Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 05, 2019 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-37511 | |
Entity Registrant Name | Sunrun Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-2841711 | |
Entity Address, Address Line One | 225 Bush Street | |
Entity Address, Address Line Two | Suite 1400 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94104 | |
City Area Code | 415 | |
Local Phone Number | 580-6900 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | RUN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 117,607,477 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001469367 | |
Current Fiscal Year End Date | --12-31 | |
Former Address | ||
Entity Information [Line Items] | ||
Entity Address, Address Line One | 595 Market Street | |
Entity Address, Address Line Two | 29th Floor | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94105 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash | $ 299,537 | $ 226,625 | |
Restricted cash | 54,182 | 77,626 | |
Accounts receivable (net of allowances for doubtful accounts of $2,627 and $2,228 as of June 30, 2019 and December 31, 2018, respectively) | 77,846 | 66,435 | |
State tax credits receivable | 0 | 2,697 | |
Inventories | 89,829 | 79,467 | |
Prepaid expenses and other current assets | 8,692 | 8,563 | |
Total current assets | 530,086 | 461,413 | |
Restricted cash | 148 | 148 | |
Solar energy systems, net | 4,149,883 | 3,820,017 | |
Property and equipment, net | 50,419 | 34,893 | |
Intangible assets, net | 8,382 | 10,088 | |
Goodwill | 87,543 | 87,543 | |
Other assets | 380,919 | 335,685 | |
Total assets | [1] | 5,207,380 | 4,749,787 |
Current liabilities: | |||
Accounts payable | 153,206 | 131,278 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 16,444 | 15,847 | |
Accrued expenses and other liabilities | 104,328 | 98,636 | |
Deferred revenue, current portion | 59,818 | 47,407 | |
Deferred grants, current portion | 8,029 | 7,885 | |
Finance lease obligations, current portion | 11,206 | 9,193 | |
Recourse debt, current portion | 239,035 | 0 | |
Non-recourse debt, current portion | 35,158 | 35,484 | |
Pass-through financing obligation, current portion | 10,666 | 26,461 | |
Total current liabilities | 637,890 | 372,191 | |
Deferred revenue, net of current portion | 643,613 | 544,218 | |
Deferred grants, net of current portion | 217,013 | 221,739 | |
Finance lease obligations, net of current portion | 14,363 | 9,992 | |
Recourse debt | 0 | 247,000 | |
Non-recourse debt, net of current portion | 1,688,989 | 1,466,438 | |
Pass-through financing obligation, net of current portion | 329,968 | 337,282 | |
Other liabilities | 113,992 | 48,210 | |
Deferred tax liabilities | 73,926 | 93,633 | |
Total liabilities | [1] | 3,719,754 | 3,340,703 |
Commitments and contingencies (Note 15) | |||
Redeemable noncontrolling interests | 278,539 | 126,302 | |
Stockholders’ equity: | |||
Preferred stock, $0.0001 par value—authorized, 200,000 shares as of June 30, 2019 and December 31, 2018; no shares issued and outstanding as of June 30, 2019 and December 31, 2018 | 0 | 0 | |
Common stock, $0.0001 par value—authorized, 2,000,000 shares as of June 30, 2019 and December 31, 2018; issued and outstanding, 117,199 and 113,149 shares as of June 30, 2019 and December 31, 2018, respectively | 11 | 11 | |
Additional paid-in capital | 748,512 | 722,429 | |
Accumulated other comprehensive loss | (47,954) | (3,124) | |
Retained earnings | 214,976 | 229,391 | |
Total stockholders’ equity | 915,545 | 948,707 | |
Noncontrolling interests | 293,542 | 334,075 | |
Total equity | 1,209,087 | 1,282,782 | |
Total liabilities, redeemable noncontrolling interests and total equity | $ 5,207,380 | $ 4,749,787 | |
[1] | The Company’s consolidated assets as of June 30, 2019 and December 31, 2018 include $3,163,835 and $2,905,295 , respectively, in assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, as of June 30, 2019 and December 31, 2018 of $2,901,211 and $2,712,377 , respectively; cash as of June 30, 2019 and December 31, 2018 of $167,194 and $105,494 , respectively; restricted cash as of June 30, 2019 and December 31, 2018 of $681 and $2,071 , respectively; accounts receivable, net as of June 30, 2019 and December 31, 2018 of $19,762 and $18,539 , respectively; prepaid expenses and other current assets as of June 30, 2019 and December 31, 2018 of $387 and $387 , respectively; and other assets as of June 30, 2019 and December 31, 2018 of $74,600 and $66,427 , respectively. The Company’s consolidated liabilities as of June 30, 2019 and December 31, 2018 include $710,912 and $660,758 , respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2019 and December 31, 2018 of $8,512 and $12,136 , respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2019 and December 31, 2018 of $16,257 and $15,797 , respectively; accrued expenses and other current liabilities as of June 30, 2019 and December 31, 2018 of $7,742 and $7,122 , respectively; deferred revenue as of June 30, 2019 and December 31, 2018 of $444,141 and $396,920 , respectively; deferred grants as of June 30, 2019 and December 31, 2018 of $28,679 and $29,229 , respectively; non-recourse debt as of June 30, 2019 and December 31, 2018 of $188,088 and $190,711 , respectively; and other liabilities as of June 30, 2019 and December 31, 2018 of $17,493 and $8,843 , respectively. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Allowance for doubtful accounts | $ 2,627 | $ 2,228 | |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 | |
Common stock, shares issued | 117,199,000 | 113,149,000 | |
Common stock, shares outstanding | 117,199,000 | 113,149,000 | |
Total assets | [1] | $ 5,207,380 | $ 4,749,787 |
Solar energy systems, net | 4,149,883 | 3,820,017 | |
Cash | 299,537 | 226,625 | |
Restricted cash | 54,182 | 77,626 | |
Accounts receivable, net | 77,846 | 66,435 | |
Prepaid expenses and other current assets | 8,692 | 8,563 | |
Other assets | 380,919 | 335,685 | |
Total liabilities | [1] | 3,719,754 | 3,340,703 |
Accounts payable | 153,206 | 131,278 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 16,444 | 15,847 | |
Accrued expenses and other liabilities | 104,328 | 98,636 | |
Deferred revenue | 703,431 | 591,625 | |
Non-recourse debt | 1,963,182 | 1,748,922 | |
Other liabilities | 113,992 | 48,210 | |
Variable Interest Entities | |||
Total assets | 3,163,835 | 2,905,295 | |
Solar energy systems, net | 2,901,211 | 2,712,377 | |
Cash | 167,194 | 105,494 | |
Restricted cash | 681 | 2,071 | |
Accounts receivable, net | 19,762 | 18,539 | |
Prepaid expenses and other current assets | 387 | 387 | |
Other assets | 74,600 | 66,427 | |
Total liabilities | 710,912 | 660,758 | |
Accounts payable | 8,512 | 12,136 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 16,257 | 15,797 | |
Accrued expenses and other liabilities | 7,742 | 7,122 | |
Deferred revenue | 444,141 | 396,920 | |
Deferred grants | 28,679 | 29,229 | |
Non-recourse debt | 188,088 | 190,711 | |
Other liabilities | $ 17,493 | $ 8,843 | |
[1] | The Company’s consolidated assets as of June 30, 2019 and December 31, 2018 include $3,163,835 and $2,905,295 , respectively, in assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, as of June 30, 2019 and December 31, 2018 of $2,901,211 and $2,712,377 , respectively; cash as of June 30, 2019 and December 31, 2018 of $167,194 and $105,494 , respectively; restricted cash as of June 30, 2019 and December 31, 2018 of $681 and $2,071 , respectively; accounts receivable, net as of June 30, 2019 and December 31, 2018 of $19,762 and $18,539 , respectively; prepaid expenses and other current assets as of June 30, 2019 and December 31, 2018 of $387 and $387 , respectively; and other assets as of June 30, 2019 and December 31, 2018 of $74,600 and $66,427 , respectively. The Company’s consolidated liabilities as of June 30, 2019 and December 31, 2018 include $710,912 and $660,758 , respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2019 and December 31, 2018 of $8,512 and $12,136 , respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2019 and December 31, 2018 of $16,257 and $15,797 , respectively; accrued expenses and other current liabilities as of June 30, 2019 and December 31, 2018 of $7,742 and $7,122 , respectively; deferred revenue as of June 30, 2019 and December 31, 2018 of $444,141 and $396,920 , respectively; deferred grants as of June 30, 2019 and December 31, 2018 of $28,679 and $29,229 , respectively; non-recourse debt as of June 30, 2019 and December 31, 2018 of $188,088 and $190,711 , respectively; and other liabilities as of June 30, 2019 and December 31, 2018 of $17,493 and $8,843 , respectively. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue: | ||||
Revenue | $ 204,595 | $ 170,538 | $ 399,099 | $ 314,901 |
Operating expenses: | ||||
Sales and marketing | 70,038 | 49,237 | 125,991 | 93,316 |
Research and development | 6,555 | 5,052 | 12,029 | 8,948 |
General and administrative | 33,044 | 28,130 | 62,107 | 61,023 |
Amortization of intangible assets | 814 | 1,051 | 1,707 | 2,102 |
Total operating expenses | 267,393 | 205,507 | 506,068 | 406,581 |
Loss from operations | (62,798) | (34,969) | (106,969) | (91,680) |
Interest expense, net | 42,309 | 31,872 | 83,649 | 60,070 |
Other expenses (income), net | 1,388 | 508 | 6,144 | (1,184) |
Loss before income taxes | (106,495) | (67,349) | (196,762) | (150,566) |
Income tax (benefit) expense | (1,910) | 4,378 | (5,271) | 12,581 |
Net loss | (104,585) | (71,727) | (191,491) | (163,147) |
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (103,292) | (79,136) | (176,336) | (198,588) |
Net (loss) income attributable to common stockholders | $ (1,293) | $ 7,409 | $ (15,155) | $ 35,441 |
Net (loss) income per share attributable to common stockholders | ||||
Basic (in dollars per share) | $ (0.01) | $ 0.07 | $ (0.13) | $ 0.33 |
Diluted (in dollars per share) | $ (0.01) | $ 0.06 | $ (0.13) | $ 0.31 |
Weighted average shares used to compute net (loss) income per share attributable to common stockholders | ||||
Basic (in shares) | 115,765 | 109,559 | 114,843 | 108,510 |
Diluted (in shares) | 115,765 | 117,067 | 114,843 | 113,930 |
Customer agreements and incentives | ||||
Revenue: | ||||
Customer agreements and incentives | $ 92,439 | $ 91,605 | $ 192,289 | $ 158,595 |
Operating expenses: | ||||
Costs | 70,594 | 57,769 | 140,087 | 112,345 |
Solar energy systems and product sales | ||||
Revenue: | ||||
Revenue | 112,156 | 78,933 | 206,810 | 156,306 |
Operating expenses: | ||||
Costs | $ 86,348 | $ 64,268 | $ 164,147 | $ 128,847 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income attributable to common stockholders | $ (1,293) | $ 7,409 | $ (15,155) | $ 35,441 |
Other comprehensive (loss) income: | ||||
Unrealized (loss) gain on derivatives, net of income taxes | (26,109) | (43,122) | ||
Unrealized (loss) gain on derivatives, net of income taxes | 5,662 | 21,833 | ||
Interest expense (income) on derivatives recognized into earnings, net of income taxes | 21 | (968) | ||
Interest expense (income) on derivatives recognized into earnings, net of income taxes | (422) | (1,636) | ||
Other comprehensive (loss) income | (26,088) | 5,240 | (44,090) | 20,197 |
Comprehensive (loss) income | $ (27,381) | $ 12,649 | $ (59,245) | $ 55,638 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Noncontrolling Interests and Equity - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Noncontrolling Interests | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) | Total Stockholders' Equity | Noncontrolling Interests |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 107,350 | |||||||
Beginning balance at Dec. 31, 2017 | $ 123,801 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 110,487 | |||||||
Beginning balance at Dec. 31, 2017 | $ 1,240,516 | $ 0 | $ 11 | $ 682,950 | $ (4,113) | $ 202,734 | $ 881,582 | $ 358,934 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of stock options (in shares) | 1,529 | ||||||||
Exercise of stock options | 8,068 | 8,068 | 8,068 | ||||||
Issuance of restricted stock units, net of tax withholdings (in shares) | 1,206 | ||||||||
Issuance of restricted stock units, net of tax withholdings | (4,878) | (4,878) | (4,878) | ||||||
Shares issued in connection with the Employee Stock Purchase Plan (in shares) | 402 | ||||||||
Shares issued in connection with the Employee Stock Purchase Plan | 1,755 | 1,755 | 1,755 | ||||||
Stock-based compensation | 16,251 | 16,251 | 16,251 | ||||||
Contributions from noncontrolling interests and redeemable noncontrolling interests | 116,021 | 51,447 | 116,021 | ||||||
Distributions to noncontrolling interests and redeemable noncontrolling interests | (29,396) | (5,385) | (29,396) | ||||||
Net (loss) income | (123,213) | (39,934) | 35,441 | 35,441 | (158,654) | ||||
Other comprehensive loss, net of taxes | 20,197 | 20,197 | 20,197 | ||||||
Ending balance at Jun. 30, 2018 | 129,929 | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | 110,487 | |||||||
Ending balance at Jun. 30, 2018 | 1,245,321 | $ 0 | $ 11 | 704,146 | 16,084 | 238,175 | 958,416 | 286,905 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 108,681 | |||||||
Beginning balance at Mar. 31, 2018 | 133,524 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 110,487 | |||||||
Beginning balance at Mar. 31, 2018 | 1,291,228 | $ 0 | $ 11 | 693,077 | 10,825 | 230,766 | 934,679 | 356,549 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of stock options (in shares) | 1,087 | ||||||||
Exercise of stock options | 6,160 | 6,160 | 6,160 | ||||||
Issuance of restricted stock units, net of tax withholdings (in shares) | 317 | ||||||||
Issuance of restricted stock units, net of tax withholdings | (2,394) | (2,394) | (2,394) | ||||||
Shares issued in connection with the Employee Stock Purchase Plan (in shares) | 402 | ||||||||
Shares issued in connection with the Employee Stock Purchase Plan | 1,755 | 1,755 | 1,755 | ||||||
Stock-based compensation | 5,548 | 5,548 | 5,548 | ||||||
Contributions from noncontrolling interests and redeemable noncontrolling interests | 3,520 | 20,344 | 3,520 | ||||||
Distributions to noncontrolling interests and redeemable noncontrolling interests | (15,190) | (2,777) | (15,190) | ||||||
Net (loss) income | (50,565) | (21,162) | 7,409 | 7,409 | (57,974) | ||||
Other comprehensive loss, net of taxes | 5,240 | ||||||||
Other comprehensive loss, net of taxes | 5,259 | 5,259 | 5,259 | ||||||
Ending balance at Jun. 30, 2018 | 129,929 | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | 110,487 | |||||||
Ending balance at Jun. 30, 2018 | 1,245,321 | $ 0 | $ 11 | 704,146 | 16,084 | 238,175 | 958,416 | 286,905 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 110,487 | |||||||
Beginning balance (in shares) | 0 | 113,149 | |||||||
Beginning balance at Dec. 31, 2018 | 126,302 | 126,302 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 117,199 | |||||||
Beginning balance at Dec. 31, 2018 | $ 1,282,782 | $ 0 | $ 11 | 722,429 | (3,124) | 229,391 | 948,707 | 334,075 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of stock options (in shares) | 2,781 | 2,781 | |||||||
Exercise of stock options | $ 15,216 | 15,216 | 15,216 | ||||||
Issuance of restricted stock units, net of tax withholdings (in shares) | 683 | ||||||||
Issuance of restricted stock units, net of tax withholdings | (6,173) | (6,173) | (6,173) | ||||||
Shares issued in connection with the Employee Stock Purchase Plan (in shares) | 586 | ||||||||
Shares issued in connection with the Employee Stock Purchase Plan | 3,397 | 3,397 | 3,397 | ||||||
Stock-based compensation | 12,566 | 12,566 | 12,566 | ||||||
Contributions from noncontrolling interests and redeemable noncontrolling interests | 128,537 | 201,774 | 128,537 | ||||||
Distributions to noncontrolling interests and redeemable noncontrolling interests | (29,527) | (6,678) | (29,527) | ||||||
Net (loss) income | (148,632) | (42,859) | (15,155) | (15,155) | (133,477) | ||||
Acquisition of noncontrolling interest | (4,989) | 1,077 | 1,077 | (6,066) | |||||
Other comprehensive loss, net of taxes | (44,090) | (44,090) | (44,090) | ||||||
Ending balance at Jun. 30, 2019 | 278,539 | 278,539 | |||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | 117,199 | |||||||
Ending balance at Jun. 30, 2019 | 1,209,087 | $ 0 | $ 11 | 748,512 | (47,954) | 214,976 | 915,545 | 293,542 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 114,739 | |||||||
Beginning balance at Mar. 31, 2019 | 137,616 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 117,199 | |||||||
Beginning balance at Mar. 31, 2019 | 1,302,111 | $ 0 | $ 11 | 730,126 | (21,866) | 216,269 | 924,540 | 377,571 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of stock options (in shares) | 1,642 | ||||||||
Exercise of stock options | 10,938 | 10,938 | 10,938 | ||||||
Issuance of restricted stock units, net of tax withholdings (in shares) | 232 | ||||||||
Issuance of restricted stock units, net of tax withholdings | (2,732) | (2,732) | (2,732) | ||||||
Shares issued in connection with the Employee Stock Purchase Plan (in shares) | 586 | ||||||||
Shares issued in connection with the Employee Stock Purchase Plan | 3,397 | 3,397 | 3,397 | ||||||
Stock-based compensation | 6,783 | 6,783 | 6,783 | ||||||
Contributions from noncontrolling interests and redeemable noncontrolling interests | 7,998 | 170,164 | 7,998 | ||||||
Distributions to noncontrolling interests and redeemable noncontrolling interests | (14,424) | (3,552) | (14,424) | ||||||
Net (loss) income | (78,896) | (25,689) | (1,293) | (1,293) | (77,603) | ||||
Other comprehensive loss, net of taxes | (26,088) | (26,088) | (26,088) | ||||||
Ending balance at Jun. 30, 2019 | 278,539 | $ 278,539 | |||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | 117,199 | |||||||
Ending balance at Jun. 30, 2019 | $ 1,209,087 | $ 0 | $ 11 | $ 748,512 | $ (47,954) | $ 214,976 | $ 915,545 | $ 293,542 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Beginning balance (in shares) | 0 | 117,199 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities: | ||
Net loss | $ (191,491) | $ (163,147) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization, net of amortization of deferred grants | 89,019 | 73,980 |
Deferred income taxes | (5,271) | 12,582 |
Stock-based compensation expense | 12,566 | 16,242 |
Interest on pass-through financing obligations | 12,378 | 7,002 |
Reduction in pass-through financing obligations | (19,702) | (10,142) |
Other noncash items | 6,714 | 12,131 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (12,848) | 495 |
Inventories | (10,362) | 13,123 |
Prepaid and other assets | (49,771) | (34,013) |
Accounts payable | (1,567) | (32,840) |
Accrued expenses and other liabilities | 1,525 | 31,676 |
Deferred revenue | 112,195 | 15,190 |
Net cash provided by (used in) operating activities | (56,615) | (57,721) |
Investing activities: | ||
Payments for the costs of solar energy systems | (388,430) | (346,962) |
Purchases of property and equipment | (13,950) | (2,762) |
Net cash used in investing activities | (402,380) | (349,724) |
Financing activities: | ||
Proceeds from state tax credits, net of recapture | 2,329 | 10,434 |
Payment of debt fees | (7,462) | (9,133) |
Proceeds from pass-through financing and other obligations | 5,282 | 98,172 |
Early repayment of pass-through financing obligation | (7,597) | 0 |
Payment of finance lease obligations | (6,445) | (4,081) |
Contributions received from noncontrolling interests and redeemable noncontrolling interests | 330,311 | 167,468 |
Distributions paid to noncontrolling interests and redeemable noncontrolling interests | (35,607) | (33,301) |
Acquisition of noncontrolling interest | (4,600) | 0 |
Proceeds from exercises of stock options, net of withholding taxes paid on restricted stock units | 12,442 | 4,944 |
Net cash provided by financing activities | 508,463 | 436,058 |
Net change in cash and restricted cash | 49,468 | 28,613 |
Cash and restricted cash, beginning of period | 304,399 | 241,790 |
Cash and restricted cash, end of period | 353,867 | 270,403 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 37,782 | 33,509 |
Cash paid for income taxes | 0 | 0 |
Supplemental disclosures of noncash investing and financing activities | ||
