DBRS Confirms Rating of Comber Wind Financial Corporation at BBB, Stable, Following Internal Reorganization

DBRS Limited (DBRS) has today confirmed the $450 million Series 1 Senior Secured Bonds (the Bonds) due November 15, 2030, of Comber Wind Financial Corporation (the Issuer) at BBB with a Stable trend following an internal reorganization transaction. The Issuer is the financing vehicle of 2016 Comber Wind Limited Partnership, which owns the 82.8-megawatt (MW) Comber East and the adjacent 82.8 MW Comber West wind projects located in Essex County, Ontario, and whose General Partner is 2016 Comber Wind General Partnership.

Brookfield BRP Canada Corp. conducted the internal reorganization transaction of the Issuer and related project entities. As required under the Trust Indenture, DBRS conducted an impact assessment of the proposed transaction and confirmed, after giving effect to the proposed reorganization, that the rating of the Bonds immediately prior to the proposed action would neither be downgraded nor the trend negatively affected (the Rating Condition). The reorganization transaction has now closed and DBRS has received the executed documentation.

The reorganization is permitted under Section 8.5 of the Trust Indenture, subject to the satisfaction of the Rating Condition, the execution of customary assumption and security documentation and the legal opinion of the Issuer’s counsel confirming, among other things, the enforceability of the Trust Indenture documents and the security against the surviving project entities on completion of the transaction.
DBRS based its impact assessment on presentation material and other written and verbal information from Brookfield BRP Canada Corp. and the Issuer’s counsel, including a legal opinion issued to the Trustee and the Collateral Agent.

The reorganization entailed a sale of assets from existing project entities to new affiliate entities created as part of the reorganization process. The internal reorganization did not trigger a change of control as defined in the Trust Indenture. The new structure and collateral package are materially identical to the current structure. All material contracts were dealt with through assignment and assumption agreements, some of which required consent that was obtained from the relevant parties.

Notes:
All figures are in Canadian dollars unless otherwise noted.

The related regulatory disclosures pursuant to the National Instrument 25-101 Designated Rating Organizations are hereby incorporated by reference and can be found by clicking on the link to the right under Related Research or by contacting us at info@dbrs.com.

The applicable methodology is Rating Wind Power Projects (December 2015), which can be found on our website under Methodologies.

For more information on this credit or on this industry, visit www.dbrs.com or contact us at info@dbrs.com.