SolarCity announced the pricing of the offering by its wholly-owned subsidiary, SolarCity LMC Series III, LLC, of $201,500,000 aggregate principal amount of Solar Asset Backed Notes, Series 2014-2 (the "notes") consisting of two classes of notes.  The notes were priced on July 24, 2014 and were offered only to persons who are both (i) qualified institutional buyers as defined in Rule 144A under the Securities Act of 1933, as amended, and (ii) qualified purchasers as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended, and the rules and regulations thereunder, for purposes of Section 3(c)(7) of such Act.

The sale of the notes is expected to close on July 31, 2014, subject to customary closing conditions.

The senior class of the notes (Class A Notes) consists of $160,000,000 aggregate principal amount that will have an interest rate of 4.026%, which represents a credit spread of 1.8% over the benchmark rate, and an anticipated repayment date of July 20, 2022. The junior class of the notes (Class B Notes) consists of $41,500,000 aggregate principal amount that will have an interest rate of 5.45%, which represents a credit spread of 3.224% over the benchmark rate, and an anticipated repayment date of July 20, 2022.

The notes will be secured by and payable solely from the cash flow generated by a pool of PV systems that will be owned by SolarCity LMC Series III, LLC and the interest of SolarCity LMC Series III, LLC as lessor of the PV systems and related leases and power purchase agreements and ancillary rights and agreements under a master lease agreement, including rent and other payments to be made by the lessee, and in other ancillary master lease documents. These notes will represent obligations solely of SolarCity LMC Series III, LLC, and will not be insured or guaranteed by SolarCity Corporation or any other affiliate thereof, or by any other person or entity.

The securities priced have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, and there shall not be any offer or sale of these securities in any state in which such offer, solicitation or sale would be unlawful.

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