Purchases of solar energy systems and property and equipment included in accounts payable and accrued expenses | 50,549 | 22,472 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 12,484 | 3,662 |
Recourse debt | ||
Financing activities: | ||
Proceeds from issuance of debt | 55,000 | 2,000 |
Repayment of debt | (62,965) | (2,000) |
Non-recourse debt | ||
Financing activities: | ||
Proceeds from issuance of debt | 541,249 | 250,232 |
Repayment of debt | $ (313,474) | $ (48,677) |
Organization
Organization | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Sunrun Inc. (“Sunrun” or the “Company”) was originally formed in 2007 as a California limited liability company and was converted into a Delaware corporation in 2008. The Company is engaged in the design, development, installation, sale, ownership and maintenance of residential solar energy systems (“Projects”) in the United States. Sunrun acquires customers directly and through relationships with various solar and strategic partners (“Partners”). The Projects are constructed either by Sunrun or by Sunrun’s Partners and are owned by the Company. Sunrun’s customers enter into an agreement to utilize the solar energy system (“Customer Agreement”) which typically has an initial term of 20 or 25 years . Sunrun monitors, maintains and insures the Projects. The Company also sells solar energy systems and products, such as panels and racking and solar leads generated to customers. The Company has formed various subsidiaries (“Funds”) to finance the development of Projects. These Funds, structured as limited liability companies, obtain financing from outside investors and purchase or lease Projects from Sunrun under master purchase or master lease agreements. The Company currently utilizes three legal structures in its investment Funds, which are referred to as: (i) pass-through financing obligations, (ii) partnership-flips and (iii) joint venture (“JV”) inverted leases. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2018 . The results of the three and six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or other future periods. The consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries, including Funds, in which the Company has a controlling financial interest. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity. However, a controlling financial interest may also exist in entities, such as variable interest entities (“VIEs”), through arrangements that do not involve controlling voting interests. In accordance with the provisions of Financial Accounting Standards Board (“FASB”), Accounting Standards Codification Topic 810 (“Topic 810”) Consolidation , the Company consolidates any VIE of which it is the primary beneficiary. The primary beneficiary, as defined in Topic 810, is the party that has (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb the losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company evaluates its relationships with its VIEs on an ongoing basis to determine whether it continues to be the primary beneficiary. The consolidated financial statements reflect the assets and liabilities of VIEs that are consolidated. All intercompany transactions and balances have been eliminated in consolidation. Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. Use of Estimates The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company regularly makes estimates and assumptions, including, but not limited to, revenue recognition constraints that result in variable consideration, the discount rate used to adjust the promised amount of consideration for the effects of a significant financing component, the estimates that affect the collectability of accounts receivable, the valuation of inventories, the useful lives of solar energy systems, the useful lives of property and equipment, the valuation and useful lives of intangible assets, the effective interest rate used to amortize pass-through financing obligations, the discount rate used for operating and financing leases, the valuation of stock-based compensation, the determination of valuation allowances associated with deferred tax assets, the fair value of debt instruments disclosed and the redemption value of redeemable noncontrolling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable. Actual results may differ from such estimates. Segment Information The Company has one operating segment with one business activity, providing solar energy services and products to customers. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer, who manages operations on a consolidated basis for purposes of allocating resources. When evaluating performance and allocating resources, the CODM reviews financial information presented on a consolidated basis. Revenue from external customers for each group of similar products and services is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Customer agreements $ 85,277 $ 66,658 $ 163,805 $ 128,307 Incentives 7,162 24,947 28,484 30,288 Customer agreements and incentives 92,439 91,605 192,289 158,595 Solar energy systems 66,569 40,734 125,005 74,732 Products 45,587 38,199 81,805 81,574 Solar energy systems and product sales 112,156 78,933 206,810 156,306 Total revenue $ 204,595 $ 170,538 $ 399,099 $ 314,901 Revenue from Customer Agreements includes payments by customers for the use of the solar energy system as well as utility and other rebates assigned by the customer to the Company in the Customer Agreement. Revenue from incentives includes revenue from the sale of investment tax credits ("ITCs") and solar renewable energy credits (“SRECs”). Cash and Restricted Cash Restricted cash represents amounts related to replacement of solar energy system components and obligations under certain financing transactions. The following table provides a reconciliation of cash and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statement of cash flows. Cash and restricted cash consist of the following (in thousands): Six Months Ended June 30, 2019 2018 Beginning of period: Cash $ 226,625 $ 202,525 Restricted cash, current and long-term 77,774 39,265 Total $ 304,399 $ 241,790 End of period: Cash $ 299,537 $ 215,706 Restricted cash, current and long-term 54,330 54,697 Total $ 353,867 $ 270,403 Accounts Receivable Accounts receivable consist of amounts due from customers, as well as state and utility rebates due from government agencies and utility companies. Under Customer Agreements, the customers typically assign incentive rebates to the Company. The opening balance of Accounts receivable, net was $60.4 million as of December 31, 2017 . Accounts receivable, net, consists of the following (in thousands): June 30, 2019 December 31, 2018 Customer receivables $ 77,074 $ 64,180 Other receivables 1,451 1,466 Rebates receivable 1,948 3,017 Allowance for doubtful accounts (2,627 ) (2,228 ) Total $ 77,846 $ 66,435 Deferred Revenue When the Company receives consideration, or when such consideration is unconditionally due, from a customer prior to delivering goods or services to the customer under the terms of a Customer Agreement, the Company records deferred revenue. Such deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes amounts that are collected or assigned from customers, including upfront deposits and prepayments, and rebates. Deferred revenue relating to financing components represents the cumulative excess of interest expense recorded on financing component elements over the related revenue recognized to date and will eventually net to zero by the end of the initial term. Amounts received related to the sales of SRECs which have not yet been delivered to the counterparty are recorded as deferred revenue. The opening balance of deferred revenue was $564.9 million as of December 31, 2017 . Deferred revenue consists of the following (in thousands): June 30, 2019 December 31, 2018 Under Customer Agreements: Payments received $ 552,227 $ 538,926 Financing component balance 41,341 37,801 593,568 576,727 Under SREC contracts: Payments received 107,279 12,977 Financing component balance 2,584 1,921 109,863 14,898 Total $ 703,431 $ 591,625 In the three months ended June 30, 2019 and 2018 , the Company recognized revenue of $15.5 million and $13.0 million , respectively, and in the six months ended June 30, 2019 and 2018 , the Company recognized revenue of $29.5 million and $25.8 million , respectively, from amounts included in deferred revenue at the beginning of the respective periods. Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized and includes deferred revenue as well as amounts that will be invoiced and recognized as revenue in future periods. Contracted but not yet recognized revenue was approximately $5.9 billion as of June 30, 2019 , of which the Company expects to recognize approximately 6% over the next 12 months. The annual recognition is not expected to vary significantly over the next 10 years as the vast majority of existing Customer Agreements have at least 10 years remaining, given that the average age of the Company's fleet of residential solar energy systems under Customer Agreements is less than four years due to the Company being formed in 2007 and having experienced significant growth in the last few years. The annual recognition on these existing contracts will gradually decline over the midpoint of the Customer Agreements over the following 10 years as the typical 20 or 25 -year initial term expires on individual Customer Agreements. During the three months ended March 31, 2019, deferred revenue increased by $95.5 million arising from the Company's sale of the right to SRECs to be generated over the next 10 - 15 years by a group of solar energy systems. In connection with the sale, the Company repaid debt previously drawn against the rights to these SRECs. Fair Value of Financial Instruments The Company defines fair value as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation approaches to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. The FASB establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; • Level 2—Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level 3—Inputs that are unobservable, significant to the measurement of the fair value of the assets or liabilities and are supported by little or no market data. Revenue Recognition The Company recognizes revenue when control of goods or services is transferred to its customers, in an amount that reflects the consideration it expected to be entitled to in exchange for those goods or services. Customer agreements and incentives Customer agreements and incentives revenue is primarily comprised of revenue from Customer Agreements in which the Company provides continuous access to a functioning solar energy system and revenue from the sales of ITCs and SRECs generated by the Company’s solar energy systems to third parties. The Company begins to recognize revenue on Customer Agreements when permission to operate ("PTO") is given by the local utility company or on the date daily operation commences if utility approval is not required. Revenue recognition does not necessarily follow the receipt of cash. The Company recognizes revenue evenly over the time that it satisfies its performance obligations over the initial term of the Customer Agreements. Customer Agreements typically have an initial term of 20 or 25 years . After the initial contract term, the Company's Customer Agreements typically automatically renew on an annual basis and the rate is initially set at up to a 10% discount to then-prevailing power prices. SREC revenue arises from the sale of environmental credits generated by solar energy systems and is generally recognized upon delivery of the SRECs to the counterparty. For pass-through financing obligation Funds, the value attributable to the monetization of ITCs is recognized in the period a solar energy system is granted PTO - see Note 10 , Pass-through Financing Obligations . In determining the transaction price, the Company adjusts the promised amount of consideration for the effects of the time value of money when the timing of payments provides it with a significant benefit of financing the transfer of goods or services to the customer. In those circumstances, the contract contains a significant financing component. When adjusting the promised amount of consideration for a significant financing component, the Company uses the discount rate that would be reflected in a separate financing transaction between the entity and its customer at contract inception and recognizes the revenue amount on a straight-line basis over the term of the Customer Agreement, and interest expense using the effective interest rate method. Consideration from customers is considered variable due to the performance guarantee under Customer Agreements and liquidated damage provisions under SREC contracts in the event minimum deliveries are not achieved. Performance guarantees provide a credit to the customer if the system's cumulative production, as measured on various PTO anniversary dates, is below the Company's guarantee of a specified minimum. Revenue is recognized to the extent it is probable that a significant reversal of such revenue will not occur. The Company capitalizes incremental costs incurred to obtain a contract in Other Assets in the consolidated balance sheets. These amounts are amortized on a straight-line basis over the term of the Customer Agreements, and are included in Sales and marketing in the consolidated statements of operations. Solar energy systems and product sales For solar energy systems sold to customers, the Company recognizes revenue when the solar energy system passes inspection by the authority having jurisdiction. The Company’s installation projects are typically completed in less than 12 months. Product sales consist of solar panels, racking systems, inverters, other solar energy products sold to resellers and customer leads. Product sales revenue is recognized upon shipment, which is at the time control is transferred. Customer lead revenue is recognized at the time the lead is delivered. Taxes assessed by government authorities that are directly imposed on revenue producing transactions are excluded from solar energy systems and product sales. Cost of Revenue Customer agreements and incentives Cost of revenue for customer agreements and incentives is primarily comprised of (1) the depreciation of the cost of the solar energy systems, as reduced by amortization of deferred grants, (2) solar energy system operations, monitoring and maintenance costs including associated personnel costs, and (3) allocated corporate overhead costs. Solar energy systems and product sales Cost of revenue for solar energy systems and non-lead generation product sales consist of direct and indirect material and labor costs for solar energy systems installations and product sales. Also included are engineering and design costs, estimated warranty costs, freight costs, allocated corporate overhead costs, vehicle depreciation costs and personnel costs associated with supply chain, logistics, operations management, safety and quality control. Cost of revenue for lead generations consists of costs related to direct-response advertising activities associated with generating customer leads. Recently Issued and Adopted Accounting Standards Accounting standards adopted January 1, 2019: In February 2018, the FASB issued Accounting Standards Update ("ASU") No. 2018-02, Income Statement -- Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which allows companies to reclassify stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The Company adopted ASU No. 2018-02 effective January 1, 2019, which resulted in an adjustment of $0.7 million for the reclassification, as reflected in its consolidated statement of redeemable noncontrolling interests and equity. The Company uses the aggregate portfolio approach when reclassifying stranded tax effects from accumulated other comprehensive income. In June 2018, the FASB issued ASU No. 2018-07, Compensation -- Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting , which aligns the accounting for share-based payment awards issued to employees and nonemployees; however, this amendment does not apply to instruments issued in a financing transaction nor to equity instruments granted to a customer under a contract in the scope of ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). Under this new amendment, equity-classified nonemployee share-based payments are measured at the grant-date fair value and recognized based on the probable outcome of the performance conditions. The Company adopted ASU No. 2018-07 effective January 1, 2019, and there was no material impact to its consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements . This amendment makes changes to a variety of topics to clarify, correct errors in, or make minor improvements to the Accounting Standards Codification. The Company adopted ASU No. 2018-09 effective January 1, 2019, and there was no material impact to its consolidated financial statements. In August 2018, the SEC adopted a Disclosure Update and Simplification release, which outlines Regulation S-X amendments to eliminate outdated or duplicative disclosure requirements. The final rule also amends the interim financial statement requirements to require a reconciliation of changes in stockholders’ equity in the notes or as a separate statement. These amendments are effective for all filings made 30 days after the amendments are published in the Federal Register, which was on October 4, 2018. The SEC announced that it would not object if the first presentation of the changes in stockholders’ equity for a calendar year end filer were made in the Company’s March 31, 2019 Form 10-Q. Effective with the interim report on Form 10-Q for the quarter ended March 31, 2019, the Company is now presenting consolidated statements of redeemable noncontrolling interests and equity. Accounting standards to be adopted: In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments , which replaces the current incurred loss impairment methodology with a current expected credit losses model. The amendment applies to entities which hold financial assets and net investment in leases that are not accounted for at fair value through net income as well as loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. This ASU is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption is permitted. Adoption of this ASU is applied using a modified retrospective approach, with certain aspects requiring a prospective approach. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework--Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements as part of its disclosure framework project. Under this amendment, entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. However, for Level 3 fair value measurements, disclosures around the range and weighted average used to develop significant unobservable inputs will be required. This ASU is effective for fiscal periods beginning after December 15, 2019. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements and disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles--Goodwill and Other--Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Topic 350, Intangibles--Goodwill and Other , to determine which implementation costs to capitalize as assets or expense as incurred. This ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019, and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements. In October 2018, the FASB issued ASU No. 2018-17, Consolidation (Topic 810) , Targeted Improvements to Related Party Guidance for Variable Interest Entities, which aligns the evaluation of decision-making fees under the variable interest entity guidance. Under this new guidance, in order to determine whether decision-making fees represent a variable interest, an entity considers indirect interests held through related parties under common control on a proportionate basis. This ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019, and must be applied retrospectively with a cumulative-effect adjustment to retained earnings at the beginning of the earliest period presented. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement At June 30, 2019 and December 31, 2018 , the carrying value of receivables, accounts payable, accrued expenses and distributions payable to noncontrolling interests approximates fair value due to their short-term nature and falls under the Level 2 hierarchy. The carrying values and fair values of debt instruments are as follows (in thousands): June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Bank line of credit $ 239,035 $ 239,035 $ 247,000 $ 247,000 Senior debt 818,804 819,026 828,517 828,309 Subordinated debt 315,913 327,749 273,337 272,937 Securitization debt 589,430 621,137 400,068 394,756 Total $ 1,963,182 $ 2,006,947 $ 1,748,922 $ 1,743,002 At June 30, 2019 and December 31, 2018 , the fair value of the Company’s lines of credit, and certain senior, subordinated and SREC loans approximate their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At June 30, 2019 and December 31, 2018 , the fair value of the Company’s other debt instruments are based on rates currently offered for debt with similar maturities and terms. The Company’s fair value of the debt instruments fell under the Level 2 hierarchy. These valuation approaches involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market. The Company determines the fair value of its interest rate swaps using a discounted cash flow model that incorporates an assessment of the risk of non-performance by the interest rate swap counterparty and an evaluation of the Company’s credit risk in valuing derivative instruments. The valuation model uses various inputs including contractual terms, interest rate curves, credit spreads and measures of volatility. At June 30, 2019 and December 31, 2018 , financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy, are as follows (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Derivative assets: Interest rate swaps $ — $ 111 $ — $ 111 Total $ — $ 111 $ — $ 111 Derivative liabilities: Interest rate swaps $ — $ 56,590 $ — $ 56,590 Total $ — $ 56,590 $ — $ 56,590 December 31, 2018 Level 1 Level 2 Level 3 Total Derivative assets: Interest rate swaps $ — $ 6,958 $ — $ 6,958 Total $ — $ 6,958 $ — $ 6,958 Derivative liabilities: Interest rate swaps $ — $ 11,910 $ — $ 11,910 Total $ — $ 11,910 $ — $ 11,910 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following (in thousands): June 30, 2019 December 31, 2018 Raw materials $ 79,224 $ 64,256 Work-in-process 10,605 15,211 Total $ 89,829 $ 79,467 |
