting will be required of such Reporting Persons. F6 · price: This price represents the weighted average price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $12.92 to $13.70. Upon request by the SEC staff, the Issuer or any security holder of the Issuer, the Reporting Persons will undertake to provide full information regarding the number of shares and prices at which the transactions were effected. F5 · acquired: On October 9, 2017, Brookfield Credit Opportunities Master Fund, L.P. sold 625,000 shares of Class A common stock of the Issuer at a weighted average sale price of $12.95 per share. The transactions were effected in the open market. As a result of these transactions, as of October 9, 2017, each of Brookfield Credit Opportunities Master Fund, L.P., Brookfield Credit Opportunities Fund GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC ceased to be a beneficial owner of more than 10% of the shares of Class A common stock of the Issuer and is therefore no longer subject to Section 16 of the Act. This Form 4 is being filed as an exit Form 4 with respect to the Reporting Persons named in this footnote 5, indicating no further reporting will be required of such Reporting Persons. F5 · balance_after: On October 9, 2017, Brookfield Credit Opportunities Master Fund, L.P. sold 625,000 shares of Class A common stock of the Issuer at a weighted average sale price of $12.95 per share. The transactions were effected in the open market. As a result of these transactions, as of October 9, 2017, each of Brookfield Credit Opportunities Master Fund, L.P., Brookfield Credit Opportunities Fund GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC ceased to be a beneficial owner of more than 10% of the shares of Class A common stock of the Issuer and is therefore no longer subject to Section 16 of the Act. This Form 4 is being filed as an exit Form 4 with respect to the Reporting Persons named in this footnote 5, indicating no further reporting will be required of such Reporting Persons. F2 · ownership.direct: 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. F4 · ownership.direct: The following Reporting Persons may be deemed to beneficially own securities beneficially owned by Brookfield Credit Opportunities Master Fund, L.P.: Brookfield Credit Opportunities Fund GP, LLC, as general partner of Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC, as investment advisor to Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Credit Opportunities GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. F1 · ownership.nature: 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.; (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 Credit Opportunities Master Fund, L.P.; (vi) Brookfield Credit Opportunities Fund GP, LLC; (vii) Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; (viii) Brookfield Asset Management Inc.; and (ix) 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"). F2 · ownership.nature: 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. F4 · ownership.nature: The following Reporting Persons may be deemed to beneficially own securities beneficially owned by Brookfield Credit Opportunities Master Fund, L.P.: Brookfield Credit Opportunities Fund GP, LLC, as general partner of Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC, as investment advisor to Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Credit Opportunities GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
June 07, 2017 Filed Jun 8, 2017 20:28 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $9.10	Not disclosed	Disclosure SEC source: 0000950157-17-000864 · form4.xml · derivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC · CIK 0001621735 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Credit Opportunities Fund GP, LLC · CIK 0001679042 · 10% owner Brookfield Credit Opportunities Master Fund, L.P. · CIK 0001679043 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Brookfield Credit Opportunities Master Fund, L.P. Disclosed balance after: 0 Underlying: Common Stock, Class A, $0.01 par value · 150,000 shares Expires 2017-06-07 F4 · security: On June 7, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 150,000 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer and held by Brookfield Credit Opportunities Master Fund, L.P., expired and terminated by cash-settlement in accordance with its terms. F4 · price: On June 7, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 150,000 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer and held by Brookfield Credit Opportunities Master Fund, L.P., expired and terminated by cash-settlement in accordance with its terms. F4 · derivative.exercise_date: On June 7, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 150,000 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer and held by Brookfield Credit Opportunities Master Fund, L.P., expired and terminated by cash-settlement in accordance with its terms. F4 · balance_after: On June 7, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 150,000 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer and held by Brookfield Credit Opportunities Master Fund, L.P., expired and terminated by cash-settlement in accordance with its terms. F1 · ownership.nature: 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.; (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 Credit Opportunities Master Fund, L.P.; (vi) Brookfield Credit Opportunities Fund GP, LLC; (vii) Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; (viii) Brookfield Asset Management Inc.; and (ix) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own securities beneficially owned by Brookfield Credit Opportunities Master Fund, L.P.: Brookfield Credit Opportunities Fund GP, LLC, as general partner of Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC, as investment advisor to Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Credit Opportunities GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
