Clearway Energy Enters Material Definitive Agreement
Ticker: CWEN-A · Form: 8-K · Filed: Jul 3, 2024 · CIK: 1567683
| Field | Detail |
|---|---|
| Company | Clearway Energy, Inc. (CWEN-A) |
| Form Type | 8-K |
| Filed Date | Jul 3, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01, $89.7 million, $53.2 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement
Related Tickers: CWEN
TL;DR
CWEN signed a big deal, details TBD.
AI Summary
On June 27, 2024, Clearway Energy, Inc. entered into a material definitive agreement. The filing does not disclose specific details of the agreement, such as the counterparty or financial terms, but indicates it is a significant event requiring an 8-K filing.
Why It Matters
This filing signals a significant new contract or partnership for Clearway Energy, which could impact its future revenue streams and operational strategy.
Risk Assessment
Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the agreement.
Key Players & Entities
- Clearway Energy, Inc. (company) — Registrant
- June 27, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Clearway Energy, Inc.?
The filing states that Clearway Energy, Inc. entered into a material definitive agreement on June 27, 2024, but does not provide specific details about the agreement itself.
Who is the counterparty to this material definitive agreement?
The filing does not disclose the name of the counterparty to the material definitive agreement.
What are the key financial terms or obligations associated with this agreement?
The filing does not specify any financial terms or obligations related to the material definitive agreement.
When was the agreement officially entered into?
The agreement was entered into on June 27, 2024, which is the date of the earliest event reported in the filing.
Does this agreement involve any acquisitions, divestitures, or significant operational changes for Clearway Energy, Inc.?
The filing does not provide enough information to determine if the agreement involves acquisitions, divestitures, or significant operational changes.
Filing Stats: 931 words · 4 min read · ~3 pages · Grade level 13 · Accepted 2024-07-03 06:02:50
Key Financial Figures
- $0.01 — tered Class A Common Stock, par value $0.01 CWEN.A New York Stock Exchange Clas
- $89.7 million — a base purchase price of approximately $89.7 million with respect to Luna Valley Solar, and
- $53.2 million — to Luna Valley Solar, and approximately $53.2 million with respect to Daggett Solar Power, in
Filing Documents
- tm2418726d1_8k.htm (8-K) — 31KB
- tm2418726d1_ex10-1.htm (EX-10.1) — 434KB
- 0001104659-24-077514.txt ( ) — 764KB
- cwen-20240627.xsd (EX-101.SCH) — 4KB
- cwen-20240627_def.xml (EX-101.DEF) — 26KB
- cwen-20240627_lab.xml (EX-101.LAB) — 36KB
- cwen-20240627_pre.xml (EX-101.PRE) — 25KB
- tm2418726d1_8k_htm.xml (XML) — 5KB
01 Entry Into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement. On June 27, 2024, LV-Daggett Parent Holdco LLC (the " Purchaser "), a subsidiary of Clearway Energy, Inc. (the " Company "), entered into a Membership Interest Purchase Agreement (the " Purchase Agreement ") with D1-LV CE Seller LLC (the " Seller "), an affiliate of Clearway Energy Group LLC. Pursuant to the terms of the Purchase Agreement, Purchaser will acquire from Seller certain limited liability company membership interests in D1-LV TargetCo LLC (" Target Company "), which, subject to certain terms and conditions referenced in the Purchase Agreement, will become the indirect owner of all of the limited liability company interests in Luna Valley Solar I, LLC (" Luna Valley Solar ") and Daggett Solar Power I LLC (" Daggett Solar Power ") for a base purchase price of approximately $89.7 million with respect to Luna Valley Solar, and approximately $53.2 million with respect to Daggett Solar Power, in each case, in cash and subject to customary working capital adjustments (the " Transaction "). Luna Valley Solar is developing and constructing an approximately 200 megawatt alternating current solar photovoltaic energy generating facility and associated infrastructure in Fresno County, California. Daggett Solar Power is developing an approximately 113 megawatt battery energy storage system and associated infrastructure in San Bernardino, California. At closing, Purchaser will acquire 999 units of the Target Company, which will represent 100% of the class A units of the Target Company. Seller will distribute the remaining one unit to Clearway Renew, LLC, with such unit being converted into 100% of the class C units of the Target Company. The Purchase Agreement contains customary representations and warranties and covenants made by each of the parties. Each of the Purchaser and the Seller are obligated, subject to certain limitations, to indemnify the other for certain customary and other specified matters, includ
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Document 10.1* Membership Interest Purchase Agreement, dated as of June 27, 2024, by and between D1-LV CE Seller LLC and LV-Daggett Parent Holdco LLC. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. Schedules and similar attachments to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the U.S. Securities and Exchange Commission (the " SEC ") upon request. * Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The omitted information (i) is not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. The Company agrees to furnish supplementally an unredacted copy of this Exhibit to the SEC upon request.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Clearway Energy, Inc. By: /s/ Kevin P. Malcarney Kevin P. Malcarney Executive President, General Counsel and Corporate Secretary Dated: July 3, 2024