Solar Energy Systems, net
Solar Energy Systems, net | 6 Months Ended |
Jun. 30, 2019 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems, net | Solar Energy Systems, net Solar energy systems, net consists of the following (in thousands): June 30, 2019 December 31, 2018 Solar energy system equipment costs $ 4,177,481 $ 3,823,853 Inverters 433,730 396,054 Total solar energy systems 4,611,211 4,219,907 Accumulated depreciation and amortization (615,316 ) (535,891 ) Construction-in-progress 153,988 136,001 Total solar energy systems, net $ 4,149,883 $ 3,820,017 All solar energy systems, including construction-in-progress, are subject to signed Customer Agreements with customers. The Company recorded depreciation expense related to solar energy systems of $41.0 million and $33.9 million for the three months ended June 30, 2019 and 2018 , respectively, and $80.4 million and $66.2 million for the six months ended June 30, 2019 and 2018 , respectively. The depreciation expense was reduced by the amortization of deferred grants of $2.0 million and $1.9 million for the three months ended June 30, 2019 and 2018 , respectively, and $4.0 million and $3.8 million for the six months ended June 30, 2019 and 2018 , respectively. |
Other Assets
Other Assets | 6 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets Other assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Costs to obtain contracts- customer agreements $ 246,434 $ 219,307 Costs to obtain contracts- incentives 2,481 — Accumulated amortization of costs to obtain contracts (30,511 ) (24,992 ) Unbilled receivables 100,594 81,703 Operating lease right-of-use assets 35,940 20,257 Other assets 25,981 39,410 Total $ 380,919 $ 335,685 The Company recorded amortization of costs to obtain contracts of $2.9 million and $2.1 million for the three months ended June 30, 2019 and 2018 , respectively, and $5.5 million and $4.0 million for the six months ended June 30, 2019 and 2018 , respectively, in Sales and marketing in the consolidated statements of operations. |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Accrued employee compensation $ 33,770 $ 39,738 Operating lease obligations 10,072 7,857 Accrued interest 13,927 8,436 Accrued professional fees 9,993 9,199 Other accrued expenses 36,566 33,406 Total $ 104,328 $ 98,636 |
Indebtedness
Indebtedness | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness As of June 30, 2019 , debt consisted of the following (in thousands, except percentages): Carrying Values, net of debt discount Unused Borrowing Capacity Interest Rate (1) Maturity Date Current Long Term Total Recourse debt: Bank line of credit $ 239,035 $ — $ 239,035 $ — 5.72% - 5.83% April 2020 Total recourse debt 239,035 — 239,035 — Non-recourse debt: Senior 5,043 813,761 818,804 16,000 4.50% - 5.08% April 2022 - October 2024 Subordinated 5,604 310,309 315,913 — 7.03% - 10.00% March 2023 - July 2030 Securitization Class A 24,033 555,962 579,995 — 3.98% - 5.31% July 2024 - June 2054 Securitization Class B 478 8,957 9,435 — 5.38% July 2024 Total non-recourse debt 35,158 1,688,989 1,724,147 16,000 Total debt $ 274,193 $ 1,688,989 $ 1,963,182 $ 16,000 (1) Reflects contractual, unhedged rates. See Note 9 , Derivatives for hedge rates. As of December 31, 2018 , debt consisted of the following (in thousands, except percentages): Carrying Values, net of debt discount Unused Borrowing Capacity Interest Rate (1) Maturity Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 247,000 $ 247,000 $ 406 5.45% - 5.77% April 2020 Total recourse debt — 247,000 247,000 406 Non-recourse debt: Senior 19,070 809,447 828,517 — 4.50% - 5.54% September 2020 - October 2024 Subordinated 5,824 267,513 273,337 — 7.03% - 10.00% September 2020 - January 2030 Securitization Class A 10,125 380,299 390,424 — 4.40% - 5.31% July 2024 - April 2049 Securitization Class B 465 9,179 9,644 — 5.38% July 2024 Total non-recourse debt 35,484 1,466,438 1,501,922 — Total debt $ 35,484 $ 1,713,438 $ 1,748,922 $ 406 (1) Reflects contractual, unhedged rates. See Note 9 , Derivatives for hedge rates. Bank Line of Credit The Company has outstanding borrowings under a syndicated working capital facility with banks for a total commitment of up to $250.0 million . The working capital facility is secured by substantially all of the unencumbered assets of the Company, as well as ownership interests in certain subsidiaries of the Company. Loans under the facility bear interest at LIBOR + 3.25% per annum or the Base Rate + 2.25% per annum. The Base Rate is the highest of the Federal Funds Rate + 0.50% , the Prime Rate, or LIBOR + 1.00% . Under the terms of the working capital facility, the Company is required to meet various restrictive covenants, such as the completion and presentation of audited consolidated financial statements, maintaining a minimum unencumbered liquidity of at least $25 million at the end of each calendar month, maintaining quarter end liquidity of at least $30 million , and maintaining a minimum interest coverage ratio of 3.00 or greater, measured quarterly as of the last day of each quarter. The Company was in compliance with all debt covenants as of June 30, 2019 . As of June 30, 2019 , the balance under this facility was $239.0 million with a maturity date in April 2020 . Although there is no assurance that the Company will be able to do so, the Company believes that it is probable that it will be able to extend or otherwise refinance the facility prior to maturity. Senior and Subordinated Debt Facilities Each of the Company's senior and subordinated debt facilities contains customary covenants including the requirement to maintain certain financial measurements and provide lender reporting. Each of the senior and subordinated debt facilities also contain certain provisions in the event of default that entitle lenders to take certain actions including acceleration of amounts due under the facilities and acquisition of membership interests and assets that are pledged to the lenders under the terms of the senior and subordinated debt facilities. The facilities are non-recourse to the Company and are secured by net cash flows from Customer Agreements less certain operating, maintenance and other expenses that are available to the borrower after distributions to tax equity investors, where applicable. The Company was in compliance with all debt covenants as of June 30, 2019 . As of June 30, 2019 , certain subsidiaries of the Company have an outstanding balance of $280.5 million on secured credit facilities that were syndicated with various lenders due in October 2024 . The credit facilities totaled $321.5 million and consisted of $309.0 million in term loans, and a $12.5 million revolving debt service reserve letter of credit facility. Term Loan A ("TLA") is a senior delayed draw term loan that bears interest at LIBOR + 2.125% per annum for LIBOR loans or the Base Rate + 1.125% per annum on Base Rate loans. Term Loan B ("TLB") is subordinated debt and consists of a Class A portion which accrues interest at a fixed interest rate of 7.03% per annum and a Class B portion which accrues interest at LIBOR + 5.00% per annum or the Base Rate + 4.00% per annum. The Base Rate is the highest of the Federal Funds Rate + 0.50% , the Prime Rate, or LIBOR + 1.00% . Under TLA, prepayments are permitted with no penalties. Under TLB, prepayments are permitted with associated penalties ranging from 0% - 5% depending on the timing of prepayments. As of June 30, 2019 , certain subsidiaries of the Company have an outstanding balance of $183.4 million on senior secured credit facilities that were syndicated with various lenders due in April 2024 . These facilities are subject to the National Grid project equity transaction. The credit facilities totaled $202.0 million and consisted of a $195.0 million senior delayed draw term loan facility and a $7.0 million revolving debt service reserve letter of credit facility. Loans under the facility bear interest at LIBOR + 2.25% per annum, for the initial four-year period for LIBOR loans or the Base Rate + 1.25% per annum for Base Rate Loans. The Base Rate is the highest of the Federal Funds Rate + 0.50% , the Prime Rate, or LIBOR + 1.00% . The facilities are non-recourse to the Company and are secured by net cash flows from Customer Agreements and SRECs, less certain operating, maintenance and other expenses that are available to the borrower after distributions to tax equity investors. Prepayments are permitted under the delayed draw term loan facility. As of June 30, 2019 , certain subsidiaries of the Company have an outstanding balance of $455.7 million on secured credit facilities agreements, as amended, with a syndicate of banks due in March 2023 . The facilities totaled $595.0 million and consisted of a revolving aggregation facility (“Aggregation Facility”), a term loan ("Term Loan") and a revolving debt service reserve letter of credit facility. Senior loans under the Aggregation Facility bear interest at LIBOR + 2.50% per annum for the initial three -year revolving availability period, stepping up to LIBOR + 2.75% per annum in the following two -year period. The subordinated Term Loan bears interest at LIBOR + 5.00% per annum for the first three -year period, stepping up to LIBOR + 6.50% per annum thereafter. Term Loan prepayment penalties range from 0% - 1% depending on the timing of prepayments. As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $19.1 million on a term loan due in April 2022 . The loan is secured by the assets and related net cash flow of this subsidiary and is non-recourse to the Company’s other assets. Loans under this facility bear interest at 4.50% per annum. As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $15.4 million on a secured, non-recourse loan agreement due in September 2022 . The loan will be repaid through cash flows from a pass-through financing obligation arrangement previously entered into by the Company. The loan agreement contains customary covenants including the requirement to maintain certain financial measurements and provide lender reporting. The loan also contains certain provisions in the event of default that entitles the lender to take certain actions including acceleration of amounts due under the loan. Loans under this facility bear interest at LIBOR + 2.25% per annum. As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $118.3 million on a term loan due in January 2030. The loan is secured by the assets and related net cash flow of this subsidiary and is non-recourse to the Company’s other assets. Loans under this facility bear interest at 10.00% per annum. As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $62.3 million on a term loan due in July 2030 . The loan is secured by the assets and related net cash flow of this subsidiary and is non-recourse to the Company’s other assets. Loans under this facility bear interest between 2.00% - 3.25% plus 6.75% per annum. Securitization Loans Each of the Company's securitized loans contains customary covenants including the requirement to provide reporting to the indenture trustee and ratings agencies. Each of the securitized loans also contain certain provisions in the event of default which entitle the indenture trustee to take certain actions including acceleration of amounts due under the facilities and acquisition of membership interests and assets that are pledged to the lenders under the terms of the securitized loans. The facilities are non-recourse to the Company and are secured by net cash flows from Customer Agreements less certain operating, maintenance and other expenses that are available to the borrower after distributions to tax equity investors, where applicable. The Company was in compliance with all debt covenants as of June 30, 2019 . As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $87.7 million on solar asset-backed notes ("Notes") secured by associated customer contracts (“Solar Assets”) held by a special purpose entity (“Issuer”). As of June 30, 2019 and December 31, 2018 , these Solar Assets had a carrying value of $160.9 million and $164.7 million , respectively, and are included under solar energy systems, net, in the consolidated balance sheets. The Notes were issued at a discount of 0.08% . As of June 30, 2019 , a subsidiary of the Company has an outstanding balance of $302.7 million on solar asset-backed notes secured by net cash flows from Customer Agreements less certain operating, maintenance and other expenses that are available to the issuer after distributions to tax equity investors. The Notes were issued at a discount of 1.47% . As of June 30, 2019, a subsidiary of the Company has an outstanding balance of $199.0 million on solar asset-backed notes secured by net cash flows from Customer Agreements less certain operating, maintenance and other expenses that are available to the issuer. The Notes were issued at a discount of 0.01% |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Interest Rate Swaps The Company uses interest rate swaps to hedge variable interest payments due on certain of its term loans and aggregation facility. These swaps allow the Company to incur fixed interest rates on these loans and receive payments based on variable interest rates with the swap counterparty based on the one or three month LIBOR on the notional amounts over the life of the swaps. The interest rate swaps have been designated as cash flow hedges. The credit risk adjustment associated with these swaps is the risk of non-performance by the counterparties to the contracts. In the six months ended June 30, 2019 , the hedge relationships on the Company’s interest rate swaps have been assessed as highly effective as the critical terms of the interest rate swaps match the critical terms of the underlying forecasted hedged transactions. Accordingly, changes in the fair value of these derivatives are recorded as a component of accumulated other comprehensive income, net of income taxes. Changes in the fair value of these derivatives are subsequently reclassified into earnings, and are included in interest expense, net in the Company’s statements of operations, in the period that the hedged forecasted transactions affects earnings. All amounts in Accumulated other comprehensive income (loss) ("AOCI") in the consolidated statements of redeemable noncontrolling interests and equity relate to derivatives, refer to the consolidated statements of comprehensive (loss) income. The net (loss) gain on derivatives includes the tax effect of $9.8 million and $1.9 million for the three months ended June 30, 2019 and 2018 , respectively, and $15.9 million and $7.1 million for the six months ended June 30, 2019 and 2018 , respectively. During the next 12 months, the Company expects to reclassify $3.5 million of net losses on derivative instruments from accumulated other comprehensive income to earnings. There were no undesignated derivative instruments recorded by the Company as of June 30, 2019 . The Company’s master netting and other similar arrangements allow net settlements under certain conditions. When those conditions are met, the Company presents derivatives at net fair value. As of June 30, 2019 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 111 $ — $ 111 Liabilities: Derivatives (56,590 ) — (56,590 ) Total $ (56,479 ) $ — $ (56,479 ) As of December 31, 2018 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 6,958 $ (1,605 ) $ 5,353 Liabilities: Derivatives (11,910 ) 1,605 (10,305 ) Total $ (4,952 ) $ — $ (4,952 ) At June 30, 2019 , the Company had the following derivative instruments (dollars in thousands): Type Quantity Effective Dates Maturity Dates Hedge Interest Rates Notional Amount Adjusted Net Fair Market Value Interest rate swap 1 4/29/2016 8/31/2022 1.27% - 1.29% $ 12,659 $ 111 Interest rate swaps 8 7/31/2017 - 1/31/2018 4/30/2024 - 10/20/2024 2.16% - 2.39% 282,140 (6,913 ) Interest rate swaps 3 4/30/2021 10/30/2026 - 10/31/2026 2.89% - 3.08% 102,720 (6,117 ) Interest rate swaps 2 10/31/2019 4/30/2027 1.89% - 1.90% 19,680 (119 ) Interest rate swaps 4 1/31/2018 - 1/31/2020 4/30/2034 - 10/31/2034 2.62% - 2.78% 244,091 (17,100 ) Interest rate swaps 8 7/31/2017 - 10/18/2024 4/30/2035 - 10/31/2035 2.56% - 2.95% 275,989 (10,117 ) Interest rate swap 1 10/18/2024 10/31/2036 2.62% - 2.95% 14,656 (538 ) Interest rate swaps 3 1/31/2019 - 4/30/2021 4/30/2037 3.28% - 3.30% 100,000 (10,879 ) Interest rate swaps 3 10/30/2026 - 10/31/2026 1/31/2038 3.01% - 3.16% 101,135 (4,807 ) Total $ 1,153,070 $ (56,479 ) |
Pass-through Financing Obligati
Pass-through Financing Obligations | 6 Months Ended |
Jun. 30, 2019 | |
Property Subject to or Available for Operating Lease, Net [Abstract] | |
