0000899243-15-008646.txt : 20151120
0000899243-15-008646.hdr.sgml : 20151120
20151120185419
ACCESSION NUMBER: 0000899243-15-008646
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151118
FILED AS OF DATE: 20151120
DATE AS OF CHANGE: 20151120
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TerraForm Power, Inc.
CENTRAL INDEX KEY: 0001599947
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911]
IRS NUMBER: 464780940
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7550 WISCONSIN AVENUE, 9TH FLOOR
CITY: BETHESDA
STATE: MD
ZIP: 20814
BUSINESS PHONE: (240) 762-7700
MAIL ADDRESS:
STREET 1: 7550 WISCONSIN AVENUE, 9TH FLOOR
CITY: BETHESDA
STATE: MD
ZIP: 20814
FORMER COMPANY:
FORMER CONFORMED NAME: SUNEDISON YIELDCO, INC.
DATE OF NAME CHANGE: 20140212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLUEMOUNTAIN LOGAN OPPORTUNITIES MASTER FUND L.P.
CENTRAL INDEX KEY: 0001650201
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248071
BUSINESS ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
STREET 2: C/O MAPLES CORPORATE SERVICES LIMITED
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Long/Short Credit GP, LLC
CENTRAL INDEX KEY: 0001541088
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248074
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLUEMOUNTAIN FOINAVEN MASTER FUND L.P.
CENTRAL INDEX KEY: 0001650089
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248075
BUSINESS ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
STREET 2: C/O MAPLES CORPORATE SERVICES LIMITED
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blue Mountain CA Master Fund GP, Ltd.
CENTRAL INDEX KEY: 0001540861
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248078
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain GP Holdings, LLC
CENTRAL INDEX KEY: 0001540859
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248079
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE,
STREET 2: 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE,
STREET 2: 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Guadalupe Peak Fund L.P.
CENTRAL INDEX KEY: 0001598919
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248073
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE
STREET 2: 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 2129053900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE
STREET 2: 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLUEMOUNTAIN LOGAN OPPORTUNITIES GP, LLC
CENTRAL INDEX KEY: 0001658967
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248072
BUSINESS ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blue Mountain Credit Alternatives Master Fund L.P.
CENTRAL INDEX KEY: 0001540860
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248077
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLUEMOUNTAIN FOINAVEN GP, LLC
CENTRAL INDEX KEY: 0001659032
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248076
BUSINESS ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVE FL 12
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Capital Management, LLC
CENTRAL INDEX KEY: 0001427430
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36542
FILM NUMBER: 151248080
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 12TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-11-18
0
0001599947
TerraForm Power, Inc.
TERP
0001427430
BlueMountain Capital Management, LLC
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001540859
BlueMountain GP Holdings, LLC
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001540861
Blue Mountain CA Master Fund GP, Ltd.
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001540860
Blue Mountain Credit Alternatives Master Fund L.P.
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001659032
BLUEMOUNTAIN FOINAVEN GP, LLC
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001650089
BLUEMOUNTAIN FOINAVEN MASTER FUND L.P.
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001541088
BlueMountain Long/Short Credit GP, LLC
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001598919
BlueMountain Guadalupe Peak Fund L.P.
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001658967
BLUEMOUNTAIN LOGAN OPPORTUNITIES GP, LLC
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
0001650201
BLUEMOUNTAIN LOGAN OPPORTUNITIES MASTER FUND L.P.
280 PARK AVENUE, 12TH FLOOR
NEW YORK
NY
10017
0
0
1
0
Class A Common Stock
2015-11-18
4
P
0
862645
A
8940015
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
762681
A
7871035
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
618990
A
6334442
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
618990
A
6334442
D
Class A Common Stock
2015-11-18
4
P
0
61902
A
661963
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
61902
A
661963
D
Class A Common Stock
2015-11-18
4
P
0
23460
A
250873
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
23460
A
250873
D
Class A Common Stock
2015-11-18
4
P
0
41461
A
443376
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
41461
A
443376
D
Class A Common Stock
2015-11-18
4
P
0
68119
A
728437
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
68119
A
728437
D
Class A Common Stock
2015-11-18
4
P
0
16868
A
180381
I
See Footnotes
Class A Common Stock
2015-11-18
4
P
0
16868
A
180381
D
Class A Common Stock
2015-11-18
4
P
0
31845
A
340543
D
The filing of this Form 4 shall not be construed as an admission that any of BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in Footnote 5) or the General Partners (as defined in Footnote 5) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Class A Common Stock, par value $0.01 per share (the "Common Stock"), of Terraform Power, Inc. (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of BMCM, GP Holdings and the General Partners disclaims such beneficial ownership, except to the extent of its respective pecuniary interest.
BMCM is the investment manager of each of: (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 6,334,442 shares of Common Stock; (ii) BlueMountain Foinaven Master Fund L.P. ("BMFV"), which is the direct beneficial owner of 661,963 shares of Common Stock; (iii) BlueMountain Guadalupe Peak Fund L.P. ("BMGP"), which is the direct beneficial owner of 250,873 shares of Common Stock; (iv) BlueMountain Logan Opportunities Master Fund L.P. ("BMLO"), which is the direct beneficial owner of 443,376 shares of Common Stock; (v) BlueMountain Montenvers Fund SCA SICAV-SIF ("BMM"), which is the direct beneficial owner of 728,437 shares of Common Stock; (vi) BlueMountain Kicking Horse Fund L.P. ("BMKH" and, together with BMCA, BMFV, BMGP and BMLO, the "Partnerships"), which is the direct beneficial owner of 180,381 shares of Common Stock; and
(vii) BlueMountain Timberline Ltd. ("BMT" and, together with the Partnerships and BMM, the "Funds"), which is the direct beneficial owner of 340,543 shares of Common Stock. BMCM, although it directs the voting and disposition of the Common Stock held by the Funds, only receives an asset-based fee relating to the Common Stock held by the Funds.
