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6-K

Brookfield Renewable Corp (BEPC)

6-K 2021-11-05 For: 2021-11-05
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Added on April 12, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549


FORM 6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE13A-16 OR 15D-16

UNDER THE SECURITIESEXCHANGE ACT OF 1934

Forthe month of November, 2021

Commission file number 001-35530 Commission file number 001-39355
BROOKFIELD RENEWABLE PARTNERS L.P.<br><br> <br>(Exact name of Registrant as specified in its charter) BROOKFIELD RENEWABLE CORPORATION<br><br> <br>(Exact name of Registrant as specified in its charter)
73 Front Street, 5th Floor<br><br> <br>Hamilton, HM 12<br><br> <br>Bermuda<br><br> <br>(Address of principal executive office) 250 Vesey Street, 15^th^ Floor<br><br> <br>New York, New York 10281<br><br> <br>(Address of principal executive office)

Indicate by check mark whether the registrants file or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒             Form 40-F  ☐

Indicate by check mark if the registrants are submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):****☐

Indicate by check mark if the registrants are submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):****☐

The information contained in Exhibit 99.1 of this Form 6-K is incorporated by reference into (i) Brookfield Renewable Partners L.P.’s registration statement on Form F-3ASR filed with the Securities and Exchange Commission (the “SEC”) on April 8, 2021 (File Nos. 333-255119, 333-255119-01, 333-255119-02, 333-255119-03, 333-255119-04, 333-255119-05 and 333-255119-06), (ii) Brookfield Renewable Partners L.P.’s registration statement on Form F-3 (File No. 333-258726) that was declared effective by the SEC on August 20, 2021, (iii) Brookfield Renewable Partners L.P.’s registration statement on Form F-3 (File No. 333-258728-01) that was declared effective by the SEC on August 20, 2021, (iv) Brookfield Renewable Corporation’s registration statement on Form S-8 filed with the SEC on July 31, 2020 (File No. 333-240282), and (v) Brookfield Renewable Corporation’s registration statement on Form F-3 (File No. 333-258728) that was declared effective by the SEC on August 20, 2021.

EXHIBIT LIST


Exhibit
99.1 Fourth Amendment to the Relationship Agreement among Brookfield Asset Management Inc., Brookfield Renewable Partners L.P. and the<br>other parties thereto, dated November 4, 2021.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.

BROOKFIELD RENEWABLE PARTNERS L.P.,****by its general partner, Brookfield Renewable Partners Limited
Date: November 5, 2021 By: /s/ Jane Sheere
Name: Jane Sheere
Title: Secretary
BROOKFIELD RENEWABLE CORPORATION
--- --- ---
Date: November 5, 2021 By: /s/ Jennifer Mazin
Name: Jennifer Mazin
Title: General Counsel and Corporate Secretary

Exhibit 99.1

FOURTH AMENDMENT TO RELATIONSHIP AGREEMENT

THIS AMENDING AGREEMENT is made as of the 4^th^ day of November, 2021 (this “Fourth Amendment Agreement”)

AMONG:

BROOKFIELD ASSET MANAGEMENT INC., a corporation existing under the laws of the Province of Ontario

(“BAM”)

-and-

BRP ENERGY GROUP L.P., a limited partnership existing under the laws of the Province of Manitoba

(the “Canadian Service Provider”)

-and-

BROOKFIELD ASSET MANAGEMENT PRIVATEINSTITUTIONAL CAPITAL ADVISER (CANADA), L.P., a limited partnership existing under the laws of the Province of Manitoba

(the “Canadian Service ProviderII”)


-and-

BROOKFIELD CANADA RENEWABLE MANAGERLP, a limited partnership existing under the laws of the Province of Ontario

(the “Canadian Service ProviderIII”)

-and-


BROOKFIELD RENEWABLE ENERGY GROUP(BERMUDA) LIMITED, an exempted company existing under the laws of Bermuda

(the “International ServiceProvider”)


-and-


BROOKFIELD GLOBAL RENEWABLE ENERGYADVISOR LIMITED, a company existing under the laws of England

(the “UK Service Provider”)

-and-

BROOKFIELD PRIVATE CAPITAL (DIFC)LIMITED, a private company existing under the laws of Dubai International Financial Centre

(the “Dubai Service Provider”)

-and-

BROOKFIELD RENEWABLE ENERGY GROUPLLC, a limited liability company existing under the laws of the State of Delaware

(the “US Service Provider”)


-and-


BROOKFIELD RENEWABLE PARTNERS L.P.(formerly Brookfield Renewable Energy Partners L.P.), an exempted partnership existing under the laws of Bermuda

(“BEP”)

-and-


BROOKFIELD RENEWABLE ENERGY L.P., an exempted partnership existing under the laws of Bermuda

(“BRELP”)

-and-

BROOKFIELD BRP HOLDINGS (CANADA)INC., a corporation existing under the laws of the Province of Ontario

(“CanHoldco”)

-and-

BRP BERMUDA HOLDINGS I LIMITED, an exempted company existing under the laws of Bermuda

(“Bermuda Holdco”)

-and-

BROOKFIELD BRP EUROPE HOLDINGS (BERMUDA)LIMITED, an exempted company existing under the laws of Bermuda

(“Europe Holdco”)

-and-

BROOKFIELD RENEWABLE INVESTMENTSLIMITED, an exempted company existing under the laws of Bermuda

(“Investco”)

WHEREAS BAM, the Canadian Service Provider, the International Service Provider, BEP, BRELP, CanHoldco and Bermuda Holdco (together, the “Original Parties”) entered into a relationship agreement dated November 28, 2011 (the “Original Relationship Agreement”);

