On June 20, 2007, White Pine Hydro, LLC (White Pine) an indirect wholly-owned subsidiary of FPL Energy, LLC (FPL Energy) issued an aggregate of $575 million of limited-recourse senior secured notes in three separate series (I) $290 million of 6.31% Series A Notes due July 2017, (ii) $35 million of 6.61% Series B Notes due July 2027 and (iii) $250 million of 6.96% Series C Notes due July 2037. In addition, White Pine Hydro Portfolio, LLC (White Pine Portfolio), another indirect wholly-owned subsidiary of FPL Energy, issued $125 million of 7.26% limited-recourse senior secured notes maturing in July 2015. FPL Energy is an indirect wholly-owned subsidiary of FPL Group, Inc. Interest on each series of notes is payable semi-annually with principal due at maturity. Substantially all of the proceeds from these note issuances will be distributed to FPL Energy in return for a portion of the capital contributions that it made to certain of its direct and indirect subsidiaries for the investment by such subsidiaries in the acquisition of, and capital improvements made to, FPL Energy's hydroelectric power projects located primarily in Maine. The White Pine notes are secured by liens on the hydroelectric projects' assets and certain other assets of, and the ownership interest in, White Pine. The White Pine Portfolio notes are secured by certain assets of, and the ownership interest in, White Pine Portfolio. Each of the notes contain default provisions relating to failure to make required payments, certain events in bankruptcy and other covenants applicable to White Pine and White Pine Portfolio. |