Pass-Through Financing Obligations | Pass-through Financing Obligations The Company's pass-through financing obligations ("financing obligations") arise when the Company leases solar energy systems to Fund investors who are considered commercial customers under a master lease agreement, and these investors in turn are assigned the Customer Agreements. The Company receives all of the value attributable to the accelerated tax depreciation and some or all of the value attributable to the other incentives. Given the assignment of operating cash flows, these arrangements are accounted for as financing obligations. The Company also sells the rights and related value attributable to the ITC to these investors. Under these financing obligation arrangements, wholly owned subsidiaries of the Company finance the cost of solar energy systems with investors for an initial term of typically 20 or 22 years . The solar energy systems are subject to Customer Agreements with an initial term of typically 20 or 25 years that automatically renew on an annual basis. These solar energy systems are reported under the line item solar energy systems, net in the consolidated balance sheets. As of June 30, 2019 and December 31, 2018 , the cost of the solar energy systems placed in service under the financing obligation arrangements was $658.2 million and $664.1 million , respectively. The accumulated depreciation related to these assets as of June 30, 2019 and December 31, 2018 was $85.7 million and $82.1 million , respectively. The investors make a series of large up-front payments and, in certain cases, subsequent smaller quarterly payments (lease payments) to the subsidiaries of the Company. The Company accounts for the payments received from the investors under the financing obligation arrangements as borrowings by recording the proceeds received as financing obligations on its consolidated balance sheets, and cash provided by financing activities in its consolidated statement of cash flows. These financing obligations are reduced over a period of approximately 22 years by customer payments under the Customer Agreements, U.S. Treasury grants (where applicable) and proceeds from the contracted resale of SRECs as they are received by the investor. In addition, funds paid for the ITC value upfront are initially recorded as a refund liability and recognized as revenue as the associated solar energy system reaches PTO. The ITC value is reflected in the cash provided by operations on the consolidated statement of cash flows. The Company accounts for the Customer Agreements and any related U.S. Treasury grants, as well as the resale of SRECs, consistent with the Company’s revenue recognition accounting policies as described in Note 2, Summary of Significant Accounting Policies. Interest is calculated on the financing obligations using the effective interest rate method. The effective interest rate, which is adjusted on a prospective basis, is the interest rate that equates the present value of the estimated cash amounts to be received by the investor over the lease term with the present value of the cash amounts paid by the investor to the Company, adjusted for amounts received by the investor. The financing obligations are nonrecourse once the associated assets have been placed in service and all the contractual arrangements have been assigned to the investor. Under the majority of the financing obligations, the investor has a right to extend its right to receive cash flows from the customers beyond the initial term in certain circumstances. Depending on the arrangement, the Company has the option to settle the outstanding financing obligation on the ninth or eleventh anniversary of the Fund inception at a price equal to the higher of (a) the fair value of future remaining cash flows or (b) the amount that would result in the investor earning their targeted return. In several of these financing obligations, the investor has an option to require repayment of the entire outstanding balance on the tenth anniversary of the Fund inception at a price equal to the fair value of the future remaining cash flows. Under all financing obligations, the Company is responsible for services such as warranty support, accounting, lease servicing and performance reporting to customers. As part of the warranty and performance guarantee with the customers, the Company guarantees certain specified minimum annual solar energy production output for the solar energy systems leased to the customers, which the Company accounts for as disclosed in Note 2, Summary of Significant Accounting Policies. During the six months ended June 30, 2019 , the Company made an early repayment of one of its financing obligations for $11.7 million , which resulted in a debt extinguishment expense of $4.4 million . |
VIE Arrangements
VIE Arrangements | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VIE Arrangements | VIE Arrangements The Company consolidated various VIEs at June 30, 2019 and December 31, 2018 . The carrying amounts and classification of the VIEs’ assets and liabilities included in the consolidated balance sheets are as follows (in thousands): June 30, 2019 December 31, 2018 Assets Current assets Cash $ 167,194 $ 105,494 Restricted cash 681 2,071 Accounts receivable, net 19,762 18,539 Prepaid expenses and other current assets 387 387 Total current assets 188,024 126,491 Solar energy systems, net 2,901,211 2,712,377 Other assets 74,600 66,427 Total assets $ 3,163,835 $ 2,905,295 Liabilities Current liabilities Accounts payable $ 8,512 $ 12,136 Distributions payable to noncontrolling interests and redeemable noncontrolling interests 16,257 15,797 Accrued expenses and other liabilities 7,742 7,122 Deferred revenue, current portion 34,508 29,102 Deferred grants, current portion 1,014 982 Non-recourse debt, current portion 4,440 4,217 Total current liabilities 72,473 69,356 Deferred revenue, net of current portion 409,633 367,818 Deferred grants, net of current portion 27,665 28,247 Non-recourse debt, net of current portion 183,648 186,494 Other liabilities 17,493 8,843 Total liabilities $ 710,912 $ 660,758 The Company holds a variable interest in an entity that provides the noncontrolling interest with a right to terminate the leasehold interests in all of the leased projects on the tenth anniversary of the effective date of the master lease. In this circumstance, the Company would be required to pay the noncontrolling interest an amount equal to the fair market value, as defined in the governing agreement of all leased projects as of that date. The Company holds certain variable interests in nonconsolidated VIEs established as a result of six pass-through Fund arrangements as further explained in Note 10 , Pass-through Financing Obligations . The Company does not have material exposure to losses as a result of its involvement with the VIEs in excess of the amount of the pass-through financing obligation recorded in the Company’s consolidated financial statements. The Company is not considered the primary beneficiary of these VIEs. During the six months ended June 30, 2019 , the Company acquired an investor's interest in a consolidated VIE for total cash consideration of $4.6 million . This transaction increased the Company's additional paid-in-capital, net of the related tax impact, by $1.1 million . |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests and Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Redeemable Noncontrolling Interests and Equity | Redeemable Noncontrolling Interests and Equity During certain specified periods of time (the “Early Exit Periods”), noncontrolling interests in certain funding arrangements have the right to put all of their membership interests to the Company (the “Put Provisions”). During a specific period of time (the “Call Periods”), the Company has the right to call all membership units of the related redeemable noncontrolling interests. The carrying value of redeemable noncontrolling interests was greater than the redemption value except for nine and six Funds at June 30, 2019 and December 31, 2018 , respectively, where the carrying value has been adjusted to the redemption value. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options The following table summarizes the activity for all stock options under all of the Company’s equity incentive plans for the six months ended June 30, 2019 (shares and aggregate intrinsic value in thousands): Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2018 13,590 $ 6.07 6.63 $ 66,462 Granted 1,135 14.67 Exercised (2,781 ) 5.49 Cancelled (439 ) 7.35 Outstanding at June 30, 2019 11,505 $ 7.01 6.86 $ 135,174 Options vested and exercisable at June 30, 2019 7,085 $ 6.12 5.91 $ 89,540 Restricted Stock Units The following table summarizes the activity for all restricted stock units (“RSUs”) under all of the Company’s equity incentive plans for the six months ended June 30, 2019 (shares in thousands): Number of Awards Weighted Average Grant Date Fair Value Unvested balance at December 31, 2018 4,182 $ 7.05 Granted 1,788 14.68 Issued (683 ) 6.78 Cancelled / forfeited (797 ) 7.59 Unvested balance at June 30, 2019 4,490 $ 10.03 Employee Stock Purchase Plan Under the Company's 2015 Employee Stock Purchase Plan ("ESPP"), as amended in May 2017, eligible employees are offered shares bi-annually through a 24 -month offering period that encompasses four six-month purchase periods. Each purchase period begins on the first trading day on or after May 15 and November 15 of each year. Employees may purchase a limited number of shares of the Company’s common stock via regular payroll deductions at a discount of 15% of the lower of the fair market value of the Company’s common stock on the first trading date of each offering period or on the exercise date. Employees may deduct up to 15% of payroll, with a cap of $25,000 of fair market value of shares in any calendar year and 10,000 shares per employee per purchase period. Stock-Based Compensation Expense The Company recognized stock-based compensation expense, including ESPP expenses, in the consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of customer agreements and incentives $ 624 $ 667 $ 1,255 $ 1,279 Cost of solar energy systems and product sales 190 186 358 357 Sales and marketing 1,303 834 2,431 4,984 Research and development 408 311 744 605 General and administration 4,258 3,549 7,778 9,017 Total $ 6,783 $ 5,547 $ 12,566 $ 16,242 In August 2017, the Company entered into an agreement with an affiliate ("Contractor") of Comcast Corporation ("Comcast") whereby Contractor will receive lead or sales fees for new customers it brings to the Company over a 40 -month term. Comcast may also earn a warrant to purchase up to 11,793,355 shares of the Company's outstanding common stock, at an exercise price of $0.01 per warrant share. The warrant initially vests 50.05% when both (i) Contractor has earned a lead or sales fee with respect to 30,000 of installed solar energy systems, and (ii) Contractor or its affiliates have spent at least $10.0 million in marketing and sales in connection with the agreement. Thereafter, the warrant will vest in five additional increments for each additional 6,000 installed solar energy systems. On November 7, 2018 the warrant vesting schedule was modified so that it will initially vest either (i) as to 10.0% if Contractor has earned a lead or sales fee with respect to 6,000 of installed solar energy systems by September 30, 2019 or (ii) as to 13.3% if Contractor has earned a lead or sales fee with respect to 8,000 of installed solar energy systems by December 31, 2019, provided that, in either case, Contractor or its affiliates have spent at least $ 25.0 million in marketing and sales in connection with the agreement. Thereafter, the warrant will vest in additional 8.3% increments for each additional 5,000 installed solar energy systems. If the initial vesting conditions have not been met by December 31, 2019, the Warrant will expire. As of August 7, 2019 , none of the shares under this amended warrant have vested and, therefore, no expense has been recognized to date. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax expense rate for the three months ended June 30, 2019 and 2018 was 1.8% and (6.5)% , respectively, and for the six months ended June 30, 2019 and 2018 was 2.7% and (8.4)% , respectively. The differences between the actual consolidated effective income tax rate and the U.S. federal statutory rate were primarily attributable to an increase in valuation allowance on deferred tax assets, the allocation of losses on noncontrolling interests, redeemable noncontrolling interests, and stock compensation deductions. The Company sells solar energy systems to investment Funds. As the investment Funds are consolidated by the Company, the gain on the sale of the assets has been eliminated in the consolidated financial statements, however gains on sale are recognized for tax purposes. Tax Cuts and Jobs Act On December 22, 2017, the U.S, government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). While the Company has fully accounted for the impact of the Tax Act, it will continue to monitor additional clarification and guidance from the IRS, including guidance related to Section 451(c) income recognition that could lead to the Company utilizing a portion of its net operating losses. Uncertain Tax Positions As of June 30, 2019 and December 31, 2018 , the Company had $0.6 million of unrecognized tax benefits related to an acquisition in 2015. During the three and six months ended June 30, 2019 , the Company recorded an income tax benefit of $0.6 million from the release of unrecognized tax benefits and $0.2 million from the release of interest and penalties due to the expiration of federal and California statute of limitations. As of June 30, 2019 , the Company has no other uncertain tax positions. Net Operating Loss Carryforwards As a result of the Company’s net operating loss carryforwards as of June 30, 2019 and December 31, 2018 , the Company does not expect to pay income tax, including in connection with its income tax provision for the six months ended June 30, 2019 . As of December 31, 2018 , the Company had net operating loss carryforwards for federal, California, and other state income tax purposes of approximately $1.1 billion , $572.2 million , $535.8 million , respectively. Federal and certain state net operating loss carryforwards generated in tax years beginning after December 31, 2017 total $331.0 million and $444.0 million , respectively, and have indefinite carryover periods and do not expire. If not utilized, the remaining federal net operating loss will begin to expire in 2028 , and the state operating losses will begin to expire in 2024 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit As of June 30, 2019 and December 31, 2018 , the Company had $12.0 million and $9.7 million , respectively, of unused letters of credit outstanding, which carry fees of 2.75% - 3.25% per annum and 2.50% - 3.25% per annum, respectively. Operating and Finance Leases The Company leases real estate under non-cancellable-operating leases and equipment under finance leases. The components of lease expense were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Finance lease cost: Amortization of right-of-use assets $ 3,748 $ 2,723 $ 7,232 $ 5,357 Interest on lease liabilities 433 128 672 247 Operating lease cost 3,620 2,505 6,499 5,134 Short-term lease cost 621 154 1,145 355 Variable lease cost 1,019 730 1,896 1,507 Sublease income (193 ) (119 ) (349 ) (225 ) Total lease cost $ 9,248 $ 6,121 $ 17,095 $ 12,375 Other information related to leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 2,968 $ 2,655 $ 5,535 $ 5,255 Operating cash flows from finance leases 238 95 439 204 Financing cash flows from finance leases 3,440 1,968 6,445 4,081 Right-of-use assets obtained in exchange for lease obligations: Operating leases (245 ) (1,026 ) 20,150 91 Finance leases 9,371 4,043 12,937 4,142 Weighted average remaining lease term (years): Operating leases 5.3 3.7 5.3 3.7 Finance leases 3.1 2.2 3.1 2.2 Weighted average discount rate: Operating leases 5.2 % 4.1 % 5.2 % 4.1 % Finance leases 4.2 % 3.7 % 4.2 % 3.7 % Future minimum lease payments under non-cancellable leases as of June 30, 2019 were as follows (in thousands): Operating Leases Sublease Income Net Operating Leases Finance Leases 2019 $ 11,953 $ 781 $ 11,172 $ 11,912 2020 11,739 757 10,982 7,541 2021 10,327 276 10,051 5,063 2022 8,920 — 8,920 2,250 2023 7,321 — 7,321 60 Thereafter 9,737 — 9,737 21 Total future lease payments 59,997 1,814 58,183 26,847 Less: Amount representing interest 5,693 — 5,693 1,278 Present value of future payments 54,304 1,814 52,490 25,569 Less: Short term leases not recorded as a liability 11,386 — 11,386 — Less: Tenant incentives 204 — 204 — Revised Present value of future payments 42,714 1,814 40,900 25,569 Less: Current portion 10,072 — 10,072 11,206 Long-term portion $ 32,642 $ 1,814 $ 30,828 $ 14,363 During the six months ended June 30, 2019 , the Company entered into two non-cancellable operating lease agreements for corporate office space in San Francisco, California and Denver, Colorado for the next five and seven years , respectively, to replace existing office space whose lease terms expire in 2019. Purchase Commitment The Company entered into commitments, which have the ability to be canceled without significant penalties, with multiple suppliers to purchase $87.8 million of photovoltaic modules and inverters by the end of 2019. Warranty Accrual The Company accrues warranty costs when revenue is recognized for solar energy systems sales, based on the estimated future costs of meeting its warranty obligations. Warranty costs primarily consist of replacement costs for supplies and labor costs for service personnel since warranties for equipment and materials are covered by the original manufacturer’s warranty (other than a small deductible in certain cases). As such, the warranty reserve is immaterial in all periods presented. The Company makes and revises these estimates based on the number of solar energy systems under warranty, the Company’s historical experience with warranty claims, assumptions on warranty claims to occur over a systems’ warranty period and the Company’s estimated replacement costs. ITC and Cash Grant Indemnification The Company is contractually committed to compensate certain investors for any losses that they may suffer in certain limited circumstances resulting from reductions in ITCs or U.S. Treasury grants. Generally, such obligations would arise as a result of reductions to the value of the underlying solar energy systems as assessed by the Internal Revenue Service (the “IRS”). At each balance sheet date, the Company assesses and recognizes, when applicable, the potential exposure from this obligation based on all the information available at that time, including any audits undertaken by the IRS. The Company believes that this obligation is not probable based on the facts known as of the filing date of this Quarterly Report on Form 10-Q. The maximum potential future payments that the Company could have to make under this obligation would depend largely on the difference between the prices at which the solar energy systems were sold or transferred to the Funds (or, in certain structures, the fair market value claimed in respect of such systems (referred to as "claimed values")) and the eligible basis determined by the IRS. The Company set the purchase prices and claimed values based on fair market values determined with the assistance of an independent third-party appraisal with respect to the systems that generate ITCs that are passed-through to, and claimed by, the Fund investors. Since the Company cannot determine how the IRS may evaluate system values used in claiming ITCs, the Company is unable to reliably estimate the maximum potential future payments that it could have to make under this obligation as of each balance sheet date, though any potential future payments are mitigated by the insurance policy. In April 2018, the Company purchased an insurance policy providing for certain payments by the insurers in the event there is any final determination (including a judicial determination) that reduced the ITCs claimed in respect of solar energy systems sold or transferred to most Funds through April 2018, or later, in the case of Funds added to the policy after such date. In general, the policy indemnifies the Company and related parties for additional taxes (including penalties and interest) owed in respect of lost ITCs, gross-up costs and expenses incurred in defending such claim, subject to negotiated exclusions from, and limitations to, coverage. Litigation The Company is subject to certain legal proceedings, claims, investigations and administrative proceedings in the ordinary course of its business. The Company records a provision for a liability when it is both probable that the liability has been incurred and the amount of the liability can be reasonably estimated. These provisions, if any, are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. Depending on the nature and timing of any such proceedings that may arise, an unfavorable resolution