EFTA01366808.pdf

Amendment #4 Page 379 of 868 1:ink &num', Honiton Energy XIL Holdings Limited and Honiton Energy BAV Holdings Limited Notes to the unaudited condensed combined financial statements (Amounts In thousands) 1 Basis of presentation and significant concentrations and risks e)Basis &presentation The accompanying unaudited condensed combined frencel statements have teen prepared in accordance with U.S generally accepted accounting principles (VS GASP') Certan informaion and loctrote dracbsures normally ncluded in financial statements prepared in accordance wthUSGAAP have teen condensed or omitted Tre condensed combined balance sleet as of December 31, 2014 was dewed from the audited combined financial statements of the Combined Entity The acconverving unaudited condensed combined financial statements should be read in conjunction with tre combined balance sheet of the Condoned Entry as of December 31, 2014 and the related combined sidemen% of corriprehensne loss, changes in sharehoklers deficit and cash floes for the year Wen ended. In the opinion of the management, all aclustments (witch nettle normal recurring allustments) necessary to present a fair statement of the financial position as of March 31, 2015, and the results of operations and cash flows for the three months ended March 31, 2014 and 2015, have teen made The accompanying unaudited condensed combined fnancial statements were prepared on a going concern ten. which conterrprates the realization of assets and the safidaction of babbles in the normal course Of Ovalness The reaktabon of assets and the satisfaction d lateen Si the normal comae of Innen are dependent on. among otter things, the Combined Entity's alerly to operate proftably. to generate cash flows from operations. and the Combined Entity s ab sty to pursue stamen financing arrangemerts to support its working capital requirements As at March 31, 2015, the Combined Entty had a shareholder's deice of U5528,925. The Combined Entity mainly relies on the cash provided ty operating glandes. bank bans and advances from related panties to finance its investing actroces and worlong captal requirements In pendular. the amount due to related parties in Ire amount of US$178,244 as of March 31, 2015 is due on demand, and USS40,543 of bank loan wd mature in ..kly 2015 Radon Energy Caymans Limeed CHECLI the shareholder d the Conned Entity, has provided a letter of financial support to the Combined Entity including the corwersion of the USS177,870 due to HECL as of March 31, 2015 no the snare capital of Hendon Energy (XIngiole) Co Ltd and Honiton Energy (Baotou) Co Ltd, as necessary On May 5. 2015. HECL entered to a share purchase agreement to eel all of 'begun,' interests in Fronton XL and Hondon BAV to a subsidiary of TerraForrn Global. Inc ('Acquirer) In cornectbn with the proposed acquisition d the Combined Ertity. the Acquirer has provided a letter to HECL stating that the Acqarer will take necessary actions to cause the Combined Erety to make payment when the bark loan matins Taking into consideration the commtments of HE CL and the Acqurer to provide the Combined Entity the necessary financial support management believes the Combined Ent), will be able to meet its corrmtmerts and liabilities when they fat die for a period extending at least one year beyond the date of the finanoal statements F.59 http://cfdocs.btogo com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058336 CONFIDENTIAL SDNY_GM_00204520 EFTA01366808