Thanks for the post. I see they filed with the SEC at 16:00 EST. The Fat Lady finally has her day!

Could be some confusion here. Terraform Global public shares were cancelled yesterday following its merger with Brookfield. Brookfield's press release and filing with SEC today indicate such. But SEC still does not show any SunEdison cancellation filing as of yet.

If true it makes sense. Brookfield closed and funded the acquisition of Terraform Global yesterday. Now with all the cash on hand at SUNEQ, the DIP lenders get paid off and the token cash left will get split as dividends amongst the remaining secured Creditors as the NEW SUNE Shareholders.

A company cannot exit Bankruptcy until it has completely executed its POR and been "Fully Administered" by the Court. SUNEQ's POR calls for the cancellation of OLD SUNE Shares and the issuance of NEW SUNE Shares. It is a pre-exit condition.

The current delay in SUNEQ exiting Bankruptcy can be attributed to the GLBL sale postponement which has been precipitated by the delays in the $57 million District Court claims settlement closure, a condition of the GLBL sale.

Global shareholders approved their merger with Brookfield yesterday. Following approval by the District Court of a securities suit for a mediated settlement of $57 million the merger will close. The creditors Rights Offering has been extended to November 22nd. SUNEQ shareholders get an extra week to play musical chairs.

Just read the POR. Once the TERP (already closed)and GLBL (special stockholders meeting 11/13) mergers with Brookfield are completed and SUNEQ has received the cash proceeds and any stock to be issued therein, then OLD SUNE stock will be cancelled (SUNEQ to you) and NEW SUNE stock will be issued to just the Qualified Creditors in accordance with the hierarchy of Payments. So unless there is a major hiccup SUNEQ will disappear the week of November 13th. The only value of SUNEQ stock thereafter will be in pre-petition ownership if a successful suit against third parties can be launched. So put the stock certificates in your safety deposit box and forget about it.

According to the "5th CRO Report", if all conditions precedent are met, SUNEQ is currently scheduled to go poof on November 15th, 2017. The two major conditions are the completion of the GLBL merger (shareholder vote on November 13th) followed by the First Offering participants kicking in $300 million. While there may be a delay of a few days to process all the paperwork and funds flows players now have a timeline to work with.

Empty: Such flattery! You are so sweet. Since the days of this Board are numbered I'll give you my deal. Retired banker with +30 years most of which were in the renewable energy project financing business and transportation industry. Now living in rural Maine with ocean views. I use a different moniker for every board. My investment focus is cash flows, leverage and debt service coverage. Patience is key. Due diligence is paramount. I only get active in 1 of 10 companies I review. I try to hedge all bets. I target poor performers and wait for quantitative benchmarks to be met then pounce. SUNE was a gift for 5 months beginning July 2015. On the top of my current 2-3 year list is that car company we discussed months ago. Best of Luck to you. It has been fun.

DD75: The most likely reason for the spike is a long term gamble that the multitude of civil suits to follow will find a culpable deep pocket that has to pay commons something. The risk is that all commons held from both before and after the bankruptcy filing get compensation. IMO, chances of any recovery for Old Commons purchased post bankruptcy is zero.

Civil Courts generally take the position that only those shareholders who were damaged during the period in which they were entitled to financial disclosure and didn't get what was required are due damages for debtors failure to comply with law.

The commons trading activity that has occurred since SUNE's filing is largely attributable to those without the business acumen necessary to understand what went wrong with SUNE and how bankruptcy works. You can put them in the same realm as the people who like to play the "one armed bandits" in Las Vegas.

HT: The Judge has affirmed to a shareholder (Docket #3916) that the POR has been affirmed and is being executed. He states that Old Shareholders get NOTHING from bankruptcy proceeds.

The POR states that SUNE/SUNEQ gets cancelled and replaced by New Commons which ALL goes to Qualified Creditors. TERP/Global then get sold/merged to Brookfield which means all sale proceeds go to the Qualified Creditors. New SUNE winds down for 2-3 years so they can collect projected bonus payments on projects sold that exceed expected performance criteria (total projected proceeds less than $100MM).