AND WHEREAS the Original Parties**,** and the Canadian Service Provider II, the UK Service Provider, Europe Holdco and Investco (collectively, the “AdditionalParties”) entered into an amending agreement to the Relationship Agreement dated February 26, 2015 (the “First Amendment”);

AND WHEREAS the Original Parties, the Additional Parties and the Dubai Service Provider entered into a second amendment to the Relationship Agreement dated July 30, 2020 (the “Second Amendment”);


AND WHEREAS the Original Parties, the Additional Parties, the Dubai Service Provider and the Canadian Service Provider III (collectively, the “Parties”) entered into a third amendment to the Relationship Agreement dated February 3, 2021 (the “Third Amendment”, and together with the Original Relationship Agreement, the First Amendment, and the Second Amendment, the “Relationship Agreement”);

AND WHEREAS the Parties wish to amend the Relationship Agreement to reflect the addition of the US Service Provider as a party thereto effective as of the date hereof;

NOW THEREFORE for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties hereto, the Parties hereto hereby agree as follows:

1.1 Addition of the US Service Provider. The Parties hereby agree to amend<br>the terms of the Relationship Agreement by:
1.1.1 deleting the definition of “Managers” in Section 1.1.25 in its entirety and replacing it with<br>the following:
--- ---

““Managers” means the Canadian Service Provider, the Canadian Service Provider II, the Canadian Service Provider III, the International Service Provider, the UK Service Provider, the Dubai Service Provider and the US Service Provider”

1.1.2 adding the following provision after Section 6.4.13:

“6.4.14 if to the US Service Provider:

Brookfield Renewable Energy Group LLC

250 Vesey Street, 15^th^ Floor

New York, NY

10281-1023”

1.2 Effectiveness. This Fourth Amendment Agreement shall be effective as<br>of the date first written above.
1.3 Ratification. Except as amended hereby, the Relationship Agreement and<br>all of its terms, conditions and obligations are ratified and confirmed.
--- ---
1.4 Enurement. This Fourth Amendment Agreement and all of the provisions<br>of this Fourth Amendment Agreement shall be binding upon and enure to the benefit of the Parties and their respective successors and permitted<br>assigns.
--- ---
1.5 Headings. The inclusion of headings in this Fourth Amendment Agreement<br>are for convenience of reference only and shall not affect the construction or interpretation hereof.
--- ---
1.6 Governing Law. This Fourth Amendment Agreement will be governed by and<br>construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein.
--- ---
1.7 Counterparts. This Fourth Amendment Agreement may be signed in counterparts<br>and each of such counterparts will constitute an original document and such counterparts, taken together, will constitute one and the<br>same instrument.
--- ---

[Signature Page Follows]

IN WITNESS WHEREOF, the Parties hereto have caused this Fourth Amendment Agreement to be executed as of the date first above written.

BROOKFIELD ASSET MANAGEMENT INC.
By: /s/<br> Kathy Sarpash
Name:  Kathy Sarpash
Title:    Senior Vice President
BRP ENERGY GROUP L.P., by its general partner, BROOKFIELD RENEWABLE ENERGY GROUP G.P. INC.
By: /s/<br> William Fyfe
Name: William Fyfe
Title:   Senior Vice President
BROOKFIELD ASSET MANAGEMENT PRIVATE INSTITUTIONAL CAPITAL ADVISER (CANADA), L.P., by its general partner, BROOKFIELD PRIVATE FUNDS HOLDINGS INC.
By: /s/<br> Kathy Sarpash
Name: Kathy Sarpash
Title:   Senior Vice President
BROOKFIELD CANADA RENEWABLE MANAGER LP, by its general partner, 1812380 ONTARIO LIMITED
By: /s/<br> William Fyfe
Name: William Fyfe
Title:   Senior Vice President
BROOKFIELD RENEWABLE ENERGY GROUP (BERMUDA) LIMITED
--- ---
By: /s/<br> James Bodi
Name: James Bodi
Title:   Director
BROOKFIELD GLOBAL RENEWABLE ENERGY ADVISOR LIMITED
By: /s/<br> Philippa Elder
Name: Philippa Elder
Title:   Director
BROOKFIELD PRIVATE CAPITAL (DIFC) LIMITED
By: /s/<br> Anuj Ranjan
Name: Anuj Ranjan
Title:   Director
BROOKFIELD RENEWABLE ENERGY GROUP LLC
By: /s/<br> Adrienne Moore
Name: Adrienne Moore
Title:   Senior Vice President and Secretary
By: /s/<br> William Fyfe
Name: William Fyfe
Title:   Senior Vice President


BROOKFIELD RENEWABLE PARTNERS L.P., by its general partner, BROOKFIELD RENEWABLE PARTNERS LIMITED
By: /s/<br> James Bodi
Name: James Bodi
Title:   Vice President
BROOKFIELD RENEWABLE ENERGY L.P., by its general partner, BREP HOLDING L.P., by its general partner, BRP BERMUDA GP LIMITED
By: /s/<br> James Bodi
Name: James Bodi
Title:   Vice President
BROOKFIELD BRP HOLDINGS (CANADA) INC.
By: /s/<br> William Fyfe
Name: William Fyfe
Title:   Senior Vice President
BRP BERMUDA HOLDINGS I LIMITED
By: /s/<br> James Bodi
Name: James Bodi
Title:   Vice President


BROOKFIELD BRP OPE HOLDINGS (BERMUDA) LIMITED
By:
BROOKFIELD RENEWABLE INVESTMENTS LIMITED
By:

All values are in Euros.