TerraForm Power, Inc. (TERP)

[zendoc1love 45]

The language that Bouchard gave is very concerning about the way that they (SUNE) handled the renegotiation of the Vivint deal:

the Court offered “some guidance for the future course of this case” (Tr. 36), saying that the process used by SunEdison to approve the transaction appeared “inherently suspect” and that it entertained “serious doubts” about that process. (Tr. 36-37). In addition, “troubling” circumstances surrounding one of the Conflicts Committee’s advisors “raise[] serious questions that go to the fairness of the process.” (Tr. 38). In light of the Court’s guidance, Appaloosa believes that an expedited trial is in the best interests of TERP and its stockholders.

 

To me this process is not about the assets from Vivint but about governance issues.  In all reality if these governance issues are not directly addressed then SUNE may feel like they can cram bad assets down their Yieldco's throats if they get into another such situation.  Tepper is stepping up against the playground bully to make sure that the bully doesn't continue to beat the crap out of the kids (Yieldco's).  If SUNE doesn't learn these lessons then there will be nothing stopping them from doing this again.  I don't want to hold these (GLBL and TERP) if the corporate governance issues are not clarified.

[disdaniel 54]

4 minutes ago, zendoc1love said:

To me this process is not about the assets from Vivint but about governance issues.  In all reality if these governance issues are not directly addressed then SUNE may feel like they can cram bad assets down their Yieldco's throats if they get into another such situation.

I think the price for the VSLR assets was originally rather high (the whole VSLR deal is the single most destructive deal I've witnessed since AOL bought Time Warner), the assets are what they are, it is only the price that is good or bad imo.  But Tepper lawsuit is making people think the assets are bad (which hurts both SUNE and TERP), when they are simply different from the assets TERP already owns. 

On the other hand, I am baffled as to why this issue hasn't been settled already--it seems dead simple to fix.  And yes the governance is clearly not what it should be at either (all the sune related) company.  Where on earth has the sune board been the past year?

[zendoc1love 45]

The assets aren't necessarily good either.  What has been the worst performing subsector in solar over the last 2-3 months.  Residential.  Too many unknowns.

The take/pay arrangement mandates that TERP take the assets as they are offered or pay for them without taking them.  This is only good if you trust that whoever is offering the assets has your best interest in mind...and it is not clear that SUNE does have the best interests for TERP. 

[Jetmoney 23]

TERP delayed in filing Form 10-K

http://finance.yahoo.com/news/terraform-power-inc-reports-delay-235519593.html

We currently expect to file Form 10-K by the extended deadline of March 15, 2016. We are deferring a decision on our 4Q 2015 dividend until we complete our annual financial statements and resolve other pending matters.    

[zendoc1love 45]

Not cool

[Jetmoney 23]

I think as Odyd suspects, SUNE handcuffs TERP from announcing dividends forcing Tepper to quickly accept the court decision and back down from further litigation.  Tepper knows this too.  I think Tepper is trying to find the most favorable option for TERP shareholders.  Let's see.

[saush11 38]

I don't think they can hold the dividend. That will further strengthen Tepper litigation. Essentially even GLBL earnings are delayed, but for that they did not have to take the extension. 

May be sell GLBL on ex-dividend date and then move to TERP ? 

[zendoc1love 45]

This pisses me off.  Now SUNE is playing games that hurt their own Yieldcos.  Unless of course the internal audit has something to do with TERP delay.

Unbelievable that they are playing these games.  I now wish them all manner of badness.

[odyd 1,293]

According to this they are also delaying SUNE results due to internal inquiry about past executives talking about their liquidity.

I knew SUNE is going to play dirty against Tepper if he decided to continue to go after them. They will punish people for his questing of their processes. SUNE needs to go, this is a garbage outfit caught red-handed.

http://www.bloomberg.com/news/articles/2016-02-29/sunedison-to-delay-filing-2015-results-amid-internal-inquiry?cmpid=yhoo.headline

[saush11 38]

4 hours ago, zendoc1love said:

To me this process is not about the assets from Vivint but about governance issues.  In all reality if these governance issues are not directly addressed then SUNE may feel like they can cram bad assets down their Yieldco's throats if they get into another such situation.  Tepper is stepping up against the playground bully to make sure that the bully doesn't continue to beat the crap out of the kids (Yieldco's).  If SUNE doesn't learn these lessons then there will be nothing stopping them from doing this again.  I don't want to hold these (GLBL and TERP) if the corporate governance issues are not clarified.

Corporate governance is precisely what Tepper, in my view, is fighting. Don't you think, it is better that judge has taken a cognizance of it ?  I for one believe, Terp in the long run would be better off with this Tepper fight. However, I hope, he doesn't lose, because if he does then it would be sad for both TERP and GLBL.