SUNE never had $24B in assets based on control (full ownership). Their Filings were based on GAAP Rules for Consolidation which means that any ownership they had in a third party entity got put on their books at 100%. Almost 75% of their 9/30/2015 Asset Balances didn't belong to them. Caveaat Emptor to investors who didn't understand FASB. Corinne Bell of the NYLR may be an expert in bankruptcy law but she doesn't know shitt about financial reporting. Her opinion this week was ignorant of fundamental financial reporting under GAAP. The MOR disclaimers clearly stated that they didn't comply with GAAP every month.

SUNE's fall was precipitated by its incompetent understanding and control of cash and cash flow. They thought money controlled by its consolidated entities was theirs. It wasn't and Gaynor tried to tell them in 3Q2015 before the company went south, and he should know because he made the same mistake at First Wind.

The only material unknowns at this point are timing related. Check my SUNE posting history. This bankruptcy has been predictable since April 2016.

While the Judge did sign the Order approving the POR today (Docket #3735) the Fat Lady will not sing "Shall We Gather at the River" until the New SUNE Common shares are issued.

AMR issued "additional shares" to creditors. There was no cancellation of old shares. Link here: http://www.amrcaseinfo.com/key.php

The documents submitted to the Creditors for their vote is at Docket #3314.

FYI. Per Section 6.25 of the POR the New SUNE "shall" be a "Private Company" and will not register with the SEC or be listed on any exchange.

Section 6.11 of the POR explicitly states that the New SUNE shares will be exempt from the applicable SEC requirements for a public issue and prohibits transfers of the NEW SUNE shares which would violate the SEC requirements. In other words, it is a private issue and only qualified participants may acquire the shares. There will be no public market for the New SUNE shares.

If you may recall under the Stalking Horse deals, there are several situations where SUNEQ will be paid additional monies under the PSA's if the completed and operating projects meet certain minimum performance standards for a period of time (the "Earnouts"). I believe that the total additional monies under the cash flow projections was under $100 million net in total. The potential sale of shares allows Creditors to trade the NEW shares amongst themselves.

A merger of what? SUNEQ was a company based on a lot of people with industry experience putting together energy projects and access to capital. The people are gone. The projects of any value have been sold. All that is left is a mountain of debt with no collateral. There is nothing to merge with given that the only remaining value is in the yieldcos, which are under a PSA to Brookfield, and that still leaves $billions owed to creditors. This will go away just like Enron did: a whimper.

Much sooner! The Brookfield offer expires in October and that deal can't close until the NEW SUNE shares are issued to the Creditors. You also have the issue of the replacement DIP financing interest costs eating into the Debtors estate that will not go away until the Brookfield sale proceeds can pay them off. You are looking at weeks not months.

I thought the purpose of these boards was to share info and opinions, good or bad. Unfortunately, too many like yourself do not know how to read financial statements and the footnotes. If you knew GAAP and the equity method of consolidation you would know that SUNE was never a $20 billion company. It never had control of more than 2/3's of the assets on its books. It's 10-Q for 9/30/2015 if stripped of the assets for the VIE's, yieldcos and goodwill/intangibles was less than $6 billion versus $8.3 billion in liabilities. They were doomed given their negative cash flows and perpetual losses. If you don't like my messages don't read them.

The Creditors overwhelmingly voted approval of the June 12, 2017 Amended POR per Docket #3651 (filed July 18th). So your point about the "exclusivity period" is now moot. Gaynor's Complaint is a CYA smokescreen more likely than not intended to deflect scrutiny of his responsibility for developing projects that sold for less than the cost to build them. That was his track record at First Wind too. Both the SEC and DOJ started investigations in March 2016 and have as of yet provided no evidence of fraud to date. This is entertaining stuff as the bankruptcy moves forward but it is not going to change the final outcome.

Mr. Fox and AQR will not matter anymore. According to today's Court Docket the Creditors (excluding AQR) overwhelmingly voted approval of the POR. Everything else going forward will strictly be formalities and execution. Good bye SUNEQ.

“To put those 5 in the same continence is novice at best.” (#35321) So in your opinion, what did in SUNE: flatulence or promiscuity? Your comment totally lost me so I had to ask.

The SEC would only get involved if SUNEQ's POR was based on remaining a public company. Since the POR is going to replace Old SUNE public commons with New SUNE private commons, which will only go to approved Creditors, it is a moot issue.

