Brookfield Renewable Partners’ Acquisition of TerraForm Power

Cravath represented Brookfield Renewable in connection with the transaction. Simpson Thacher represented Morgan Stanley as Financial Advisor to the Special Committee of the Board of Directors of TerraForm Power.

Brookfield Renewable Partners L.P. (NYSE: BEP; TSX: BEP.UN) has made a non-binding, all-share proposal to acquire the outstanding Class A common shares of TerraForm Power, Inc. (Nasdaq: TERP), other than the 62% owned by Brookfield Renewable and its affiliates.

TERP shareholders will be entitled to receive, at their election, per share consideration equivalent to 0.381 of a BEP limited partnership unit in the form of either Class A shares of a newly formed Brookfield Renewable Corporation (“BEPC”) or BEP units; the BEPC shares are structured with the intention of being economically equivalent to, and exchangeable for, a BEP unit. The transaction is expected to close in the third quarter of 2020, subject to customary closing conditions.

The combined company will be one of the largest publicly-traded pure-play renewable power platforms, with total assets of approximately $50 billion and expected annual funds from operations of approximately $1 billion.

Brookfield Renewable Partners is one of the world’s largest publicly traded, pure-play renewable power platforms.

TerraForm Power owns and operates a renewable power portfolio of solar and wind assets located primarily in the U.S. and E.U., totaling more than 4,200 MW of installed capacity.

The Cravath team was led by partners Richard Hall (Picture) and David J. Perkins and includes associates Steven Y. Li, Valerie Sapozhnikova, Hyun Soo Suh, Nicolas B. Thomson and Joseph A. Marshall on M&A matters; partner Andrew W. Needham and associates Richard Bohm and Joyce Y. Kim on tax matters; and partner Jonathan J. Katz and associate Daniel P. Herrmann on executive compensation and benefits matters. Brendan J. Rivard also worked on executive compensation and benefits matters.

Simpson Thacher represented Morgan Stanley with a team including Jakob Rendtorff and Austin Uhm (M&A).

Involved fees earner: Richard Bohm – Cravath Swaine & Moore; Richard Hall – Cravath Swaine & Moore; Daniel Herrmann – Cravath Swaine & Moore; Jonathan J. Katz – Cravath Swaine & Moore; Joyce Kim – Cravath Swaine & Moore; Steven Li – Cravath Swaine & Moore; Joseph Marshall – Cravath Swaine & Moore; Andrew Needham – Cravath Swaine & Moore; David Perkins – Cravath Swaine & Moore; Valerie Sapozhnikova – Cravath Swaine & Moore; Hyun Soo Suh – Cravath Swaine & Moore; Nicholas Thomson – Cravath Swaine & Moore; Jakob Rendtorff – Simpson Thacher & Bartlett; Austin Uhm – Simpson Thacher & Bartlett;

Law Firms: Cravath Swaine & Moore; Simpson Thacher & Bartlett;

Clients: Brookfield Renewable Partners; Morgan Stanley;

Print Friendly, PDF & Email

Author: Ambrogio Visconti