May 17, 2017 Filed May 17, 2017 21:14 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $9.10	Not disclosed	Disclosure SEC source: 0000950157-17-000668 · form4.xml · derivative · entry 3 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC · CIK 0001621735 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Credit Opportunities Fund GP, LLC · CIK 0001679042 · 10% owner Brookfield Credit Opportunities Master Fund, L.P. · CIK 0001679043 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Brookfield Credit Opportunities Master Fund, L.P. Disclosed balance after: 0 Underlying: Common Stock, Class A, $0.01 par value · 25,000 shares Expires 2017-05-17 F7 · security: On May 17, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 175,000 notional underlying Class A Shares and held by Brookfield Credit Opportunities Master Fund, L.P. ("Swap II"), under which the relevant Reporting Persons have entered into multiple individual swap transactions, expired and terminated by cash-settlement with respect to an aggregate of 25,000 notional underlying Class A Shares. Under Swap II, the Reporting Persons have a remaining aggregate economic exposure to 150,000 notional underlying Class A Shares, with an expiration date of June 7, 2017. F8 · security: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · security: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F7 · shares: On May 17, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 175,000 notional underlying Class A Shares and held by Brookfield Credit Opportunities Master Fund, L.P. ("Swap II"), under which the relevant Reporting Persons have entered into multiple individual swap transactions, expired and terminated by cash-settlement with respect to an aggregate of 25,000 notional underlying Class A Shares. Under Swap II, the Reporting Persons have a remaining aggregate economic exposure to 150,000 notional underlying Class A Shares, with an expiration date of June 7, 2017. F7 · price: On May 17, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 175,000 notional underlying Class A Shares and held by Brookfield Credit Opportunities Master Fund, L.P. ("Swap II"), under which the relevant Reporting Persons have entered into multiple individual swap transactions, expired and terminated by cash-settlement with respect to an aggregate of 25,000 notional underlying Class A Shares. Under Swap II, the Reporting Persons have a remaining aggregate economic exposure to 150,000 notional underlying Class A Shares, with an expiration date of June 7, 2017. F7 · derivative.exercise_date: On May 17, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 175,000 notional underlying Class A Shares and held by Brookfield Credit Opportunities Master Fund, L.P. ("Swap II"), under which the relevant Reporting Persons have entered into multiple individual swap transactions, expired and terminated by cash-settlement with respect to an aggregate of 25,000 notional underlying Class A Shares. Under Swap II, the Reporting Persons have a remaining aggregate economic exposure to 150,000 notional underlying Class A Shares, with an expiration date of June 7, 2017. F7 · balance_after: On May 17, 2017, the cash-settled total return swap agreement reported in Table II, with aggregate economic exposure to 175,000 notional underlying Class A Shares and held by Brookfield Credit Opportunities Master Fund, L.P. ("Swap II"), under which the relevant Reporting Persons have entered into multiple individual swap transactions, expired and terminated by cash-settlement with respect to an aggregate of 25,000 notional underlying Class A Shares. Under Swap II, the Reporting Persons have a remaining aggregate economic exposure to 150,000 notional underlying Class A Shares, with an expiration date of June 7, 2017. F8 · balance_after: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · balance_after: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F1 · ownership.nature: 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.; (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 Credit Opportunities Master Fund, L.P.; (vi) Brookfield Credit Opportunities Fund GP, LLC; (vii) Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; (viii) Brookfield Asset Management Inc.; and (ix) 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"). F2 · ownership.nature: 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. F4 · ownership.nature: The following Reporting Persons may be deemed to beneficially own securities beneficially owned by Brookfield Credit Opportunities Master Fund, L.P.: Brookfield Credit Opportunities Fund GP, LLC, as general partner of Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC, as investment advisor to Brookfield Credit Opportunities Master Fund, L.P.; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Credit Opportunities GP, LLC and Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
May 16, 2017 Filed May 17, 2017 21:14 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $9.27	Not disclosed	Disclosure SEC source: 0000950157-17-000668 · form4.xml · derivative · entry 2 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC · CIK 0001621735 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Credit Opportunities Fund GP, LLC · CIK 0001679042 · 10% owner Brookfield Credit Opportunities Master Fund, L.P. · CIK 0001679043 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Orion US Holdings 1 L.P. Disclosed balance after: 1 Underlying: Common Stock, Class A, $0.01 par value · 2,366,340 shares Expires not disclosed F5 · security: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · security: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F8 · security: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · security: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F5 · shares: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · shares: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · price: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · price: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · derivative.exercise_date: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · derivative.exercise_date: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · derivative.expiration_date: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · derivative.expiration_date: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · balance_after: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · balance_after: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F8 · balance_after: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · balance_after: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F1 · ownership.nature: 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.; (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 Credit Opportunities Master Fund, L.P.; (vi) Brookfield Credit Opportunities Fund GP, LLC; (vii) Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; (viii) Brookfield Asset Management Inc.; and (ix) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document
