Brookfield Renewable Acquires 351 MW Portfolio of 19

Brookfield Renewable Acquires 351 MW Portfolio of 19 Hydroelectric
Facilities in New England 
- Scale portfolio of high-quality renewable power assets in
northeastern United States  
- 19 generating stations with 351 MW of capacity  
- Average annual generation in range of 1.6 million MWh  
- Strong diversification from large regional footprint on four rivers
with upstream storage  
- Ability to leverage Brookfield Renewable's existing operating
- Long term operating licenses 
HAMILTON, BERMUDA -- (Marketwire) -- 12/21/12 --  
All amounts in U.S. dollars unless otherwise indicated 
Brookfield Renewable Energy Partners L.P. (TSX:BEP.UN) ("Brookfield
Renewable") today announced an agreement to acquire a portfolio of 19
hydroelectric generating stations in Maine from a subsidiary of
NextEra Energy Resources, LLC for a total enterprise value of
approximately $760 million, subject to typical closing adjustments.  
The portfolio consists of 19 hydroelectric facilities and 8 upstream
storage reservoir dams primarily on the Kennebec, Androscoggin and
Saco rivers in Maine, with an aggregate capacity of 351 megawatts and
expected average annual generation of approximately 1.6 million
megawatt hours. The portfolio is one of the region's largest
independently-owned hydro portfolios of scale and includes the two
largest hydroelectric facilities in Maine. The acquisition offers
Brookfield Renewable a strong fit with its existing 103 MW of
operating capacity on the same river systems. All output from the
facilities is currently sold into the New England wholesale power
market. A number of facilities in the portfolio benefit from a recent
modernization program that will enhance reliability, and increase
capacity and long-term generation. All of the facilities have FERC
licenses, in most cases expiring after 2025 and generally until 2036
or 2048. 
"These proven generation assets are an ideal investment for us as
they complement our existing hydro fleet in Maine where we have a
long operating history," said Richard Legault, President and CEO of
Brookfield Renewable. "This high-quality, scale portfolio increases
our footprint in the attractive New England market to nearly 1,000 MW
of installed capacity. This transaction also provides a unique
opportunity to leverage our operating platform while positioning us
to participate in rising electricity prices over time."  
The portfolio has a total of $700 million of non-recourse project
debt in place. The debt indentures include a requirement to seek the
consent of a majority of bondholders for change of control, in the
absence of which the debt is to be repurchased pursuant to the terms
of the applicable indentures. Brookfield Renewable would fund the
purchase price, and repurchase of the existing debt, if applicable,
from available cash resources and committed credit facilities.  
As with previous investments, Brookfield Renewable expects to have
institutional partners co-invest alongside it for up to 50% of the
portfolio through a private fund sponsored by Brookfield Asset
The transaction is subject to regulatory approvals and other
customary closing conditions and is expected to close in the first
quarter of 2013.  
Brookfield Renewable Energy Partners (TSX:BEP.UN) operates one of the
largest publicly-traded, pure-play renewable power platforms
globally. Its portfolio is primarily hydroelectric and totals
approximately 5,300 megawatts of installed capacity. Diversified
across 69 river systems and 11 power markets in the United States,
Canada and Brazil, the portfolio generates enough electricity from
renewable resources to power more than two million homes on average
each year. With a virtually fully-contracted portfolio of
high-quality assets and strong growth prospects, the business is
positioned to generate stable, long-term cash flows supporting
regular and growing cash distributions to shareholders. For more
information, please visit 
Cautionary Statement Regarding Forward-Looking Information 
This news release contains forward-looking statements and
information, within the meaning of Canadian securities laws,
concerning the business and operations of Brookfield Renewable.
Forward-looking statements may include estimates, plans,
expectations, opinions, forecasts, projections, guidance or other
statements that are not statements of fact. Forward-looking
statements in this News Release include statements regarding the
acquisition of 19 hydroelectric generating stations in Maine (the
"portfolio"), the acquisition financing and debt funding, ownership
structure, the portfolio's expected long-term production and
long-term value potential, its power sales opportunities, the
attractiveness of the regional power market, the receipt of
regulatory approvals and the expected time of closing .