They sure are. SUNE has resolved its issues with dissenting Creditors (Dockets #3308 & #3309) and amended its POR to those Creditors' satisfaction. Today's hearing (2:00 PM) is to consider the totality of the POR, as amended, and a ruling/order should follow shortly thereafter as "time is of the essence". Under the POR, the OLD Commons will be cancelled and all NEW Commons will be issued to just the Creditors. Place your bets!

The Fat Lady is walking onstage. Docket #3291 filed at 12:30 AM (677 pages) lays it all out. Sources and Uses of Funds from 1/2013 thru 9/30/15 is laid out on Page 359. Pages 344-345 lays out current Assets with Intercompany Receivables (after consolidations and eliminations) of $56 million and Investments in Subsidiaries of $835 million (the remaining offer amount for the Yieldcos). That is +$17 billion wiped from the books and non-DIP claims still outstanding of +$4.5 billion. Unsecured Creditors are projected to recover approximately 2.8% of outstandings. Current commons may have until late September to keep trading but come October it will be defunct.

You are asking all the right questions but unfortunately they are the questions and criteria commons should have pushed hard for in April 2016. The Judge went along with the Debtor and its advisors I think largely on the reputation of the advisors. The Judge may have given too much away to the DIP Lenders but hindsight is 20/20. If the Judge puts the kibosh on all the Debtor's current requests, including the DIP Refinancing, then the result is likely a declaration of default by the DIP Lenders (as of April 2017) and the high risk of a switch to Chapter 7 due to the current drain on remaining cash. In such an event Brookfield is likely to walk away from its bid on the Yieldcos and you will have delays upon delays thru the rest of bankruptcy as a trustee runs the show.

How many times does SUNEQ have to repeat providing the same information? SUNEQ provided a list of +1,000 debtor and non-debtor entities back in June showing Book Values for each entity. Over 80% of the entities listed had Book Value of zero or less, and most of the high value Book Asset entities had already sold or contracted to sell the listed entities assets at Stalking Horse auction prices.

"Hidden Assets" are a figment of the imagination from those who don't do DD or know how to read financial statements with footnotes. There is absolutely no way any current person on the SUNEQ payroll is going to stick their neck out for fraud before the Court. SUNEQ grossly overpaid for assets which ballooned their Balance Sheet. The capital markets facilitated SUNEQ cash mismanagement by buying the hype and giving them cash every time SUNEQ held their hands out. When the market said no more in 1Q2016 SUNEQ had nothing to fall back on. Case in point: SUNEQ bought FW for $2.5 billion who had at the time less than $100 million in tangible net worth, had never made a profit and had never generated positive cash flow. Multiply that acquisition event and you have a house of cards built on expectations but bereft of sound business fundamentals.

The latest Disclosure Statement (Docket #3220) was filed just before midnight on Friday (May 26). Commons will now find that Intercompany Receivables listed at Book Value of $7.8 billion in the last MOR will be written down to a cash realization value of $55-$57 million. The reconciliation on the liabilities/equity side of the ledger is a write-off of equity. SUNEQ is now expecting a realization of cash in its most optimistic projections after bankruptcy expenses of less than $1 billion with unsecured creditors still seeking $4.5 billion. I hear the Fat Lady warming up backstage.

Simple explanation. Renewable energy projects require large upfront cash investments just to get to the construction stage. The monies spent are put on the books at cost. SUNE overpaid for everything including project development. However, in a fire sale, the market value of preconstruction energy projects is basically zero. SUNE on the Filing Date had over 5 gigawatts in the pipeline. They expanded too fast and didn't have the organic cash flow to sustain their rate of growth. SUNE borrowed too much at the highest rates, i.e. junk bond rated paper. THE MONEY WENT INTO PROJECTS BUT SUNE HAD TOO MANY UNFINISHED PROJECTS AT ONE TIME WHEN THEY RAN OUT OF CASH.

I am not missing anything. The Yieldcos were forced to buy overpriced projects from SUNE. Both entities have struggled with profitability and most significantly with cash throw. Even now TERP's cash on hand is all borrowed from the banks. If there was any miscreant behavior it was all on SUNE at the detriment of the yieldcos. Why do think the yieldcos' lawsuits have been permitted to remain outstanding?

