EFTA01366470.pdf

Amendment #4 Page 41 of 868 lak.ltst.c..lvaltdOt We nave established the Ciass 81 common stock as Class 81 units primarily to a inued n annealon with resetting tre IDR target difirlbubOn levels We may issue such shares and units in the Mute in connection with acquisoons from our Sponsor or third parties Use of proceeds Assumng no exercise of the urdenvnters' option to purchase slaty& snares of Class A common stock, we estimate that the ret proceeds to us from this offering wit be approximately 51.041 4 melon after deducting undemning discounts and commessors, the strudunng lee and offer expenses payable by Ls We will also receive ret proceeds of 562.8 million from the sale of the Class A common stock in the Class A Common Private Placement We intend to use the net proceeds from this offering are We Class ACommon Private Placement to acquire newly issued Class A unts of Global LLC directly from Global LLC, representing 33 5%d Global LLC s outstanding membership urns after the ofkring (oaculated without regard to the ICRs) assumirg ale underventers do rid exercise mar option to purchase actin onal shares. or 38 3%1the underwriters exercise that option to purchase additional shares Global wll not retain any net proceeds from this afenng The net proceeds from the atenng and the Class ACorrrion Private Placement, together wiM the net proceeds from the issuance of the Senor Notes, cod be used to repay an outstarding indebtedness (including accrued interest) under the Bridge Facility and certain project-level indebtedness. to pay fees and expenses related to the Revolver and the issuance of the Senor Notes and to fwd the Pendrg Accnisitons included in our initial cattalo. In the event that one or more of the Pending Acquisitors is not completed the net proceeds mat we otherwise intend to use for such purpose will be evadable to us for general corporate purposes, including other acquisitions d clean energy projects See'Use of proceeds' If tie undenmters exercise In Ill afar option to arcrese additional shares et Class A common stock, we estimate that the atklibOriet nit proceeds will be approximate', 5157 4 rullicto after deducting underwriting elscounal and COMMarbOnS, a pro rata portion of the structurrg fee and offenng expenses payable by us We we use any anon addhonal net proceeds to purchase Class B texts of Global LLC (and shares of our Grass B common stock) from our Sponsor at s ;toe equal to the nes public offenng price in thrs offenng less the underwriting discounts and ormrrissions and structurrg fee folowing why) those Class B units (and ter related shares of Class B common Skink) would be Immediate( cancelled in correct on with our recemng a corresponding numbs of Glass A units from Global LLC Cu Sponsor we not receive any of the net proceeds or aher consideration in correction with this offenng. other tron (i) the ret proceeds used by Le to purchase Class B urge of Global LLC (and the related shares of Class B common stock) in the event the underwrites =erase their cpbco to purchase oddity's shares of Cuss A comma' stool and (in the Class Bcornrnon stock Class B wits 33 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-0057998 CONFIDENTIAL SDNY_GM_00204182 EFTA01366470