Forward-looking statements can be identified by the use of words such
as "plans", "expects", "scheduled", "estimates", "intends",
"anticipates", "believes", "potentially", "tends", "continue",
"attempts", "likely", "primarily", "approximately", "endeavours",
"pursues", "strives", "seeks" or variations of such words and
phrases, or statements that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved.
Although we believe that our anticipated future results, performance
or achievements expressed or implied by the forward-looking
statements and information in this News Release are based upon
reasonable assumptions and expectations, we cannot assure you that
such expectations will prove to have been correct. You should not
place undue reliance on forward-looking statements and information as
such statements and information involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements to differ materially from anticipated
future results, performance or achievement expressed or implied by
such forward-looking statements and information. 
Factors that could cause actual results to differ materially from
those contemplated or implied by forward-looking statements include,
but are not limited to: the risk that the conditions precedent to be
met, and the regulatory and third party approvals to be obtained, for
the acquisition to close, are not met or obtained, changes to
hydrology at our hydroelectric stations or in wind conditions at our
wind energy facilities; the risk that counterparties to our contracts
do not fulfill their obligations, and as our contracts expire, we may
not be able to replace them with agreements on similar terms;
increases in water rental costs (or similar fees) or changes to the
regulation of water supply; our operations being highly regulated and
exposed to increased regulation which could result in additional
costs; the risk that our concessions and licenses will not be
renewed; increases in the cost of operating our plants; our failure
to comply with conditions in, or our inability to maintain,
governmental permits; equipment failure; dam failures and the costs
of repairing such failures; force majeure events; exposure to
uninsurable losses; adverse changes in currency exchange rates; our
inability to access interconnection facilities and transmission
occupational, health, safety and environmental risks; disputes and
litigation; losses resulting from fraud, other illegal acts,
inadequate or failed internal processes or systems, or from external
events; general industry risks relating to the North American and
Brazilian power market sectors; advances in technology that impair or
eliminate the competitive advantage of our projects; newly developed
technologies in which we invest not performing as anticipated; labour
disruptions and economically unfavourable collective bargaining
agreements; risks related to operating in Brazil; our inability to
finance our operations; the operating and financial restrictions
imposed on us by our loan, debt and security agreements; changes in
our credit ratings; changes to government regulations that provide
incentives for renewable energy; our inability to identify and
complete sufficient investment opportunities; the growth of our
portfolio; our inability to develop existing sites or find new sites
suitable for the development of greenfield projects; risks associated
with the development of our generating facilities and the various
types of arrangements we enter into with communities and joint
venture partners; Brookfield Asset Management's inability to source
acquisition opportunities for us and our lack of access to all
renewable power acquisitions that Brookfield Asset Management
identifies; our lack of control over all our operations; our
obligations to issue equity or debt for future acquisitions and
developments; a delay or inability to achieve a listing of our
limited partnership units on the New York Stock Exchange; and foreign
laws or regulation to which we become subject as a result of future
acquisitions in new markets. 
We caution that the foregoing list of important factors that may
affect future results is not exhaustive. The forward-looking
statements represent our views as of the date of this News Release
and should not be relied upon as representing our views as of any
date subsequent to December 21, 2012, the date of this News Release.
While we anticipate that subsequent events and developments may cause
our views to change, we disclaim any obligation to update the
forward-looking statements, other than as required by applicable law.
For further information on these known and unknown risks, please see
"Risk Factors" in our most recent Annual Information Form available
on our website at and filed on SEDAR at
Investor Contact:
Brookfield Renewable Energy Partners L.P.
Zev Korman
Director, Investor Relations
Media Contact:
Brookfield Renewable Energy Partners L.P.
Julie Smith-Galvin
Director, Corporate Communications
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