of a matter could materially affect the Company’s future consolidated results of operations, cash flows or financial position in a particular period. On November 20, 2015, a putative class action captioned Slovin et al. v. Sunrun Inc. and Clean Energy Experts, LLC , Case No. 4:15-cv-05340, was filed in the United States District Court, Northern District of California. The complaint generally alleged violations of the Telephone Consumer Protection Act (the “TCPA”) on behalf of an individual and putative classes of persons alleged to be similarly situated. Plaintiffs filed a First Amended Complaint on December 2, 2015, and a Second Amended Complaint on March 25, 2016, also asserting individual and putative class claims under the TCPA. By Order entered on April 28, 2016, the Court granted the Company’s motion to strike the class allegations set forth in the Second Amended Complaint, and granted leave to amend. Plaintiffs filed a Third Amended Complaint on July 12, 2016 asserting individual and putative class claims under the TCPA. On October 12, 2016, the Court denied the Company’s motion to again strike the class allegations set forth in the Third Amended Complaint. On October 3, 2017, plaintiffs filed a motion for leave to file a Fourth Amended Complaint, seeking to, among other things, revise the definitions of the classes that plaintiffs seek to represent. In each iteration of their complaint, plaintiffs seek statutory damages, equitable and injunctive relief, and attorneys’ fees and costs, on behalf of themselves and the absent classes. On April 12, 2018, the Company and plaintiffs advised the Court that they reached a settlement in principle, and the Court vacated all deadlines relating to the motion for class certification. On September 27, 2018, Plaintiffs filed a motion for preliminary approval to settle all claims against the Company for $ 5.5 million , which was accrued as of March 31, 2018. On November 27, 2018, a hearing was held on Plaintiff's motion for preliminary approval. The Court requested certain clarifications be made to the proposed settlement agreement and notice documents. On January 11, 2019, Plaintiffs filed revised settlement documents reflecting the changes requested by the Court, and on July 19, 2019, the Court granted final approval of the settlement. Most, if not all, of the claims asserted in the lawsuit relate to activities allegedly engaged in by third-party vendors, for which the Company denies any responsibility. The vendors are contractually obligated to indemnify the Company for losses related to the conduct alleged. The Company has denied, and continues to deny, the claims alleged and the settlement does not reflect any admission of fault, wrongdoing or liability. On June 29, 2017, a shareholder derivative complaint captioned Barbara Sue Sklar Living Trust v. Sunrun Inc. et al. , was filed in the United States District Court, Northern District of California, against the Company and certain of the Company’s directors and officers. The complaint generally alleges that the defendants violated Section 14(a) of the Exchange Act by making false or misleading statements in connection with public filings, including proxy statements, made between September 10, 2015 and May 3, 2017 regarding the number of customers who cancelled contracts after signing up for the Company’s home solar energy system. The Plaintiff seeks, among other things, damages in favor of the Company, certain corporate actions to purportedly improve the Company’s corporate governance, and an award of costs and expenses to the putative plaintiff stockholder, including attorneys’ fees. On April 5, 2018, a stockholder derivative complaint captioned Leonard Olsen v. Sunrun Inc. et al. , was filed in the United States District Court, District of Delaware, against the Company and certain of the Company’s directors and officers. The Olsen complaint is substantially similar to the Sklar complaint, alleges that the defendants breached their fiduciary duties and violated Section 14(a) of the Exchange Act in connection with public statements made between September 16, 2015 and May 21, 2017, and seeks similar relief. On January 28, 2019, the Company reached an agreement in principle to settle all claims asserted in the Sklar and Olsen derivative actions against all defendants. Under the terms of the proposed settlement, the Company agreed to adopt certain corporate governance measures in the future. The Company and all defendants have denied, and continue to deny, the claims alleged in the derivative actions and the settlement does not reflect any admission of fault, wrongdoing or liability as to any defendant. The settlement is subject to definitive documentation and court approval. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The computation of the Company’s basic and diluted net (loss) income per share is as follows (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net (loss) income attributable to common stockholders $ (1,293 ) $ 7,409 $ (15,155 ) $ 35,441 Denominator: Weighted average shares used to compute net (loss) income per share attributable to common stockholders, basic 115,765 109,559 114,843 108,510 Weighted average effect of potentially dilutive shares to purchase common stock — 7,508 — 5,420 Weighted average shares used to compute net (loss) income per share attributable to common stockholders, diluted 115,765 117,067 114,843 113,930 Net (loss) income per share attributable to common stockholders Basic $ (0.01 ) $ 0.07 $ (0.13 ) $ 0.33 Diluted $ (0.01 ) $ 0.06 $ (0.13 ) $ 0.31 The following shares were excluded from the computation of diluted net (loss) income per share as the impact of including those shares would be anti-dilutive (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Warrants — 1,251 — 1,251 Outstanding stock options 1,512 2,188 1,413 6,052 Unvested restricted stock units 352 334 916 1,057 Total 1,864 3,773 2,329 8,360 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In July 2019, Sunrun acquired certain assets and liabilities of an existing channel partner with multi-family solar project origination and development capabilities, for an upfront fee of $2.7 million and contingent origination fees based upon new future deployments through 2022. The acquisition is expected to be accounted for under FASB Accounting Standards Codification Topic 805, Business Combinations , and the Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements and disclosures. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2018 . The results of the three and six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or other future periods. The consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries, including Funds, in which the Company has a controlling financial interest. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity. However, a controlling financial interest may also exist in entities, such as variable interest entities (“VIEs”), through arrangements that do not involve controlling voting interests. In accordance with the provisions of Financial Accounting Standards Board (“FASB”), Accounting Standards Codification Topic 810 (“Topic 810”) Consolidation , the Company consolidates any VIE of which it is the primary beneficiary. The primary beneficiary, as defined in Topic 810, is the party that has (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb the losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company evaluates its relationships with its VIEs on an ongoing basis to determine whether it continues to be the primary beneficiary. The consolidated financial statements reflect the assets and liabilities of VIEs that are consolidated. All intercompany transactions and balances have been eliminated in consolidation. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company regularly makes estimates and assumptions, including, but not limited to, revenue recognition constraints that result in variable consideration, the discount rate used to adjust the promised amount of consideration for the effects of a significant financing component, the estimates that affect the collectability of accounts receivable, the valuation of inventories, the useful lives of solar energy systems, the useful lives of property and equipment, the valuation and useful lives of intangible assets, the effective interest rate used to amortize pass-through financing obligations, the discount rate used for operating and financing leases, the valuation of stock-based compensation, the determination of valuation allowances associated with deferred tax assets, the fair value of debt instruments disclosed and the redemption value of redeemable noncontrolling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable. Actual results may differ from such estimates. |
Segment Information | Segment Information The Company has one operating segment with one business activity, providing solar energy services and products to customers. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer, who manages operations on a consolidated basis for purposes of allocating resources. When evaluating performance and allocating resources, the CODM reviews financial information presented on a consolidated basis. Revenue from Customer Agreements includes payments by customers for the use of the solar energy system as well as utility and other rebates assigned by the customer to the Company in the Customer Agreement. Revenue from incentives includes revenue from the sale of investment tax credits ("ITCs") and solar renewable energy credits (“SRECs”). |
Cash and Restricted Cash | Cash and Restricted Cash Restricted cash represents amounts related to replacement of solar energy system components and obligations under certain financing transactions. |
Accounts Receivable | Accounts Receivable Accounts receivable consist of amounts due from customers, as well as state and utility rebates due from government agencies and utility companies. Under Customer Agreements, the customers typically assign incentive rebates to the Company. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company defines fair value as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation approaches to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. The FASB establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; • Level 2—Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level 3—Inputs that are unobservable, significant to the measurement of the fair value of the assets or liabilities and are supported by little or no market data. |
Revenue Recognition | Deferred Revenue When the Company receives consideration, or when such consideration is unconditionally due, from a customer prior to delivering goods or services to the customer under the terms of a Customer Agreement, the Company records deferred revenue. Such deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes amounts that are collected or assigned from customers, including upfront deposits and prepayments, and rebates. Deferred revenue relating to financing components represents the cumulative excess of interest expense recorded on financing component elements over the related revenue recognized to date and will eventually net to zero by the end of the initial term. Amounts received related to the sales of SRECs which have not yet been delivered to the counterparty are recorded as deferred revenue. Revenue Recognition The Company recognizes revenue when control of goods or services is transferred to its customers, in an amount that reflects the consideration it expected to be entitled to in exchange for those goods or services. Customer agreements and incentives Customer agreements and incentives revenue is primarily comprised of revenue from Customer Agreements in which the Company provides continuous access to a functioning solar energy system and revenue from the sales of ITCs and SRECs generated by the Company’s solar energy systems to third parties. The Company begins to recognize revenue on Customer Agreements when permission to operate ("PTO") is given by the local utility company or on the date daily operation commences if utility approval is not required. Revenue recognition does not necessarily follow the receipt of cash. The Company recognizes revenue evenly over the time that it satisfies its performance obligations over the initial term of the Customer Agreements. Customer Agreements typically have an initial term of 20 or 25 years . After the initial contract term, the Company's Customer Agreements typically automatically renew on an annual basis and the rate is initially set at up to a 10% discount to then-prevailing power prices. SREC revenue arises from the sale of environmental credits generated by solar energy systems and is generally recognized upon delivery of the SRECs to the counterparty. For pass-through financing obligation Funds, the value attributable to the monetization of ITCs is recognized in the period a solar energy system is granted PTO - see Note 10 , Pass-through Financing Obligations . In determining the transaction price, the Company adjusts the promised amount of consideration for the effects of the time value of money when the timing of payments provides it with a significant benefit of financing the transfer of goods or services to the customer. In those circumstances, the contract contains a significant financing component. When adjusting the promised amount of consideration for a significant financing component, the Company uses the discount rate that would be reflected in a separate financing transaction between the entity and its customer at contract inception and recognizes the revenue amount on a straight-line basis over the term of the Customer Agreement, and interest expense using the effective interest rate method. Consideration from customers is considered variable due to the performance guarantee under Customer Agreements and liquidated damage provisions under SREC contracts in the event minimum deliveries are not achieved. Performance guarantees provide a credit to the customer if the system's cumulative production, as measured on various PTO anniversary dates, is below the Company's guarantee of a specified minimum. Revenue is recognized to the extent it is probable that a significant reversal of such revenue will not occur. The Company capitalizes incremental costs incurred to obtain a contract in Other Assets in the consolidated balance sheets. These amounts are amortized on a straight-line basis over the term of the Customer Agreements, and are included in Sales and marketing in the consolidated statements of operations. Solar energy systems and product sales For solar energy systems sold to customers, the Company recognizes revenue when the solar energy system passes inspection by the authority having jurisdiction. The Company’s installation projects are typically completed in less than 12 months. Product sales consist of solar panels, racking systems, inverters, other solar energy products sold to resellers and customer leads. Product sales revenue is recognized upon shipment, which is at the time control is transferred. Customer lead revenue is recognized at the time the lead is delivered. Taxes assessed by government authorities that are directly imposed on revenue producing transactions are excluded from solar energy systems and product sales. Cost of Revenue Customer agreements and incentives Cost of revenue for customer agreements and incentives is primarily comprised of (1) the depreciation of the cost of the solar energy systems, as reduced by amortization of deferred grants, (2) solar energy system operations, monitoring and maintenance costs including associated personnel costs, and (3) allocated corporate overhead costs. Solar energy systems and product sales Cost of revenue for solar energy systems and non-lead generation product sales consist of direct and indirect material and labor costs for solar energy systems installations and product sales. Also included are engineering and design costs, estimated warranty costs, freight costs, allocated corporate overhead costs, vehicle depreciation costs and personnel costs associated with supply chain, logistics, operations management, safety and quality control. Cost of revenue for lead generations consists of costs related to direct-response advertising activities associated with generating customer leads. |
Recently Issued and Adopted Accounting Standards | Recently Issued and Adopted Accounting Standards Accounting standards adopted January 1, 2019: In February 2018, the FASB issued Accounting Standards Update ("ASU") No. 2018-02, Income Statement -- Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which allows companies to reclassify stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The Company adopted ASU No. 2018-02 effective January 1, 2019, which resulted in an adjustment of $0.7 million for the reclassification, as reflected in its consolidated statement of redeemable noncontrolling interests and equity. The Company uses the aggregate portfolio approach when reclassifying stranded tax effects from accumulated other comprehensive income. In June 2018, the FASB issued ASU No. 2018-07, Compensation -- Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting , which aligns the accounting for share-based payment awards issued to employees and nonemployees; however, this amendment does not apply to instruments issued in a financing transaction nor to equity instruments granted to a customer under a contract in the scope of ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). Under this new amendment, equity-classified nonemployee share-based payments are measured at the grant-date fair value and recognized based on the probable outcome of the performance conditions. The Company adopted ASU No. 2018-07 effective January 1, 2019, and there was no material impact to its consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements . This amendment makes changes to a variety of topics to clarify, correct errors in, or make minor improvements to the Accounting Standards Codification. The Company adopted ASU No. 2018-09 effective January 1, 2019, and there was no material impact to its consolidated financial statements. In August 2018, the SEC adopted a Disclosure Update and Simplification release, which outlines Regulation S-X amendments to eliminate outdated or duplicative disclosure requirements. The final rule also amends the interim financial statement requirements to require a reconciliation of changes in stockholders’ equity in the notes or as a separate statement. These amendments are effective for all filings made 30 days after the amendments are published in the Federal Register, which was on October 4, 2018. The SEC announced that it would not object if the first presentation of the changes in stockholders’ equity for a calendar year end filer were made in the Company’s March 31, 2019 Form 10-Q. Effective with the interim report on Form 10-Q for the quarter ended March 31, 2019, the Company is now presenting consolidated statements of redeemable noncontrolling interests and equity. Accounting standards to be adopted: In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments , which replaces the current incurred loss impairment methodology with a current expected credit losses model. The amendment applies to entities which hold financial assets and net investment in leases that are not accounted for at fair value through net income as well as loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. This ASU is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption is permitted. Adoption of this ASU is applied using a modified retrospective approach, with certain aspects requiring a prospective approach. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework--Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements as part of its disclosure framework project. Under this amendment, entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. However, for Level 3 fair value measurements, disclosures around the range and weighted average used to develop significant unobservable inputs will be required. This ASU is effective for fiscal periods beginning after December 15, 2019. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements and disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles--Goodwill and Other--Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Topic 350, Intangibles--Goodwill and Other , to determine which implementation costs to capitalize as assets or expense as incurred. This ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019, and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements. In October 2018, the FASB issued ASU No. 2018-17, Consolidation (Topic 810) , Targeted Improvements to Related Party Guidance for Variable Interest Entities, which aligns the evaluation of decision-making fees under the variable interest entity guidance. Under this new guidance, in order to determine whether decision-making fees represent a variable interest, an entity considers indirect interests held through related parties under common control on a proportionate basis. This ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019, and must be applied retrospectively with a cumulative-effect adjustment to retained earnings at the beginning of the earliest period presented. The Company is currently evaluating this guidance and the impact it may have on the Company's consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of revenue from external customers | Revenue from external customers for each group of similar products and services is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Customer agreements $ 85,277 $ 66,658 $ 163,805 $ 128,307 Incentives 7,162 24,947 28,484 30,288 Customer agreements and incentives 92,439 91,605 192,289 158,595 Solar energy systems 66,569 40,734 125,005 74,732 Products 45,587 38,199 81,805 81,574 Solar energy systems and product sales 112,156 78,933 206,810 156,306 Total revenue $ 204,595 $ 170,538 $ 399,099 $ 314,901 |