May 16, 2017 Filed May 17, 2017 21:14 UTC	TerraForm Power, Inc. TERP · Entity 147488	OtherCash-settled total return swaps · Derivative	1	Not disclosed Strike: $9.27	Not disclosed	Disclosure SEC source: 0000950157-17-000668 · form4.xml · derivative · entry 1 BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Canada) LP · CIK 0001504716 · 10% owner Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC · CIK 0001621735 · 10% owner Partners Ltd · CIK 0001540229 · 10% owner ORION US GP LLC · CIK 0001679041 · 10% owner ORION US HOLDINGS 1 L.P. · CIK 0001679040 · 10% owner Brookfield Credit Opportunities Fund GP, LLC · CIK 0001679042 · 10% owner Brookfield Credit Opportunities Master Fund, L.P. · CIK 0001679043 · 10% owner Brookfield Infrastructure Fund III GP LLC · CIK 0001679131 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Position of Orion US Holdings 1 L.P. Disclosed balance after: 0 Underlying: Common Stock, Class A, $0.01 par value · 2,366,340 shares Expires 2017-05-17 F5 · security: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · security: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F8 · security: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · security: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F5 · shares: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · shares: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · price: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · price: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · derivative.exercise_date: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · derivative.exercise_date: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F5 · balance_after: On May 16, 2017, the cash-settled total return swap agreement ("Swap I") reported in Table II, with aggregate economic exposure to 2,366,340 notional underlying shares of Class A common stock, par value $0.01 per share, of the Issuer (each, a "Class A Share") and held by Orion US Holdings 1 L.P. was amended, which may be deemed to have resulted in the simultaneous cancellation of Swap I and entry into a new cash-settled total return swap ("New Swap I") on substantially the same terms and conditions as those for Swap I, other than the expiration date, which, for purposes of New Swap I, would be the earlier of (i) the date on which the Effective Time (as defined in the Merger and Sponsorship Transaction Agreement, dated March 6, 2017, by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.) occurs or (ii) a range of expiration dates of March 26, 2018 through March 29, 2018. Swap I previously had a range of expiration dates of May 17, 2017 to May 22, 2017. F6 · balance_after: The reporting of the transactions described in footnote 5 above on this Form 4 is not to be construed as an admission by any Reporting Person that the amendment of Swap I as described above resulted in the cancellation of Swap I and entry into New Swap I. F8 · balance_after: Table II describes the position of the relevant Reporting Persons under each of New Swap I and Swap II, under each of which the relevant Reporting Persons have entered into multiple individual swap transactions, including the aggregate economic exposure based on the number of underlying shares of the Issuer, weighted average unit cost per underlying share and the earliest expiration date. F9 · balance_after: New Swap I and Swap II do not provide the Reporting Persons with any voting or dispositive power over any shares held by the counterparties and do not require the counterparties thereto to acquire, hold, vote or dispose of any shares of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any Class A Shares that may be referenced in New Swap I or Swap II or any other securities that may be held from time to time by the counterparties to New Swap I and Swap II. F1 · ownership.nature: 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.; (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 Credit Opportunities Master Fund, L.P.; (vi) Brookfield Credit Opportunities Fund GP, LLC; (vii) Brookfield Asset Management Private Institutional Capital Adviser (Credit), LLC; (viii) Brookfield Asset Management Inc.; and (ix) 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"). F2 · ownership.nature: 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. F3 · ownership.nature: The following Reporting Persons may be deemed to beneficially own the securities held by Orion US Holdings 1 L.P.: Orion US GP LLC, as general partner of Orion US Holdings 1 L.P.; Brookfield Infrastructure Fund III GP LLC, as indirect general partner of Orion US Holdings 1 L.P. and Orion US GP LLC; Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., as investment advisor to Brookfield Infrastructure Fund III GP LLC; Brookfield Asset Management Inc., as the ultimate parent of Brookfield Infrastructure Fund III GP LLC and Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; and Partners Limited, which holds 85,120 Class B limited voting shares of Brookfield Asset Management Inc., representing 100% of such shares, and 867,495 Class A limited voting shares of Brookfield Asset Management Inc., representing approximately 0.1% of such shares. Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.