Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Sep. 11, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | RUN | |
Entity Registrant Name | Sunrun Inc. | |
Entity Central Index Key | 1,469,367 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 100,814,572 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash and cash equivalents | $ 116,610 | $ 152,154 | |
Restricted cash | 5,764 | 2,534 | |
Accounts receivable (net of allowances for doubtful accounts of $1,045 and $703 as of June 30, 2015 and December 31, 2014, respectively) | 49,619 | 43,189 | |
Grants receivable | 5,183 | ||
Inventories | 37,804 | 23,914 | |
Prepaid expenses and other current assets | 16,698 | 9,560 | |
Deferred tax assets, current | 2,559 | 3,048 | |
Total current assets | 229,054 | 239,582 | |
Restricted cash | 7,390 | 6,012 | |
Solar energy systems, net | 1,695,728 | 1,480,223 | |
Property and equipment, net | 27,229 | 22,195 | |
Intangible assets, net | 24,808 | 13,111 | |
Goodwill | 87,555 | 51,786 | |
Prepaid tax asset | 142,785 | 109,381 | |
Other assets | 26,201 | 13,342 | |
Total assets | [1] | 2,240,750 | 1,935,632 |
Current liabilities: | |||
Accounts payable | 69,566 | 51,166 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,463 | 6,764 | |
Accrued expenses and other liabilities | 42,833 | 25,445 | |
Deferred revenue, current portion | 51,929 | 44,398 | |
Deferred grants, current portion | 14,002 | 13,754 | |
Capital lease obligation, current portion | 3,928 | 1,593 | |
Long-term debt, current portion | 1,824 | 2,602 | |
Lease pass-through financing obligation, current portion | 3,321 | 5,161 | |
Total current liabilities | 193,866 | 150,883 | |
Deferred revenue, net of current portion | 510,346 | 467,726 | |
Deferred grants, net of current portion | 219,380 | 226,801 | |
Capital lease obligation, net of current portion | 7,210 | 5,761 | |
Line of credit | 140,024 | 48,597 | |
Long-term debt, net of current portion | 195,874 | 188,052 | |
Lease pass-through financing obligation, net of current portion | 203,392 | 180,224 | |
Other liabilities | 3,431 | 2,424 | |
Deferred tax liabilities | 145,344 | 112,597 | |
Total liabilities | [1] | 1,618,867 | 1,383,065 |
Redeemable noncontrolling interests | 151,288 | 135,948 | |
Stockholders’ equity: | |||
Common stock, $0.0001 par value—authorized, 125,047 and 119,547 shares as of June 30, 2015 and December 31, 2014, respectively; issued and outstanding, 26,503 and 24,429 shares as of June 30, 2015 and December 31, 2014, respectively | 2 | 2 | |
Additional paid-in capital | 411,890 | 383,860 | |
Accumulated other comprehensive loss | 1,425 | ||
Accumulated deficit | (69,458) | (59,003) | |
Total stockholders’ equity | 343,864 | 324,864 | |
Noncontrolling interests | 126,731 | 91,755 | |
Total equity | 470,595 | 416,619 | |
Total liabilities, redeemable noncontrolling interests and total equity | 2,240,750 | 1,935,632 | |
Convertible Preferred Stock | |||
Stockholders’ equity: | |||
Convertible preferred stock, $0.0001 par value—authorized, 57,028 shares as of June 30, 2015 and December 31, 2014, respectively; issued and outstanding, 54,841 and 54,841 shares as of June 30, 2015 and December 31, 2014, respectively; aggregate liquidation value of $305,883 as of June 30, 2015 and December 31, 2014, respectively | $ 5 | $ 5 | |
[1] | The Company’s consolidated assets as of June 30, 2015 and December 31, 2014 include $1,202,608 (unaudited) and $986,878, respectively, in assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. Solar energy systems, net, as of June 30, 2015 and December 31, 2014 were $1,113,088 (unaudited) and $942,655, respectively; cash and cash equivalents as of June 30, 2015 and December 31, 2014 were $72,983 (unaudited) and $29,099, respectively; restricted cash as of June 30, 2015 and December 31, 2014 were $729 (unaudited) and $593, respectively; accounts receivable, net as of June 30, 2015 and December 31, 2014 were $15,609 (unaudited) and $14,351. respectively; prepaid expenses and other current assets as of June 30, 2015 and December 31, 2014 were $199 (unaudited) and $180, respectively. The Company’s consolidated liabilities as of June 30, 2015 and December 31, 2014 include $504,377 (unaudited) and $474,348, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2015 and December 31, 2014 of $16,765 (unaudited) and $9,057, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2015 and December 31, 2014 of $6,413 (unaudited) and $6,426, respectively; accrued expenses and other liabilities as of June 30, 2015 and December 31, 2014 of $162 (unaudited) and $340, respectively; deferred revenue as of June 30, 2015 and December 31, 2014 of $329,114 (unaudited) and $301,792, respectively; deferred grants as of June 30, 2015 and December 31, 2014 of $119,704 (unaudited) and $123,351, respectively; and long-term debt as of June 30, 2015 and December 31, 2014 of $32,219 (unaudited) and $33,382, respectively |