Cash and restricted cash | Cash and restricted cash consist of the following (in thousands): Six Months Ended June 30, 2019 2018 Beginning of period: Cash $ 226,625 $ 202,525 Restricted cash, current and long-term 77,774 39,265 Total $ 304,399 $ 241,790 End of period: Cash $ 299,537 $ 215,706 Restricted cash, current and long-term 54,330 54,697 Total $ 353,867 $ 270,403 |
Cash and restricted cash | Cash and restricted cash consist of the following (in thousands): Six Months Ended June 30, 2019 2018 Beginning of period: Cash $ 226,625 $ 202,525 Restricted cash, current and long-term 77,774 39,265 Total $ 304,399 $ 241,790 End of period: Cash $ 299,537 $ 215,706 Restricted cash, current and long-term 54,330 54,697 Total $ 353,867 $ 270,403 |
Accounts receivable, net | Accounts receivable, net, consists of the following (in thousands): June 30, 2019 December 31, 2018 Customer receivables $ 77,074 $ 64,180 Other receivables 1,451 1,466 Rebates receivable 1,948 3,017 Allowance for doubtful accounts (2,627 ) (2,228 ) Total $ 77,846 $ 66,435 |
Deferred revenue | The opening balance of deferred revenue was $564.9 million as of December 31, 2017 . Deferred revenue consists of the following (in thousands): June 30, 2019 December 31, 2018 Under Customer Agreements: Payments received $ 552,227 $ 538,926 Financing component balance 41,341 37,801 593,568 576,727 Under SREC contracts: Payments received 107,279 12,977 Financing component balance 2,584 1,921 109,863 14,898 Total $ 703,431 $ 591,625 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of carrying values and fair values of debt instruments | The carrying values and fair values of debt instruments are as follows (in thousands): June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Bank line of credit $ 239,035 $ 239,035 $ 247,000 $ 247,000 Senior debt 818,804 819,026 828,517 828,309 Subordinated debt 315,913 327,749 273,337 272,937 Securitization debt 589,430 621,137 400,068 394,756 Total $ 1,963,182 $ 2,006,947 $ 1,748,922 $ 1,743,002 |
Schedule of fair value, financial instruments measured on recurring basis | At June 30, 2019 and December 31, 2018 , financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy, are as follows (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Derivative assets: Interest rate swaps $ — $ 111 $ — $ 111 Total $ — $ 111 $ — $ 111 Derivative liabilities: Interest rate swaps $ — $ 56,590 $ — $ 56,590 Total $ — $ 56,590 $ — $ 56,590 December 31, 2018 Level 1 Level 2 Level 3 Total Derivative assets: Interest rate swaps $ — $ 6,958 $ — $ 6,958 Total $ — $ 6,958 $ — $ 6,958 Derivative liabilities: Interest rate swaps $ — $ 11,910 $ — $ 11,910 Total $ — $ 11,910 $ — $ 11,910 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consist of the following (in thousands): June 30, 2019 December 31, 2018 Raw materials $ 79,224 $ 64,256 Work-in-process 10,605 15,211 Total $ 89,829 $ 79,467 |
Solar Energy Systems, net (Tabl
Solar Energy Systems, net (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar energy systems, net | Solar energy systems, net consists of the following (in thousands): June 30, 2019 December 31, 2018 Solar energy system equipment costs $ 4,177,481 $ 3,823,853 Inverters 433,730 396,054 Total solar energy systems 4,611,211 4,219,907 Accumulated depreciation and amortization (615,316 ) (535,891 ) Construction-in-progress 153,988 136,001 Total solar energy systems, net $ 4,149,883 $ 3,820,017 |
Other Assets (Tables)
Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of other assets | Other assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Costs to obtain contracts- customer agreements $ 246,434 $ 219,307 Costs to obtain contracts- incentives 2,481 — Accumulated amortization of costs to obtain contracts (30,511 ) (24,992 ) Unbilled receivables 100,594 81,703 Operating lease right-of-use assets 35,940 20,257 Other assets 25,981 39,410 Total $ 380,919 $ 335,685 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued expenses and other liabilities | Accrued expenses and other liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Accrued employee compensation $ 33,770 $ 39,738 Operating lease obligations 10,072 7,857 Accrued interest 13,927 8,436 Accrued professional fees 9,993 9,199 Other accrued expenses 36,566 33,406 Total $ 104,328 $ 98,636 |
Indebtedness (Tables)
Indebtedness (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt | As of June 30, 2019 , debt consisted of the following (in thousands, except percentages): Carrying Values, net of debt discount Unused Borrowing Capacity Interest Rate (1) Maturity Date Current Long Term Total Recourse debt: Bank line of credit $ 239,035 $ — $ 239,035 $ — 5.72% - 5.83% April 2020 Total recourse debt 239,035 — 239,035 — Non-recourse debt: Senior 5,043 813,761 818,804 16,000 4.50% - 5.08% April 2022 - October 2024 Subordinated 5,604 310,309 315,913 — 7.03% - 10.00% March 2023 - July 2030 Securitization Class A 24,033 555,962 579,995 — 3.98% - 5.31% July 2024 - June 2054 Securitization Class B 478 8,957 9,435 — 5.38% July 2024 Total non-recourse debt 35,158 1,688,989 1,724,147 16,000 Total debt $ 274,193 $ 1,688,989 $ 1,963,182 $ 16,000 (1) Reflects contractual, unhedged rates. See Note 9 , Derivatives for hedge rates. As of December 31, 2018 , debt consisted of the following (in thousands, except percentages): Carrying Values, net of debt discount Unused Borrowing Capacity Interest Rate (1) Maturity Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 247,000 $ 247,000 $ 406 5.45% - 5.77% April 2020 Total recourse debt — 247,000 247,000 406 Non-recourse debt: Senior 19,070 809,447 828,517 — 4.50% - 5.54% September 2020 - October 2024 Subordinated 5,824 267,513 273,337 — 7.03% - 10.00% September 2020 - January 2030 Securitization Class A 10,125 380,299 390,424 — 4.40% - 5.31% July 2024 - April 2049 Securitization Class B 465 9,179 9,644 — 5.38% July 2024 Total non-recourse debt 35,484 1,466,438 1,501,922 — Total debt $ 35,484 $ 1,713,438 $ 1,748,922 $ 406 (1) Reflects contractual, unhedged rates. See Note 9 , Derivatives for hedge rates. |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Offsetting assets | As of June 30, 2019 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 111 $ — $ 111 Liabilities: Derivatives (56,590 ) — (56,590 ) Total $ (56,479 ) $ — $ (56,479 ) As of December 31, 2018 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 6,958 $ (1,605 ) $ 5,353 Liabilities: Derivatives (11,910 ) 1,605 (10,305 ) Total $ (4,952 ) $ — $ (4,952 ) |
Offsetting liabilities | As of June 30, 2019 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 111 $ — $ 111 Liabilities: Derivatives (56,590 ) — (56,590 ) Total $ (56,479 ) $ — $ (56,479 ) As of December 31, 2018 the information related to these offsetting arrangements were as follows (in thousands): Instrument Description Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Assets / Liabilities Included in the Consolidated Balance Sheet Assets: Derivatives $ 6,958 $ (1,605 ) $ 5,353 Liabilities: Derivatives (11,910 ) 1,605 (10,305 ) Total $ (4,952 ) $ — $ (4,952 ) |
Summary of derivative instruments classified as derivative assets | At June 30, 2019 , the Company had the following derivative instruments (dollars in thousands): Type Quantity Effective Dates Maturity Dates Hedge Interest Rates Notional Amount Adjusted Net Fair Market Value Interest rate swap 1 4/29/2016 8/31/2022 1.27% - 1.29% $ 12,659 $ 111 Interest rate swaps 8 7/31/2017 - 1/31/2018 4/30/2024 - 10/20/2024 2.16% - 2.39% 282,140 (6,913 ) Interest rate swaps 3 4/30/2021 10/30/2026 - 10/31/2026 2.89% - 3.08% 102,720 (6,117 ) Interest rate swaps 2 10/31/2019 4/30/2027 1.89% - 1.90% 19,680 (119 ) Interest rate swaps 4 1/31/2018 - 1/31/2020 4/30/2034 - 10/31/2034 2.62% - 2.78% 244,091 (17,100 ) Interest rate swaps 8 7/31/2017 - 10/18/2024 4/30/2035 - 10/31/2035 2.56% - 2.95% 275,989 (10,117 ) Interest rate swap 1 10/18/2024 10/31/2036 2.62% - 2.95% 14,656 (538 ) Interest rate swaps 3 1/31/2019 - 4/30/2021 4/30/2037 3.28% - 3.30% 100,000 (10,879 ) Interest rate swaps 3 10/30/2026 - 10/31/2026 1/31/2038 3.01% - 3.16% 101,135 (4,807 ) Total $ 1,153,070 $ (56,479 ) |
VIE Arrangements (Tables)
VIE Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Carrying amounts and classification of the VIEs' assets and liabilities included in the consolidated balance sheets | The carrying amounts and classification of the VIEs’ assets and liabilities included in the consolidated balance sheets are as follows (in thousands): June 30, 2019 December 31, 2018 Assets Current assets Cash $ 167,194 $ 105,494 Restricted cash 681 2,071 Accounts receivable, net 19,762 18,539 Prepaid expenses and other current assets 387 387 Total current assets 188,024 126,491 Solar energy systems, net 2,901,211 2,712,377 Other assets 74,600 66,427 Total assets $ 3,163,835 $ 2,905,295 Liabilities Current liabilities Accounts payable $ 8,512 $ 12,136 Distributions payable to noncontrolling interests and redeemable noncontrolling interests 16,257 15,797 Accrued expenses and other liabilities 7,742 7,122 Deferred revenue, current portion 34,508 29,102 Deferred grants, current portion 1,014 982 Non-recourse debt, current portion 4,440 4,217 Total current liabilities 72,473 69,356 Deferred revenue, net of current portion 409,633 367,818 Deferred grants, net of current portion 27,665 28,247 Non-recourse debt, net of current portion 183,648 186,494 Other liabilities 17,493 8,843 Total liabilities $ 710,912 $ 660,758 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option activity | The following table summarizes the activity for all stock options under all of the Company’s equity incentive plans for the six months ended June 30, 2019 (shares and aggregate intrinsic value in thousands): Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2018 13,590 $ 6.07 6.63 $ 66,462 Granted 1,135 14.67 Exercised (2,781 ) 5.49 Cancelled (439 ) 7.35 Outstanding at June 30, 2019 11,505 $ 7.01 6.86 $ 135,174 Options vested and exercisable at June 30, 2019 7,085 $ 6.12 5.91 $ 89,540 |
Summary of activity for all restricted stock units (RSUs) | The following table summarizes the activity for all restricted stock units (“RSUs”) under all of the Company’s equity incentive plans for the six months ended June 30, 2019 (shares in thousands): Number of Awards Weighted Average Grant Date Fair Value Unvested balance at December 31, 2018 4,182 $ 7.05 Granted 1,788 14.68 Issued (683 ) 6.78 Cancelled / forfeited (797 ) 7.59 Unvested balance at June 30, 2019 4,490 $ 10.03 |
Summary of stock-based compensation expense | The Company recognized stock-based compensation expense, including ESPP expenses, in the consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of customer agreements and incentives $ 624 $ 667 $ 1,255 $ 1,279 Cost of solar energy systems and product sales 190 186 358 357 Sales and marketing 1,303 834 2,431 4,984 Research and development 408 311 744 605 General and administration 4,258 3,549 7,778 9,017 Total $ 6,783 $ 5,547 $ 12,566 $ 16,242 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease expense and other information related to leases | The components of lease expense were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Finance lease cost: Amortization of right-of-use assets $ 3,748 $ 2,723 $ 7,232 $ 5,357 Interest on lease liabilities 433 128 672 247 Operating lease cost 3,620 2,505 6,499 5,134 Short-term lease cost 621 154 1,145 355 Variable lease cost 1,019 730 1,896 1,507 Sublease income (193 ) (119 ) (349 ) (225 ) Total lease cost $ 9,248 $ 6,121 $ 17,095 $ 12,375 Other information related to leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 2,968 $ 2,655 $ 5,535 $ 5,255 Operating cash flows from finance leases 238 95 439 204 Financing cash flows from finance leases 3,440 1,968 6,445 4,081 Right-of-use assets obtained in exchange for lease obligations: Operating leases (245 ) (1,026 ) 20,150 91 Finance leases 9,371 4,043 12,937 4,142 Weighted average remaining lease term (years): Operating leases 5.3 3.7 5.3 3.7 Finance leases 3.1 2.2 3.1 2.2 Weighted average discount rate: Operating leases 5.2 % 4.1 % 5.2 % 4.1 % Finance leases 4.2 % 3.7 % 4.2 % 3.7 % |
Future minimum lease payments under non-cancellable leases | Future minimum lease payments under non-cancellable leases as of June 30, 2019 were as follows (in thousands): Operating Leases Sublease Income Net Operating Leases Finance Leases 2019 $ 11,953 $ 781 $ 11,172 $ 11,912 2020 11,739 757 10,982 7,541 2021 10,327 276 10,051 5,063 2022 8,920 — 8,920 2,250 2023 7,321 — 7,321 60 Thereafter 9,737 — 9,737 21 Total future lease payments 59,997 1,814 58,183 26,847 Less: Amount representing interest 5,693 — 5,693 1,278 Present value of future payments 54,304 1,814 52,490 25,569 Less: Short term leases not recorded as a liability 11,386 — 11,386 — Less: Tenant incentives 204 — 204 — Revised Present value of future payments 42,714 1,814 40,900 25,569 Less: Current portion 10,072 — 10,072 11,206 Long-term portion $ 32,642 $ 1,814 $ 30,828 $ 14,363 |
Future minimum lease payments under non-cancellable leases | Future minimum lease payments under non-cancellable leases as of June 30, 2019 were as follows (in thousands): Operating Leases Sublease Income Net Operating Leases Finance Leases 2019 $ 11,953 $ 781 $ 11,172 $ 11,912 2020 11,739 757 10,982 7,541 2021 10,327 276 10,051 5,063 2022 8,920 — 8,920 2,250 2023 7,321 — 7,321 60 Thereafter 9,737 — 9,737 21 Total future lease payments 59,997 1,814 58,183 26,847 Less: Amount representing interest 5,693 — 5,693 1,278 Present value of future payments 54,304 1,814 52,490 25,569 Less: Short term leases not recorded as a liability 11,386 — 11,386 — Less: Tenant incentives 204 — 204 — Revised Present value of future payments 42,714 1,814 40,900 25,569 Less: Current portion 10,072 — 10,072 11,206 Long-term portion $ 32,642 $ 1,814 $ 30,828 $ 14,363 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income (loss) per share | The computation of the Company’s basic and diluted net (loss) income per share is as follows (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net (loss) income attributable to common stockholders $ (1,293 ) $ 7,409 $ (15,155 ) $ 35,441 Denominator: Weighted average shares used to compute net (loss) income per share attributable to common stockholders, basic 115,765 109,559 114,843 108,510 Weighted average effect of potentially dilutive shares to purchase common stock — 7,508 — 5,420 Weighted average shares used to compute net (loss) income per share attributable to common stockholders, diluted 115,765 117,067 114,843 113,930 Net (loss) income per share attributable to common stockholders Basic $ (0.01 ) $ 0.07 $ (0.13 ) $ 0.33 Diluted $ (0.01 ) $ 0.06 $ (0.13 ) $ 0.31 |
Schedule of shares excluded from computation of diluted net income per share | The following shares were excluded from the computation of diluted net (loss) income per share as the impact of including those shares would be anti-dilutive (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Warrants — 1,251 — 1,251 Outstanding stock options 1,512 2,188 1,413 6,052 Unvested restricted stock units 352 334 916 1,057 Total 1,864 3,773 2,329 8,360 |
Organization (Details)
Organization (Details) | 6 Months Ended |
Jun. 30, 2019InvestmentFund | |
Operating Leased Assets [Line Items] | |
Power purchase or lease agreement term | 22 years |
Number of types of investment funds used by the company | 3 |
Minimum | |
Operating Leased Assets [Line Items] | |
Power purchase or lease agreement term | 20 years |
Maximum | |
Operating Leased Assets [Line Items] | |
Power purchase or lease agreement term | 25 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)BusinessActivitySegment | Jun. 30, 2018USD ($) | Jan. 01, 2019USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Number of operating segments | Segment | 1 | ||||
Number of business activities | BusinessActivity | 1 | ||||
Deferred revenue, revenue recognized | $ 15,500 | $ 13,000 | $ 29,500 | $ 25,800 | |
Contracted but not yet recognized | $ 5,900,000 | $ 5,900,000 | |||
Revenue expected to recognize over next twelve months, percent | 6.00% | ||||
Revenue recognized, term, existing deferred revenue | 10 years | ||||
Deferred revenue, increase (decrease) | $ 112,195 | $ 15,190 | |||
Customer agreement, initial term | 22 years | 22 years | |||
Customer Agreements, initial set up, discount percent | 10.00% | ||||
Cumulative effect of adoption | $ 0 | ||||
Retained Earnings (Accumulated Deficit) | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Cumulative effect of adoption | 740 | ||||
Retained Earnings (Accumulated Deficit) | Accounting Standards Update 2018-02 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Cumulative effect of adoption | $ 700 | ||||
Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Customer agreement, initial term | 25 years | 25 years | |||
Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Customer agreement, initial term | 20 years | 20 years | |||
Under SREC contracts | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred revenue, increase (decrease) | $ 95,500 | ||||
Under SREC contracts | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Customer agreement, initial term | 15 years | 15 years | |||
Under SREC contracts | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Customer agreement, initial term | 10 years | 10 years | |||
Solar energy systems | Under Customer Agreements | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Average age | 4 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Revenues from External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue, Major Customer [Line Items] | ||||
Total Revenue | $ 204,595 | $ 170,538 | $ 399,099 | $ 314,901 |
Customer agreements and incentives | ||||
Revenue, Major Customer [Line Items] | ||||
Customer agreements and incentives | 92,439 | 91,605 | 192,289 | 158,595 |
Customer agreements | ||||
Revenue, Major Customer [Line Items] | ||||
Customer agreements and incentives | 85,277 | 66,658 | 163,805 | 128,307 |
Incentives | ||||
Revenue, Major Customer [Line Items] | ||||
Customer agreements and incentives | 7,162 | 24,947 | 28,484 | 30,288 |
Solar energy systems and product sales | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue | 112,156 | 78,933 | 206,810 | 156,306 |
Solar energy systems | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue | 66,569 | 40,734 | 125,005 | 74,732 |