Your thesis and numbers are way off base. Both Yieldcos consistently complained that SUNE was dumping projects into them at above market prices because the market wouldn't pay the high asking prices. SUNE needed those prices to show a profit on its books on at arms-length basis. However, they never made enough profit as demonstrated by their consistent operating losses. In addition, the Yieldcos were also cash losers in that they needed to borrow cash from SUNE to pay its high dividends to non-SUNE shareholders because they paid above market prices for the SUNE projects.

You also need to work on your numbers. A solar project with $10MM in annual revenue would need PPA rates and capacity factors that mirrored similarly situated projects. That means a project of 50-60 MW which would have cost $200MM-$250MM. Your $10MM figure is meaningless without quantitative context.

Go back and read SUNE SEC filings and read the complaints that came from Greenlight Capital.

The largest bankruptcy in modern times? Lehman Brothers filed for bankruptcy in 2008 with $680 billion in assets and $22.5 billion in equity. The biggest problem with current shareholders and their ill-conceived attempt at getting standing before the Court is they can never get their facts straight. Keep writing those letters to the judge. It is what makes this case so entertaining.

Spreading allegations of malfeasance without evidence will get you and any other person(s) spreading such rumors a place in the Court's "No Credibility Box". Bankruptcy Rules already provide for an automatic "clawback" for assets transferred to non-debtor affiliates. You can bet that the Creditors have searched far and wide for any such transfers. Why do you think so many non-debtor affiliates were added to the debtor's list after the initial April 2016 Filing?

GF: Thanks for your quick SUNEQ response. It was unnecessary. You once stated that your interest in following SUNEQ was for historic analysis purposes (my paraphrase). Please take some time before your next response. I am a novice when it comes to understanding the mentality and intelligence of day-traders. They seem to be the most emotional, ill-informed and least analytic of all financial persons. They are agenda versus performance driven. How do you predict their behavior? Is Club 33 at Disney always involved? Let’s go “Private” or if you prefer let’s educate commons and their undeniable fate.
Sorry. I have never looked/traded a bankruptcy stock when the principals say it is worthless.

GF - We seem to be on similar paths in following the day-to-day trading toward the next major event (i.e a historical perspective and recording of the downfall and liquidation of a major industry player). What do you see happening when the sh__ hits the fan on Tuesday (4/25) and Wednesday (4/26)? Does the DIP Replacement Motion get rejected? What happens when the current DIP Financing matures at end of day on Wednesday (scenarios)? I haven't had this much fun since Enron and Congress promised an "Enron event" would never occur again.

You are never going to see audited, GAAP compliant financials from SUNEQ. The high cost of preparation cannot be justified. They are on a current path of liquidation and their POR continues the path of liquidation with current commons being cancelled. Even if they are prepared after the POR were implemented SUNEQ would then be a private company so current shareholders will never see them. If you have followed the MORs their Net Sales have plummeted to almost nothing and will disappear once the GCL-POLY and Brookfield sales are included. At the end of the day SUNEQ will exist as only a legal facade with no functioning business.

An inaccurate media article is just fake news. A misstatement to the Court in a SUNEQ motion or declaration could be judged perjury meaning jail time for the author. The risk vs. rewards aren't there for somebody to be so foolish. There are also too many eyes, e.g. DIP Lenders and their lawyers, scrutinizing every SUNEQ move.

The Bloomberg article grossly overstates the "cash" proceeds of the India assets sales to Greenko. Docket #1459 shows that SUNEQ received "approximately $38 million". Most of the "value" purchased by Greenko consisted of the assumption of non-recourse debt. The total cash proceeds collected by SUNEQ for the deals cited in the article is closer to $574 million not $1.032 billion.

SUNEQ is motioning the Court (Docket #2732) to replace its current DIP Credit Facility, which matures April 26th, with a new DIP Credit Facility for $940MM. It seems that all of the DIP Lenders (except for the Tranche B Roll-up Lenders) want out. H. Parkhill reported that they needed $1.6 billion but there is insufficient estate value to support it. The new Facility will cost LIBOR plus 6.5% on the $640 cash portion and LIBOR plus 11% on the $300MM Tranche B portion. If the yieldco sale value of $826MM is realized when forecast the new DIP lenders will be lucky to get out whole.