[odyd 1,293]

14 minutes ago, zendoc1love said:

This pisses me off.  Now SUNE is playing games that hurt their own Yieldcos.  Unless of course the internal audit has something to do with TERP delay.

Unbelievable that they are playing these games.  I now wish them all manner of badness.

Yes, unbelievable indeed. They just probably manipulating for Tepper to lose his money. Stopping a dividend for one yieldco, which is running for well over two years, is direct hit at Tepper. This has everything to do with March dates, LAP, Blackstone.

 

[zendoc1love 45]

PV magazine's take on "Appaloosa accepts expedited trial against SunEdison":

http://www.pv-magazine.com/news/details/beitrag/appaloosa-accepts-expedited-trial-against-sunedison_100023471/#axzz41c6Ifku3

Quotes from the article:

"The firm also cited several statements by Judge Bouchard which it says supports the possibility of a favorable ruling, including a description of SunEdison’s process to approve the acquisition as “inherently suspect”.

"SunEdison declined to respond to the statements cited by Lowenstein Sandler. In this and other public statements, it is clear that Tepper is seeking a trial not only in court, but a battle in the media."

Not sure why Tepper would want a battle in the media unless he was pretty certain that he would prevail. 

However, there could be other problems. Lowenstein Sandler says that SunEdison is counting on a loan from Goldman Sachs which uses collateral in the form of Vivint assets in order to fund the $1.9 billion acquisition. The firm cites statements by Judge Bouchard which warn that he could stop the transfer of assets, which would undermine the basis for this loan.

You've got to think that GS would start to worry about lending $ to SUNE.

 

[odyd 1,293]

Well Tepper was looking like a clown on a yahoo board until this morning, and then he made them all pay the price in the media. Unfortunately the retort is SUNE stopping dividend, delaying own and TERP releases. Sad.

[disdaniel 54]

hmmm..seems like SUNE is shooting itself in the head in order to give Tepper heartburn...hardly a sensible negotiating tactic.

[Scsnospam 117]

5 hours ago, odyd said:

According to this they are also delaying SUNE results due to internal inquiry about past executives talking about their liquidity.

I knew SUNE is going to play dirty against Tepper if he decided to continue to go after them. They will punish people for his questing of their processes. SUNE needs to go, this is a garbage outfit caught red-handed.

http://www.bloomberg.com/news/articles/2016-02-29/sunedison-to-delay-filing-2015-results-amid-internal-inquiry?cmpid=yhoo.headline

How come SUNE didn't take money from GLBL as well? They declared it on time. If they are desperate, now would have been the time to cut GLBL dividend as well, right?

[explo 617]

5 minutes ago, Scsnospam said:

How come SUNE didn't take money from GLBL as well? They declared it on time. If they are desperate, now would have been the time to cut GLBL dividend as well, right?

SUNE cutting GLBL dividend to below its stipulated minimum level? How? Why? SUNE is not paying GLBL's dividend, they receive it.

 

[Scsnospam 117]

Then why are people worried about TERP's dividend delay?

[explo 617]

6 minutes ago, Scsnospam said:

Then why are people worried about TERP's dividend delay?

Who's worried? They'll pay it, but they could cut it in theory (due to uncertainty reason or whatever) because they have already raised it above their stipulated minimum level. Their minimum level is $0.88 if I remember correctly and plan annualized $1.40 level for 15Q4 and $1.75 for 16Q4. Roughly from memory..

 

[odyd 1,293]

6 hours ago, explo said:

SUNE cutting GLBL dividend to below its stipulated minimum level? How? Why? SUNE is not paying GLBL's dividend, they receive it.

 

SUNE does not receive the dividend from GLBL.

[odyd 1,293]

6 hours ago, Scsnospam said:

How come SUNE didn't take money from GLBL as well? They declared it on time. If they are desperate, now would have been the time to cut GLBL dividend as well, right?

GLBL did not exist when TERP and SUNE had been in place, both got delayed. The matter is between two of them and perhaps transactions between two of them. Does Tepper have a lawsuit with GLBL and owns shares of GLBL?

[explo 617]

5 minutes ago, odyd said:

SUNE does not receive the dividend from GLBL.

Ever?

[odyd 1,293]

6 minutes ago, explo said:

Ever?

Have I said ever? Contractual agreements prevent the payment until end of this year. I would like to make sure that we stick to facts.

[disdaniel 54]

TERP is holding up better than I expected.  Any thoughts why?

[Jetmoney 23]

Agreed.  If TERP did not announce of dividend delay yesterday, with this huge up market, I expect TERP would be trading in the $10's and GLBL could be in the $4's.  SUNE is too toxic and spoil them all.  I think TERP will come back in time.  Will buy back below $9.  Also will buy back GLBL below $3.  GL.

[odyd 1,293]

TERP is holding very well, I am surprised. Market seem to accept no dividend as time line no adjustment to it.