Products | ||||
Revenue, Major Customer [Line Items] | ||||
Total Revenue | $ 45,587 | $ 38,199 | $ 81,805 | $ 81,574 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Cash and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Restricted Cash and Cash Equivalents [Abstract] | |||
Beginning of period, cash | $ 226,625 | $ 215,706 | $ 202,525 |
Beginning of period, restricted cash, current and long-term | 77,774 | 54,697 | 39,265 |
Cash and restricted cash, beginning of period | 304,399 | 270,403 | 241,790 |
End of period, cash | 299,537 | 226,625 | 215,706 |
End of period, restricted cash, current and long-term | 54,330 | 77,774 | 54,697 |
Cash and restricted cash, end of period | $ 353,867 | $ 304,399 | $ 270,403 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts Receivable, Net, Current [Abstract] | |||
Customer receivables | $ 77,074 | $ 64,180 | $ 60,400 |
Other receivables | 1,451 | 1,466 | |
Rebates receivable | 1,948 | 3,017 | |
Allowance for doubtful accounts | (2,627) | (2,228) | |
Total | $ 77,846 | $ 66,435 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Deferred Revenue (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | $ 703,431 | $ 591,625 | $ 564,900 |
Customer agreements | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 593,568 | 576,727 | |
Customer agreements | Payments received | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 552,227 | 538,926 | |
Customer agreements | Financing component balance | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 41,341 | 37,801 | |
SREC contracts | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 109,863 | 14,898 | |
SREC contracts | Payments received | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 107,279 | 12,977 | |
SREC contracts | Financing component balance | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | $ 2,584 | $ 1,921 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Carrying Values and Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | $ 1,963,182 | $ 1,748,922 |
Carrying Value | Bank line of credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 239,035 | 247,000 |
Carrying Value | Senior debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 818,804 | 828,517 |
Carrying Value | Subordinated debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 315,913 | 273,337 |
Carrying Value | Securitization debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 589,430 | 400,068 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 2,006,947 | 1,743,002 |
Fair Value | Bank line of credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 239,035 | 247,000 |
Fair Value | Senior debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 819,026 | 828,309 |
Fair Value | Subordinated debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 327,749 | 272,937 |
Fair Value | Securitization debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | $ 621,137 | $ 394,756 |
Fair Value Measurement - Sche_2
Fair Value Measurement - Schedule of Fair Value, Financial Instruments Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 111 | $ 5,353 |
Derivative liabilities | 56,590 | 10,305 |
Fair value, measurements, recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 111 | 6,958 |
Derivative liabilities | 56,590 | 11,910 |
Fair value, measurements, recurring | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 111 | 6,958 |
Derivative liabilities | 56,590 | 11,910 |
Fair value, measurements, recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Fair value, measurements, recurring | Level 1 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Fair value, measurements, recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 111 | 6,958 |
Derivative liabilities | 56,590 | 11,910 |
Fair value, measurements, recurring | Level 2 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 111 | 6,958 |
Derivative liabilities | 56,590 | 11,910 |
Fair value, measurements, recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Fair value, measurements, recurring | Level 3 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Derivative liabilities | $ 0 | $ 0 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 79,224 | $ 64,256 |
Work-in-process | 10,605 | 15,211 |
Total | $ 89,829 | $ 79,467 |
Solar Energy Systems, net - Sch
Solar Energy Systems, net - Schedule (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property Subject to or Available for Operating Lease [Line Items] | ||
Total solar energy systems, net | $ 50,419 | $ 34,893 |
Solar energy systems | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems | 4,611,211 | 4,219,907 |
Accumulated depreciation and amortization | (615,316) | (535,891) |
Construction-in-progress | 153,988 | 136,001 |
Total solar energy systems, net | 4,149,883 | 3,820,017 |
Solar energy system equipment costs | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems | 4,177,481 | 3,823,853 |
Inverters | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems | $ 433,730 | $ 396,054 |
Solar Energy Systems, net - Nar
Solar Energy Systems, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Solar Energy Systems Disclosure [Abstract] | ||||
Depreciation expense | $ 41 | $ 33.9 | $ 80.4 | $ 66.2 |
Amortization of deferred grants | $ 2 | $ 1.9 | $ 4 | $ 3.8 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Other Assets [Line Items] | |||||
Accumulated amortization of costs to obtain contracts | $ (30,511) | $ (30,511) | $ (24,992) | ||
Unbilled receivables | 100,594 | 100,594 | 81,703 | ||
Operating lease right-of-use assets | 35,940 | 35,940 | 20,257 | ||
Other assets | 25,981 | 25,981 | 39,410 | ||
Other assets, total | 380,919 | 380,919 | 335,685 | ||
Amortization cost | 2,900 | $ 2,100 | 5,500 | $ 4,000 | |
Customer agreements | |||||
Other Assets [Line Items] | |||||
Costs to obtain contracts- customer agreements | 246,434 | 246,434 | 219,307 | ||
Incentives | |||||
Other Assets [Line Items] | |||||
Costs to obtain contracts- customer agreements | $ 2,481 | $ 2,481 | $ 0 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Accrued employee compensation | $ 33,770 | $ 39,738 |
Operating lease obligations | 10,072 | 7,857 |
Accrued interest | 13,927 | 8,436 |
Accrued professional fees | 9,993 | 9,199 |
Other accrued expenses | 36,566 | 33,406 |
Total | $ 104,328 | $ 98,636 |
Indebtedness - Schedule of Debt
Indebtedness - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Long term debt, current | $ 274,193 | $ 35,484 |
Long term debt, noncurrent | 1,688,989 | 1,713,438 |
Long term debt | 1,963,182 | 1,748,922 |
Unused borrowing capacity | 16,000 | 406 |
Recourse debt | ||
Debt Instrument [Line Items] | ||
Long term debt, current | 239,035 | 0 |
Long term debt, noncurrent | 0 | 247,000 |
Long term debt | 239,035 | 247,000 |
Unused borrowing capacity | 0 | 406 |
Recourse debt | Bank line of credit | ||
Debt Instrument [Line Items] | ||
Long term debt, current | 239,035 | 0 |
Long term debt, noncurrent | 0 | 247,000 |
Long term debt | 239,035 | 247,000 |
Unused borrowing capacity | $ 0 | $ 406 |
Recourse debt | Bank line of credit | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.72% | 5.45% |
Recourse debt | Bank line of credit | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.83% | 5.77% |
Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Long term debt, current | $ 35,158 | $ 35,484 |
Long term debt, noncurrent | 1,688,989 | 1,466,438 |
Long term debt | 1,724,147 | 1,501,922 |
Unused borrowing capacity | 16,000 | 0 |
Non-recourse debt | Senior | ||
Debt Instrument [Line Items] | ||
Long term debt, current | 5,043 | 19,070 |
Long term debt, noncurrent | 813,761 | 809,447 |
Long term debt | 818,804 | 828,517 |
Unused borrowing capacity | $ 16,000 | $ 0 |
Non-recourse debt | Senior | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.50% | 4.50% |
Non-recourse debt | Senior | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.08% | 5.54% |
Non-recourse debt | Subordinated | ||
Debt Instrument [Line Items] | ||
Long term debt, current | $ 5,604 | $ 5,824 |
Long term debt, noncurrent | 310,309 | 267,513 |
Long term debt | 315,913 | 273,337 |
Unused borrowing capacity | $ 0 | $ 0 |
Non-recourse debt | Subordinated | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 7.03% | 7.03% |
Non-recourse debt | Subordinated | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 10.00% | 10.00% |
Non-recourse debt | Securitization Class A | ||
Debt Instrument [Line Items] | ||
Long term debt, current | $ 24,033 | $ 10,125 |
Long term debt, noncurrent | 555,962 | 380,299 |
Long term debt | 579,995 | 390,424 |
Unused borrowing capacity | $ 0 | $ 0 |
Non-recourse debt | Securitization Class A | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.98% | 4.40% |
Non-recourse debt | Securitization Class A | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.31% | 5.31% |
Non-recourse debt | Securitization Class B | ||
Debt Instrument [Line Items] | ||
Long term debt, current | $ 478 | $ 465 |
Long term debt, noncurrent | 8,957 | 9,179 |
Long term debt | 9,435 | 9,644 |
Unused borrowing capacity | $ 0 | $ 0 |
Interest rate | 5.38% | 5.38% |
Indebtedness - Narrative (Detai
Indebtedness - Narrative (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 1,963,182,000 | $ 1,748,922,000 |
Recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | 239,035,000 | 247,000,000 |
Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 1,724,147,000 | 1,501,922,000 |
Non-recourse debt | London Interbank Offered Rate (LIBOR) | Line of credit | Aggregation facility, March 2023 | ||
Debt Instrument [Line Items] | ||
Facility available period | 3 years | |
Facility available period, increase | 2 years | |
Bank line of credit | Recourse debt | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 250,000,000 | |
Minimum unencumbered liquid assets to be maintained | 25,000,000 | |
Debt covenant, liability maintenance | $ 30,000,000 | |
Interest coverage ratio | 300.00% | |
Loan outstanding balance | $ 239,035,000 | $ 247,000,000 |
Bank line of credit | Recourse debt | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.72% | 5.45% |
Bank line of credit | Recourse debt | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.83% | 5.77% |
Bank line of credit | Recourse debt | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 3.25% | |
Bank line of credit | Recourse debt | Base Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Bank line of credit | Recourse debt | Federal Funds Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Bank line of credit | Recourse debt | LIBOR Floor Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.00% | |
Term Loan Due in October 2024 | Non-recourse debt | Senior secured revolving letter of credit facility | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 321,500,000 | |
Loan outstanding balance | 280,500,000 | |
Term Loan Due in October 2024 | Non-recourse debt | Term Loan | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | 309,000,000 | |
Term Loan Due in October 2024 | Non-recourse debt | Revolving debt | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 12,500,000 | |
Term Loan A | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.125% | |
Term Loan A | Non-recourse debt | Base Rate | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.125% | |
Term Loan B | Non-recourse debt | Aggregation facility, October 2024 | Minimum | ||
Debt Instrument [Line Items] | ||
Term loan prepayment penalty, percent | 0.00% | |
Term Loan B | Non-recourse debt | Aggregation facility, October 2024 | Maximum | ||
Debt Instrument [Line Items] | ||
Term loan prepayment penalty, percent | 5.00% | |
Term Loan B, Class A | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 7.03% | |
Term Loan B, Class B | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 5.00% | |
Basis spread on Federal Funds Rate | 1.00% | |
Term Loan B, Class B | Non-recourse debt | Base Rate | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 4.00% | |
Term Loan B, Class B | Non-recourse debt | Federal Funds Rate | Aggregation facility, October 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Term Loan due in April 2024 | Non-recourse debt | Senior secured revolving letter of credit facility | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 202,000,000 | |
Loan outstanding balance | 183,400,000 | |
Term Loan due in April 2024 | Non-recourse debt | Revolving debt | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | 7,000,000 | |
Term Loan due in April 2024 | Non-recourse debt | Delayed draw term loan | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 195,000,000 | |
Term Loan due in April 2024 | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Facility available period | 4 years | |
Term Loan due in April 2024 | Non-recourse debt | Base Rate | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.25% | |
Term Loan due in April 2024 | Non-recourse debt | Federal Funds Rate | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Term Loan due in April 2024 | Non-recourse debt | LIBOR Floor Rate | Aggregation facility, April 2024 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.00% | |
Term Loan due in March 2023 | Non-recourse debt | Aggregation facility, March 2023 | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 455,700,000 | |
Term Loan due in March 2023 | Non-recourse debt | Line of credit | Aggregation facility, March 2023 | ||
Debt Instrument [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 595,000,000 | |
Term Loan due in March 2023 | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Line of credit | Aggregation facility, March 2023 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.50% | |
Debt instrument basis spread on variable rate, periodic increase | 2.75% | |
Subordinated debt | Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 315,913,000 | $ 273,337,000 |
Subordinated debt | Non-recourse debt | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 7.03% | 7.03% |
Subordinated debt | Non-recourse debt | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 10.00% | 10.00% |
Subordinated debt | Non-recourse debt | Aggregation facility, March 2023 | Minimum | ||
Debt Instrument [Line Items] | ||
Term loan prepayment penalty, percent | 0.00% | |
Subordinated debt | Non-recourse debt | Aggregation facility, March 2023 | Maximum | ||
Debt Instrument [Line Items] | ||
Term loan prepayment penalty, percent | 1.00% | |
Subordinated debt | Non-recourse debt | London Interbank Offered Rate (LIBOR) | Aggregation facility, March 2023 | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 5.00% | |
Facility available period | 3 years | |
Debt instrument basis spread on variable rate, periodic increase | 6.50% | |
Bank Term Loan due April 2022 | Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 19,100,000 | |
Interest rate | 4.50% | |
Bank Term Loan due September 2022 | Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Loan outstanding balance | $ 15,400,000 | |
Bank Term Loan due January 2030 | Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 118,300,000 | |
Interest rate | 10.00% | |
Bank Term Loan due July 2030 | Non-recourse debt | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 62,300,000 | |
Interest rate, spread on stated percentage | 6.75% | |
Bank Term Loan due July 2030 | Non-recourse debt | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.00% | |
Bank Term Loan due July 2030 | Non-recourse debt | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.25% | |
Securitization loans | Non-recourse debt | Subsidiary one | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 87,700,000 | |
Secured borrowings assets carrying amount | $ 160,900,000 | $ 164,700,000 |
Debt Instrument Discount Rate | 0.08% | |
Securitization loans | Non-recourse debt | Subsidiary two | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 302,700,000 | |
Debt Instrument Discount Rate | 1.47% | |
Securitization loans | Non-recourse debt | Subsidiary three | ||
Debt Instrument [Line Items] | ||
Loan outstanding balance | $ 199,000,000 | |
Debt Instrument Discount Rate | 0.01% |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019USD ($)derivative_instrument | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)derivative_instrument | Jun. 30, 2018USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Net (loss) gain on derivatives, tax | $ 9.8 | $ (1.9) | $ 15.9 | $ (7.1) |
Derivatives, Fair Value [Line Items] | ||||
Derivative, undesignated, number of instruments held | derivative_instrument | 0 | 0 | ||
Interest rate swaps | ||||
Derivatives, Fair Value [Line Items] | ||||
Additional amount to be classified as an increase to interest expense during next 12 months | $ 3.5 | $ 3.5 |
Derivatives - Offsetting Arrang
Derivatives - Offsetting Arrangements (Loss) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Derivative asset, fair market value | $ 111 | $ 6,958 |
Derivative asset, gross amounts offset | 0 | (1,605) |
Derivative Assets, net amounts of assets | 111 | 5,353 |
Liabilities: | ||
Derivative liability, gross amounts of liabilities | (56,590) | (11,910) |
Derivative liability, gross amounts offset | 0 | 1,605 |
Derivative liabilities, net amounts of liabilities | (56,590) | (10,305) |
Derivative, net, gross amounts of assets/liabilities | (56,479) | (4,952) |
Derivative assets, net amounts of assets/liabilities | $ (56,479) | $ (4,952) |
Derivatives - Summary of Deriva
Derivatives - Summary of Derivative Instruments (Details) $ in Thousands | Jun. 30, 2019USD ($)Instrument | Dec. 31, 2018USD ($) |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative asset, fair market value | $ 111 | $ 6,958 |
Interest rate swaps | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional Amount | 1,153,070 | |
Derivative asset, fair market value | $ (56,479) | |
Interest rate swaps | Interest rate swap, 8/31/2022 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 1 | |
Notional Amount | $ 12,659 | |
Derivative asset, fair market value | $ 111 | |
Interest rate swaps | Interest rate swap, 8/31/2022 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 1.27% | |
Interest rate swaps | Interest rate swap, 8/31/2022 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 1.29% | |
Interest rate swaps | Interest rate swap, 4/30/2014 - 10/20/2024 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 8 | |
Notional Amount | $ 282,140 | |
Derivative asset, fair market value | $ (6,913) | |
Interest rate swaps | Interest rate swap, 4/30/2014 - 10/20/2024 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.16% | |
Interest rate swaps | Interest rate swap, 4/30/2014 - 10/20/2024 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.39% | |
Interest rate swaps | Interest rate swap,10/30/2026 - 10/31/2026 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 3 | |
Notional Amount | $ 102,720 | |
Derivative asset, fair market value | $ (6,117) | |
Interest rate swaps | Interest rate swap,10/30/2026 - 10/31/2026 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.89% | |
Interest rate swaps | Interest rate swap,10/30/2026 - 10/31/2026 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 3.08% | |
Interest rate swaps | Interest rate swap, 4/30/2017 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 2 | |
Notional Amount | $ 19,680 | |
Derivative asset, fair market value | $ (119) | |
Interest rate swaps | Interest rate swap, 4/30/2017 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 1.89% | |
Interest rate swaps | Interest rate swap, 4/30/2017 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 1.90% | |
Interest rate swaps | Interest rate swap, 4/30/2034 - 10/31/2034 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 4 | |
Notional Amount | $ 244,091 | |
Derivative asset, fair market value | $ (17,100) | |
Interest rate swaps | Interest rate swap, 4/30/2034 - 10/31/2034 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.62% | |
Interest rate swaps | Interest rate swap, 4/30/2034 - 10/31/2034 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.78% | |
Interest rate swaps | Interest rate swap, 4/30/2035 - 10/31/2035 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 8 | |
Notional Amount | $ 275,989 | |
Derivative asset, fair market value | $ (10,117) | |
