CREDIT AGREEMENTCredit Agreement • November 5th, 2014 • Sunedison, Inc. • Semiconductors & related devices • New York
This CREDIT AGREEMENT is entered into as of February 28, 2014, among SUNEDISON, INC. (f/k/a MEMC ELECTRONIC MATERIALS, INC.), a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, GOLDMAN SACHS BANK USA, as Joint Lead Arranger (in such capacity, together with DEUTSCHE BANK SECURITIES INC., as Joint Lead Arranger, “Arrangers”) and Joint Syndication Agents (in such capacity, “Syndication Agents”), and GOLDMAN SACHS BANK USA and MACQUARIE CAPITAL (USA) INC., as Joint Bookrunners (in such capacity, together with DEUTSCHE BANK SECURITIES INC., as Joint Bookrunner, and WELLS FARGO SECURITIES, LLC, as Joint Bookrunner, “Bookrunners”).
AMENDMENT NO. 3 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENTCredit Agreement • November 5th, 2014 • Sunedison, Inc. • Semiconductors & related devices • New York
THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT (this “Amendment”) is dated as of October 6, 2014 and is entered into among SUNEDISON, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto and the Lenders party hereto, and is acknowledged by the Administrative Agent, and is made with reference to that certain Credit Agreement dated as of February 28, 2014 (as amended through the date hereof, the “Credit Agreement”) among the Borrower, the Lenders, the Administrative Agent and the other Agents named therein. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement.
ACQUISITION AGREEMENT by and among AES U.S. Solar, LLC, as Seller, Silver Ridge Power Holdings, LLC, as Buyer, solely for the purposes of Article 9, The AES Corporation as ParentAcquisition Agreement • November 5th, 2014 • Sunedison, Inc. • Semiconductors & related devices • New York
This ACQUISITION AGREEMENT (this “Agreement”) is dated as of June 16, 2014 and is by and among AES U.S. Solar, LLC, a Delaware limited liability company (“Seller”), Silver Ridge Power Holdings, LLC, a Delaware limited liability company (“Buyer”), solely for the purposes of Article 9, The AES Corporation, a Delaware corporation (“Parent”), and solely for the purposes of Section 10.13, SunEdison, Inc., a Delaware corporation (“Buyer Guarantor”).
