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Share Name | Share Symbol | Market | Type |
---|---|---|---|
8Point3 Energy Partners LP - Class A Shares (delisted) | NASDAQ:CAFD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 12.42 | 10.71 | 13.32 | 0 | 01:00:00 |
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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The standstill agreement prohibited the Phase IIA Bidders from requesting the Partnership to amend or waive any provision of the standstill. As disclosed on page 91 of the Proxy Statement, notwithstanding the foregoing, (i) the Partnership may grant a waiver, amendment or release under any confidentiality agreement, standstill agreement or similar agreement to the extent necessary to allow an Alternative Proposal to be made to the Partnership or the General Partner Board or any committee thereof (including the GP Conflicts Committee), and (ii) the Partnership shall be deemed to have waived, as of immediately prior to the execution of the Merger Agreement, any provision in any such agreement to the extent necessary to allow the applicable counterparty to convey an Alternative Proposal to the Partnership or the General Partner Board or any committee thereof (including the GP Conflicts Committee).
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In addition, Evercore reviewed the Partnership’s future financial performance on a standalone basis estimated by research analysts. Evercore observed that research analyst estimates for distribution per share ranged from $1.02 per share to $1.07 per share in 2017, $1.06 per share to $1.21 per share in 2018 and $1.15 per share to $1.27 per share in 2019. Evercore also observed that research analyst estimates for EBITDA ranged from $87.8 million to $124.0 million in 2017, $103.7 million to $129.2 million in 2018 and $111.0 million to $146.0 million in 2019. Evercore did not utilize the research analyst estimates in its analysis of the Partnership to derive indicative valuation ranges for the Partnership’s Class A shares.
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Enterprise Value
/ 2018E EBITDA
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Current Annualized
Dividend Yield
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NextEra Energy Partners LP
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11.8x
|
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3.8%
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Pattern Energy Group Inc.
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11.3x
|
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8.3%
|
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Enterprise Value
/ 2018E EBITDA
|
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Current Annualized
Dividend Yield
|
Brookfield Renewable Partners LP
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13.4x
|
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6.0%
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Northland Power Inc.
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12.0x
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5.1%
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TransAlta Renewables Inc.
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9.4x
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7.9%
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Innergex Renewable Energy Inc.
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13.5x
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4.9%
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Enterprise Value
/ 2018E EBITDA
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Current Annualized
Dividend Yield
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Atlantica Yield plc
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9.4x
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5.6%
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Enterprise Value
/ 2018E EBITDA
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Current Annualized
Dividend Yield
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NRG Yield Inc.
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9.0x
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6.3%
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Benchmark
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Enterprise Value
/ EBITDA
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Mean
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10.3x
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Median
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10.9x
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High
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13.2x
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Low
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7.3x
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During the two year period prior to the date hereof, no material relationship existed between Evercore or any of its affiliates, on the one hand, and the Partnership or any of its respective affiliates, on the other hand, pursuant to which compensation was or is intended to be received by Evercore or its affiliates as a result of such a relationship except with respect to (a) Evercore’s opinion and work performed for the GP Conflicts Committee in connection with the GP Conflicts Committee’s consideration of the Partnership’s acquisition of (i) interests in the Henrietta Project from SunPower, (ii) the Stateline Project in California from First Solar and subsidiaries of
SunPower
First Solar
and (iii) FSAM Kingbird Solar Holdings, LLC from a subsidiary of
SunPower
First Solar
and (b) Evercore’s work performed for the GP Conflicts Committee in connection with other potential acquisitions by the Partnership of certain assets from SunPower, First Solar and their respective affiliates. For
each of
the engagements described in this paragraph Evercore received
total
fees
of approximately $1.31 million
and reimbursement of certain out-of-pocket expenses. Evercore may provide financial or other services to the Partnership in the future and in connection with any such services Evercore may receive compensation.
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1 Year 8POINT3 ENERGY PARTNERS LP Chart |
1 Month 8POINT3 ENERGY PARTNERS LP Chart |
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