Interest rate swaps | Interest rate swap, 4/30/2035 - 10/31/2035 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.56% | |
Interest rate swaps | Interest rate swap, 4/30/2035 - 10/31/2035 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.95% | |
Interest rate swaps | Interest rate swap, 10/31/2036 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 1 | |
Notional Amount | $ 14,656 | |
Derivative asset, fair market value | $ (538) | |
Interest rate swaps | Interest rate swap, 10/31/2036 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.62% | |
Interest rate swaps | Interest rate swap, 10/31/2036 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 2.95% | |
Interest rate swaps | Interest rate swap, 4/30/2037 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 3 | |
Notional Amount | $ 100,000 | |
Derivative asset, fair market value | $ (10,879) | |
Interest rate swaps | Interest rate swap, 4/30/2037 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 3.28% | |
Interest rate swaps | Interest rate swap, 4/30/2037 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 3.30% | |
Interest rate swaps | Interest rate swap, 1/31/2038 | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 3 | |
Notional Amount | $ 101,135 | |
Derivative asset, fair market value | $ (4,807) | |
Interest rate swaps | Interest rate swap, 1/31/2038 | Minimum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 3.01% | |
Interest rate swaps | Interest rate swap, 1/31/2038 | Maximum | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedge interest rates | 3.16% |
Pass-through Financing Obliga_2
Pass-through Financing Obligations (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Property Subject to or Available for Operating Lease [Line Items] | ||
Customer agreement, initial term | 22 years | |
Minimum | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Customer agreement, initial term | 20 years | |
Maximum | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Customer agreement, initial term | 25 years | |
Solar energy systems under lease pass-through fund arrangements | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems, gross | $ 658.2 | $ 664.1 |
Depreciation on lease | 85.7 | $ 82.1 |
Extinguishment of financing obligation | 11.7 | |
Debt extinguishment expense | $ 4.4 | |
Solar energy systems under lease pass-through fund arrangements | Minimum | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems, initial term | 20 years | |
Solar energy systems under lease pass-through fund arrangements | Maximum | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Solar energy systems, initial term | 22 years |
VIE Arrangements - Carrying Amo
VIE Arrangements - Carrying Amounts and Classification of the VIEs' Assets and Liabilities Included in the Consolidated Balance Sheets (Details) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2019USD ($)InvestmentFundfund | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | ||
Current assets: | |||||
Cash | $ 299,537 | $ 215,706 | $ 226,625 | $ 202,525 | |
Restricted cash | 54,182 | 77,626 | |||
Accounts receivable, net | 77,846 | 66,435 | |||
Prepaid expenses and other current assets | 8,692 | 8,563 | |||
Total current assets | 530,086 | 461,413 | |||
Solar energy systems, net | 4,149,883 | 3,820,017 | |||
Other assets | 380,919 | 335,685 | |||
Total assets | [1] | 5,207,380 | 4,749,787 | ||
Current liabilities: | |||||
Accounts payable | 153,206 | 131,278 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 16,444 | 15,847 | |||
Accrued expenses and other liabilities | 104,328 | 98,636 | |||
Deferred revenue, current portion | 59,818 | 47,407 | |||
Deferred grants, current portion | 8,029 | 7,885 | |||
Non-recourse debt, current portion | 35,158 | 35,484 | |||
Total current liabilities | 637,890 | 372,191 | |||
Deferred revenue, net of current portion | 643,613 | 544,218 | |||
Deferred grants, net of current portion | 217,013 | 221,739 | |||
Non-recourse debt, net of current portion | 1,688,989 | 1,466,438 | |||
Other liabilities | 113,992 | 48,210 | |||
Total liabilities | [1] | $ 3,719,754 | 3,340,703 | ||
Number of pass-through Fund arrangements | InvestmentFund | 3 | ||||
Payments to acquire interest in VIEs | $ (4,600) | $ 0 | |||
Acquisition of Variable Interest Entity | 4,989 | ||||
Additional Paid-In Capital | |||||
Current liabilities: | |||||
Acquisition of Variable Interest Entity | (1,077) | ||||
Variable Interest Entities | |||||
Current assets: | |||||
Cash | 167,194 | 105,494 | |||
Restricted cash | 681 | 2,071 | |||
Accounts receivable, net | 19,762 | 18,539 | |||
Prepaid expenses and other current assets | 387 | 387 | |||
Total current assets | 188,024 | 126,491 | |||
Solar energy systems, net | 2,901,211 | 2,712,377 | |||
Other assets | 74,600 | 66,427 | |||
Total assets | 3,163,835 | 2,905,295 | |||
Current liabilities: | |||||
Accounts payable | 8,512 | 12,136 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 16,257 | 15,797 | |||
Accrued expenses and other liabilities | 7,742 | 7,122 | |||
Deferred revenue, current portion | 34,508 | 29,102 | |||
Deferred grants, current portion | 1,014 | 982 | |||
Non-recourse debt, current portion | 4,440 | 4,217 | |||
Total current liabilities | 72,473 | 69,356 | |||
Deferred revenue, net of current portion | 409,633 | 367,818 | |||
Deferred grants, net of current portion | 27,665 | 28,247 | |||
Non-recourse debt, net of current portion | 183,648 | 186,494 | |||
Other liabilities | 17,493 | 8,843 | |||
Total liabilities | $ 710,912 | $ 660,758 | |||
Number of pass-through Fund arrangements | fund | 6 | ||||
Payments to acquire interest in VIEs | $ (4,600) | ||||
Variable Interest Entities | Additional Paid-In Capital | |||||
Current liabilities: | |||||
Acquisition of Variable Interest Entity | $ 1,100 | ||||
[1] | The Company’s consolidated assets as of June 30, 2019 and December 31, 2018 include $3,163,835 and $2,905,295 , respectively, in assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, as of June 30, 2019 and December 31, 2018 of $2,901,211 and $2,712,377 , respectively; cash as of June 30, 2019 and December 31, 2018 of $167,194 and $105,494 , respectively; restricted cash as of June 30, 2019 and December 31, 2018 of $681 and $2,071 , respectively; accounts receivable, net as of June 30, 2019 and December 31, 2018 of $19,762 and $18,539 , respectively; prepaid expenses and other current assets as of June 30, 2019 and December 31, 2018 of $387 and $387 , respectively; and other assets as of June 30, 2019 and December 31, 2018 of $74,600 and $66,427 , respectively. The Company’s consolidated liabilities as of June 30, 2019 and December 31, 2018 include $710,912 and $660,758 , respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2019 and December 31, 2018 of $8,512 and $12,136 , respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2019 and December 31, 2018 of $16,257 and $15,797 , respectively; accrued expenses and other current liabilities as of June 30, 2019 and December 31, 2018 of $7,742 and $7,122 , respectively; deferred revenue as of June 30, 2019 and December 31, 2018 of $444,141 and $396,920 , respectively; deferred grants as of June 30, 2019 and December 31, 2018 of $28,679 and $29,229 , respectively; non-recourse debt as of June 30, 2019 and December 31, 2018 of $188,088 and $190,711 , respectively; and other liabilities as of June 30, 2019 and December 31, 2018 of $17,493 and $8,843 , respectively. |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests and Equity (Details) - fund | Jun. 30, 2019 | Dec. 31, 2018 |
Equity [Abstract] | ||
Number of funds, carrying value adjusted to redemption value | 9 | 6 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | |
Number of Options | ||
Outstanding, beginning balance (in shares) | shares | 13,590 | |
Granted (in shares) | shares | 1,135 | |
Exercised (in shares) | shares | (2,781) | |
Cancelled (in shares) | shares | (439) | |
Outstanding, ending balance (in shares) | shares | 11,505 | 13,590 |
Weighted Average Exercise Price | ||
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 6.07 | |
Granted (in dollars per share) | $ / shares | 14.67 | |
Exercised (in dollars per share) | $ / shares | 5.49 | |
Cancelled (in dollars per share) | $ / shares | 7.35 | |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 7.01 | $ 6.07 |
Weighted-average remaining contractual life, options outstanding | 6 years 10 months 9 days | 6 years 7 months 17 days |
Aggregate intrinsic value, options outstanding | $ | $ 135,174 | $ 66,462 |
Options vested and exercisable (in shares) | shares | 7,085 | |
Options vested and exercisable (in dollars per share) | $ / shares | $ 6.12 | |
Weighted-average remaining contractual life, options vested and exercisable | 5 years 10 months 28 days | |
Aggregate intrinsic value, options vested and exercisable | $ | $ 89,540 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Activity for All Restricted Stock Units ("RSUs") (Details) - Restricted Stock Units (RSUs) shares in Thousands | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Number of Awards | |
Unvested, beginning balance (in shares) | shares | 4,182 |
Granted (in shares) | shares | 1,788 |
Issued (in shares) | shares | (683) |
Cancelled / forfeited (in shares) | shares | (797) |
Unvested, ending balance (in shares) | shares | 4,490 |
Weighted Average Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 7.05 |
Granted (in dollars per share) | $ / shares | 14.68 |
Issued (in dollars per share) | $ / shares | 6.78 |
Cancelled / forfeited (in dollars per share) | $ / shares | 7.59 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 10.03 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | Nov. 07, 2018USD ($)solar_energy_system_install | Aug. 31, 2017USD ($)solar_energy_system_installvesting_increment$ / sharesshares | May 30, 2017USD ($)purchase_periodshares | Aug. 07, 2019shares |
Subsequent event | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Warrant, vested (in shares) | shares | 0 | |||
Warrants | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Warrant, term | 40 months | |||
Warrant, number purchased | shares | 11,793,355 | |||
Warrant, exercise price (in dollars per share) | $ / shares | $ 0.01 | |||
Warrant, vesting percentage | 50.05% | |||
Warrant, milestone one, solar energy systems | solar_energy_system_install | 6,000 | 30,000 | ||
Warrant, milestone two, marketing and sales dollars | $ | $ 10,000,000 | |||
Warrant, vesting increments | vesting_increment | 5 | |||
Warrant, milestone two, solar energy systems | solar_energy_system_install | 8,000 | 6,000 | ||
Warrant, vesting percentage, milestone one | 10.00% | |||
Warrant, vesting percentage, milestone two | 13.30% | |||
Warrant, milestone one and two, marketing and sales dollars | $ | $ 25,000,000 | |||
Warrant, vesting percentage, milestone three | 8.30% | |||
Warrant, milestone three, solar energy systems | solar_energy_system_install | 5,000 | |||
Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
ESPP offering period | 24 months | |||
Number of purchase periods | purchase_period | 4 | |||
Maximum percentage in payroll deductions to acquire shares of common stock | 15.00% | |||
Maximum deductible fair market value of shares available for employee to purchase per calendar year | $ | $ 25,000 | |||
Maximum number of shares available for employee to purchase per offering period | shares | 10,000 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | $ 6,783 | $ 5,547 | $ 12,566 | $ 16,242 |
Cost of customer agreements and incentives | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | 624 | 667 | 1,255 | 1,279 |
Cost of solar energy systems and product sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | 190 | 186 | 358 | 357 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | 1,303 | 834 | 2,431 | 4,984 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | 408 | 311 | 744 | 605 |
General and administration | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expense recognized | $ 4,258 | $ 3,549 | $ 7,778 | $ 9,017 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Income Tax Contingency [Line Items] | |||||
Effective income tax rates | 1.80% | (6.50%) | 2.70% | (8.40%) | |
Unrecognized tax benefits | $ 0.6 | $ 0.6 | $ 0.6 | ||
Unrecognized tax benefits, reduction resulting from lapse of applicable statute of limitations | 0.6 | 0.6 | |||
Unrecognized tax benefits income tax penalties and interest accrued | $ 0.2 | $ 0.2 | |||
Federal | Tax Year 2028 | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 1,100 | ||||
Federal | Indefinite | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 331 | ||||
State | Indefinite | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 444 | ||||
State | California | Tax Year 2028 | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | 572.2 | ||||
Other state | Tax Year 2024 | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards | $ 535.8 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019USD ($)contract | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($) | |
Other Commitments [Line Items] | |||
Letters of credit outstanding, amount | $ 12 | $ 9.7 | |
Purchase commitment | $ 87.8 | ||
Corporate office space | San Francisco, California and Denver, Colorado | |||
Other Commitments [Line Items] | |||
Operating lease agreements | contract | 2 | ||
Minimum | Corporate office space | San Francisco, California and Denver, Colorado | |||
Other Commitments [Line Items] | |||
Lease agreement terms | 5 years | ||
Maximum | Corporate office space | San Francisco, California and Denver, Colorado | |||
Other Commitments [Line Items] | |||
Lease agreement terms | 7 years | ||
Letter of Credit | Minimum | |||
Other Commitments [Line Items] | |||
Letter of credit, fee percentage | 2.75% | 2.50% | |
Letter of Credit | Maximum | |||
Other Commitments [Line Items] | |||
Letter of credit, fee percentage | 3.25% | 3.25% | |
Settled litigation | Slovin et al. v. Sunrun Inc. and Clean Energy Experts, LLC | |||
Other Commitments [Line Items] | |||
Settlement amount, accrual | $ 5.5 |
Commitments and Contingencies_2
Commitments and Contingencies - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Finance lease cost: | ||||
Finance lease cost, amortization of right-of-use assets | $ 3,748 | $ 2,723 | $ 7,232 | $ 5,357 |
Finance lease cost, interest on lease liabilities | 433 | 128 | 672 | 247 |
Operating lease cost | 3,620 | 2,505 | 6,499 | 5,134 |
Short-term lease cost | 621 | 154 | 1,145 | 355 |
Variable lease cost | 1,019 | 730 | 1,896 | 1,507 |
Sublease income | (193) | (119) | (349) | (225) |
Total lease cost | $ 9,248 | $ 6,121 | $ 17,095 | $ 12,375 |
Commitments and Contingencies_3
Commitments and Contingencies - Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Cash paid for amounts included in the measurement of lease liabilities | ||||
Cash paid for amounts included in the measurement of lease liabilities, operating cash flows from operating leases | $ 2,968 | $ 2,655 | $ 5,535 | $ 5,255 |
Cash paid for amounts included in the measurement of lease liabilities, operating cash flows from finance leases | 238 | 95 | 439 | 204 |
Cash paid for amounts included in the measurement of lease liabilities, financing cash flows from finance leases | 3,440 | 1,968 | 6,445 | 4,081 |
Right-of-use assets obtained in exchange for lease obligations: | ||||
Operating leases | (245) | (1,026) | 20,150 | 91 |
Finance leases | $ 9,371 | $ 4,043 | $ 12,937 | $ 4,142 |
Weighted average remaining lease term (years): | ||||
Weighted average remaining lease term (years), operating leases | 5 years 3 months 18 days | 3 years 8 months 12 days | 5 years 3 months 18 days | 3 years 8 months 12 days |
Weighted average remaining lease term (years), finance leases | 3 years 1 month 6 days | 2 years 2 months 12 days | 3 years 1 month 6 days | 2 years 2 months 12 days |
Weighted average discount rate: | ||||
Weighted average discount rate, operating leases | 5.20% | 4.10% | 5.20% | 4.10% |
Weighted average discount rate, finance leases | 4.20% | 3.70% | 4.20% | 3.70% |
Commitments and Contingencies_4
Commitments and Contingencies - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Operating Leases | ||
Operating leases, 2019 | $ 11,953 | |
Operating leases, 2020 | 11,739 | |
Operating leases, 2021 | 10,327 | |
Operating leases, 2022 | 8,920 | |
Operating leases, 2023 | 7,321 | |
Operating leases, thereafter | 9,737 | |
Operating leases, future lease payments | 59,997 | |
Operating leases, amount representing interest | 5,693 | |
Operating leases, present value of future payments | 54,304 | |
Operating leases, short term leases not recorded as a liability | 11,386 | |
Operating leases, tenant incentives | 204 | |
Operating leases, revised present value of future payments | 42,714 | |
Operating leases, current portion | 10,072 | |
Operating lease, long-term portion | 32,642 | |
Sublease Income | ||
Sublease Income, 2019 | 781 | |
Sublease Income, 2020 | 757 | |
Sublease Income, 2021 | 276 | |
Sublease Income, 2022 | 0 | |
Sublease Income, 2023 | 0 | |
Sublease Income, thereafter | 0 | |
Sublease Income, future lease payments | 1,814 | |
Net Operating Leases | ||
Net operating leases, 2019 | 11,172 | |
Net operating leases, 2020 | 10,982 | |
Net operating leases, 2021 | 10,051 | |
Net operating leases, 2022 | 8,920 | |
Net operating leases, 2023 | 7,321 | |
Net operating leases, thereafter | 9,737 | |
Net operating leases, future lease payments | 58,183 | |
Operating leases, future lease payments | 5,693 | |
Net operating leases, present value of future payments | 52,490 | |
Net operating leases, short term leases not recorded as a liability | 11,386 | |
Net operating leases, tenant incentives | 204 | |
Net operating leases, revised present value of future payments | 40,900 | |
Net operating leases, revised, current portion | 10,072 | |
Net operating leases, revised, noncurrent portion | 30,828 | |
Finance Leases | ||
Finance leases, 2019 | 11,912 | |
Finance leases, 2020 | 7,541 | |
Finance leases, 2021 | 5,063 | |
Finance leases, 2022 | 2,250 | |
Finance leases, 2023 | 60 | |
Finance leases, thereafter | 21 | |
Finance leases, future lease payments | 26,847 | |
Finance leases, present value of future payments | 1,278 | |
Finance leases, present value of future payments | 25,569 | |
Finance lease obligations, current portion | 11,206 | $ 9,193 |
Finance lease obligations, net of current portion | $ 14,363 | $ 9,992 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||||
Net (loss) income attributable to common stockholders | $ (1,293) | $ 7,409 | $ (15,155) | $ 35,441 |
Denominator: | ||||
Weighted average shares used to compute net income per share attributable to common stockholders, basic (in shares) | 115,765 | 109,559 | 114,843 | 108,510 |
Weighted average effect of potentially dilutive shares to purchase common stock (in shares) | 0 | 7,508 | 0 | 5,420 |
Weighted average shares used to compute net income per share attributable to common stockholders, diluted (in shares) | 115,765 | 117,067 | 114,843 | 113,930 |
Net (loss) income per share attributable to common stockholders | ||||
Basic (in dollars per share) | $ (0.01) | $ 0.07 | $ (0.13) | $ 0.33 |
Diluted (in dollars per share) | $ (0.01) | $ 0.06 | $ (0.13) | $ 0.31 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Shares Excluded From Computation of Diluted Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net income per share (in shares) | 1,864 | 3,773 | 2,329 | 8,360 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net income per share (in shares) | 0 | 1,251 | 0 | 1,251 |
Outstanding stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net income per share (in shares) | 1,512 | 2,188 | 1,413 | 6,052 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net income per share (in shares) | 352 | 334 | 916 | 1,057 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended |
Jul. 31, 2019USD ($) | |
Subsequent event | Acquisition of certain assets and liabilities of existing channel partner | |
Subsequent Event [Line Items] | |
Payments to acquire assets and liabilities | $ 2.7 |
Uncategorized Items - sunrun10q
Label | Element | Value |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (740,000) |