8point3 Energy Partners Prices Offering of Class A Shares

SAN JOSE, Calif., Sept. 22, 2016 /PRNewswire/ -- 8point3 Energy Partners LP (NASDAQ: CAFD) today announced the pricing of an underwritten public offering of 7,000,000 Class A shares representing limited partner interests, at a public offering price of $14.65 per Class A share. The total gross proceeds (before the underwriters' discount and offering expenses) will be approximately $102.6 million. In connection with the offering, 8point3 Energy Partners granted the underwriters a 30-day option to purchase up to an additional 1,050,000 Class A shares. The offering is expected to close on September 28, 2016, subject to certain closing conditions.

8point3 Energy Partners expects to use the net proceeds from this offering to purchase 7,000,000 common units of 8point3 Operating Company, LLC ("8point3 Operating Company"), the entity that holds 8point3 Energy Partners' project assets. 8point3 Operating Company intends to use the proceeds from the sale of its common units to fund a portion of the purchase price of the previously announced acquisition of a 49 percent interest in the Henrietta Project, a substantially completed, 102 MW photovoltaic solar generating facility located in Kings County, California (the "Henrietta Acquisition"). This offering is not contingent upon the closing of the Henrietta Acquisition.

The Class A shares are being offered and will be sold pursuant to an effective shelf registration statement that was previously filed with the Securities and Exchange Commission (SEC). This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such states. The offering is being made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

BofA Merrill Lynch, Wells Fargo Securities, Citigroup, J.P. Morgan, Mizuho Securities and Credit Agricole Securities (USA) Inc. are the joint book running managers for the offering. A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov or by sending a request to:

BofA Merrill Lynch
Prospectus Department
NC1-004-03-43
200 North College Street, 3rd floor,
Charlotte NC 28255-0001
Email: [email protected]

Wells Fargo Securities
Attn: Equity Syndicate Dept.
375 Park Avenue
New York, New York 10152
Telephone: (800) 326-5897
Email: [email protected]

Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: 1-800-831-9146

J.P. Morgan
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: (888) 803-9204
Email: [email protected]

Mizuho Securities
320 Park Avenue, 12th Floor
New York, NY 10022
Attn: Equity Capital Markets
Telephone: (212) 205-7600

Credit Agricole Securities (USA) Inc.
Attn: Equity Capital Markets
1301 Avenue of the Americas
New York, NY 10019
Telephone: (212) 408-5680
Email: [email protected]

About 8point3 Energy Partners
8point3 Energy Partners LP (NASDAQ: CAFD) is a growth-oriented limited partnership formed by First Solar, Inc. and SunPower Corporation to own, operate and acquire solar energy generation projects. 8point3 Energy Partners' primary objective is to generate predictable cash distributions that grow at a sustainable rate. The partnership owns interests in projects in the United States that generate long-term contracted cash flows and serve utility, commercial and residential customers. 

Forward-Looking Statements
This press release includes various "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements expressing management's expectations, beliefs, estimates, forecasts, projections and assumptions. You can identify our forward-looking statements by words such as "anticipate", "believe", "estimate", "expect", "forecast", "goals", "objectives", "outlook", "intend", "plan", "predict", "project", "risks", "schedule", "seek", "target", "could", "may", "will", "should" or "would" or other similar expressions that convey the uncertainty of future events or outcomes. These statements are accompanied by cautionary language identifying important factors, though not necessarily all such factors, which could cause future outcomes to differ materially from those set forth in forward-looking statements. In particular, expressed or implied statements concerning the expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of the partnership and its subsidiaries, including guidance regarding the partnership's revenue, Adjusted EBITDA, cash available for distribution and distributions, other future actions, conditions or events such as the projected commercial operation dates of projects, future operating results or the ability to generate sales, income or cash flow or to make distributions are forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Forward-looking statements speak only as of the date of this press release, September 22, 2016, and we disclaim any obligation to update such statements for any reason, except as required by law. All forward-looking statements contained in this press release are expressly qualified in their entirety by the cautionary statements contained or referred to in this paragraph. Many of the factors that will determine these results are beyond our ability to control or predict. These factors include the risk factors described under "Risk Factors" in the partnership's Transition Report on Form 10-K for the transition period from December 28, 2014 to November 30, 2015, filed with the Securities and Exchange Commission on January 28, 2016. If any of those risks occur, it could cause our actual results to differ materially from those contained in any forward-looking statement. Because of these risks and uncertainties, you should not place undue reliance on any forward-looking statement.

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SOURCE 8point3 Energy Partners LP

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