(i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by it; (ii) BlueMountain Foinaven GP, LLC ("BMFV GP") is the general partner of BMFV and has an indirect profits interest in the Common Stock beneficially owned by it; (iii) BlueMountain Long/Short Credit GP, LLC ("BMGP GP") is the general partner of BMGP and has an indirect profits interest in the Common Stock beneficially owned by it; (iv) BlueMountain Montenvers GP S.a r.l. ("BMM GP") is the general partner of BMM and has an indirect profits interest in the Common Stock beneficially owned by it; (v) BlueMountain Logan Opportunities GP, LLC ("BMLO GP") is the general partner of BMLO and has an indirect profits interest in the Common Stock beneficially owned by it; and
(vi) BlueMountain Kicking Horse Fund GP, LLC ("BMKH GP" and, together with BMCA GP, BMFV GP, BMGP GP and BMLO GP, the "General Partners") is the general partner of BMKH and has an indirect profits interest in the Common Stock beneficially owned by it. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of each of the General Partners and thus has an indirect profits interest in the Common Stock beneficially owned by the Partnerships. BMCM is the sole owner of BMM GP and thus has an indirect profits interest in the Common Stock beneficially owned by BMM.
On November 18, 2015: (i) BMCA acquired 7,095 shares of Common Stock at a price per share of $9.86, 141,914 shares of Common Stock at a price per share of $9.17, 177,390 shares of Common Stock at a price per share of $9.58, 23,712 shares of Common Stock at a price per share of $9.50, 228,296 shares of Common Stock at a price per share of $8.97, 27,086 shares of Common Stock at a price per share of $9.96 and 13,497 shares of Common Stock at a price per share of $10.02; (ii) BMFV acquired 738 shares of Common Stock at a price per share of $9.86, 14,757 shares of Common Stock at a price per share of $9.17, 18,447 shares of Common Stock at a price per share of $9.58, 23,740 shares of Common Stock at a price per share of $8.97, 2,816 shares of Common Stock at a price per share of $9.96 and 1,404 shares of Common Stock at a price per share of $10.02;
(iii) BMGP acquired 280 shares of Common Stock at a price per share of $9.86, 5,593 shares of Common Stock at a price per share of $9.17, 6,991 shares of Common Stock at a price per share of $9.58, 8,996 shares of Common Stock at a price per share of $8.97, 1,068 shares of Common Stock at a price per share of $9.96 and 532 shares of Common Stock at a price per share of $10.02; (iv) BMLO acquired 494 shares of Common Stock at a price per share of $9.86, 9,884 shares of Common Stock at a price per share of $9.17, 12,356 shares of Common Stock at a price per share of $9.58, 15,900 shares of Common Stock at a price per share of $8.97, 1,887 shares of Common Stock at a price per share of $9.96 and 940 shares of Common Stock at a price per share of $10.02;
(v) BMM acquired 812 shares of Common Stock at a price per share of $9.86, 16,240 shares of Common Stock at a price per share of $9.17, 20,299 shares of Common Stock at a price per share of $9.58, 26,124 shares of Common Stock at a price per share of $8.97, 3,099 shares of Common Stock at a price per share of $9.96 and 1,545 shares of Common Stock at a price per share of $10.02; (vi) BMKH acquired 201 shares of Common Stock at a price per share of $9.86, 4,021 shares of Common Stock at a price per share of $9.17, 5,027 shares of Common Stock at a price per share of $9.58, 6,469 shares of Common Stock at a price per share of $8.97, 767 shares of Common Stock at a price per share of $9.96 and 383 shares of Common Stock at a price per share of $10.02; and
(vii) BMT acquired 380 shares of Common Stock at a price per share of $9.86, 7,591 shares of Common Stock at a price per share of $9.17, 9,490 shares of Common Stock at a price per share of $9.58, 12,213 shares of Common Stock at a price per share of $8.97, 1,449 shares of Common Stock at a price per share of $9.96 and 722 shares of Common Stock at a price per share of $10.02.
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 4 for certain additional Reporting Persons is being filed separately and simultaneously with this Form 4 due to the limitation of ten Reporting Persons per filing.
BlueMountain Capital Management, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
Blue Mountain CA Master Fund GP, Ltd., By: /s/ Andrew Feldstein, Director
2015-11-20
Blue Mountain Credit Alternatives Master Fund L.P., By: BlueMountain CA Master Fund GP, Ltd., By: /s/ Andrew Feldstein, Director
2015-11-20
BlueMountain Foinaven GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain Foinaven Master Fund L.P., By: BlueMountain Foinaven GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain Guadalupe Peak Fund L.P., By: BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain Logan Opportunities GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20
BlueMountain Logan Opportunities Master Fund L.P., By: BlueMountain Logan Opportunities GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer
2015-11-20