CONSOLIDATED BALANCE SHEETS (U3
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Allowance for doubtful accounts | $ 1,045 | $ 703 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 125,047,000 | 119,547,000 | |
Common stock, shares issued | 26,503,000 | 24,429,000 | |
Common stock, shares outstanding | 26,503,000 | 24,429,000 | |
Total assets | [1] | $ 2,240,750 | $ 1,935,632 |
Solar energy systems, net | 1,695,728 | 1,480,223 | |
Cash and cash equivalents | 116,610 | 152,154 | |
Accounts receivable, net | 49,619 | 43,189 | |
Prepaid expenses and other current assets | 16,698 | 9,560 | |
Total liabilities | [1] | 1,618,867 | 1,383,065 |
Accounts payable | 69,566 | 51,166 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,463 | 6,764 | |
Accrued expenses and other liabilities | 42,833 | 25,445 | |
Long-term debt | 337,722 | 239,251 | |
Variable Interest Entities | |||
Total assets | 1,202,608 | 986,878 | |
Solar energy systems, net | 1,113,088 | 942,655 | |
Cash and cash equivalents | 72,983 | 29,099 | |
Restricted cash | 729 | 593 | |
Accounts receivable, net | 15,609 | 14,351 | |
Prepaid expenses and other current assets | 199 | 180 | |
Total liabilities | 504,377 | 474,348 | |
Accounts payable | 16,765 | 9,057 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,413 | 6,426 | |
Accrued expenses and other liabilities | 162 | 340 | |
Deferred revenue | 329,114 | 301,792 | |
Deferred grants | 119,704 | 123,351 | |
Long-term debt | $ 32,219 | $ 33,382 | |
Convertible Preferred Stock | |||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 57,028,000 | 57,028,000 | |
Preferred stock, shares issued | 54,841,000 | 54,841,000 | |
Preferred stock, shares outstanding | 54,841,000 | 54,841,000 | |
Aggregate liquidation preference | $ 305,883 | $ 305,883 | |
[1] | The Company’s consolidated assets as of June 30, 2015 and December 31, 2014 include $1,202,608 (unaudited) and $986,878, respectively, in assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. Solar energy systems, net, as of June 30, 2015 and December 31, 2014 were $1,113,088 (unaudited) and $942,655, respectively; cash and cash equivalents as of June 30, 2015 and December 31, 2014 were $72,983 (unaudited) and $29,099, respectively; restricted cash as of June 30, 2015 and December 31, 2014 were $729 (unaudited) and $593, respectively; accounts receivable, net as of June 30, 2015 and December 31, 2014 were $15,609 (unaudited) and $14,351. respectively; prepaid expenses and other current assets as of June 30, 2015 and December 31, 2014 were $199 (unaudited) and $180, respectively. The Company’s consolidated liabilities as of June 30, 2015 and December 31, 2014 include $504,377 (unaudited) and $474,348, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2015 and December 31, 2014 of $16,765 (unaudited) and $9,057, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2015 and December 31, 2014 of $6,413 (unaudited) and $6,426, respectively; accrued expenses and other liabilities as of June 30, 2015 and December 31, 2014 of $162 (unaudited) and $340, respectively; deferred revenue as of June 30, 2015 and December 31, 2014 of $329,114 (unaudited) and $301,792, respectively; deferred grants as of June 30, 2015 and December 31, 2014 of $119,704 (unaudited) and $123,351, respectively; and long-term debt as of June 30, 2015 and December 31, 2014 of $32,219 (unaudited) and $33,382, respectively |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue: | ||||
Operating leases and incentives | $ 34,458 | $ 22,987 | $ 56,766 | $ 41,428 |
Solar energy systems and product sales | 38,232 | 28,952 | 65,601 | 40,914 |
Total revenue | 72,690 | 51,939 | 122,367 | 82,342 |
Operating expenses: | ||||
Cost of operating leases and incentives | 27,067 | 17,359 | 48,444 | 32,255 |
Cost of solar energy systems and product sales | 34,624 | 25,333 | 59,954 | 35,808 |
Sales and marketing | 33,976 | 17,173 | 58,902 | 29,762 |
Research and development | 2,492 | 1,999 | 4,779 | 3,926 |
General and administrative | 19,677 | 20,037 | 39,983 | 32,687 |
Amortization of intangible assets | 1,051 | 655 | 1,593 | 1,118 |
Total operating expenses | 118,887 | 82,556 | 213,655 | 135,556 |
Loss from operations | (46,197) | (30,617) | (91,288) | (53,214) |
Interest expense, net | 8,433 | 6,662 | 15,563 | 12,324 |
Loss on early extinguishment of debt | 431 | 431 | ||
Other expenses | 1,019 | 1,386 | 1,318 | 1,846 |
Loss before income taxes | (56,080) | (38,665) | (108,600) | (67,384) |
Income tax benefit | (6,215) | (5,917) | (6,215) | (10,043) |
Net loss | (49,865) | (32,748) | (102,385) | (57,341) |
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (57,405) | (15,517) | (91,930) | (28,389) |
Net income (loss) attributable to common stockholders | 7,540 | (17,231) | (10,455) | (28,952) |
Less: Net income allocated to participating securities | $ (7,540) | |||
Net income (loss) available to common stockholders | $ (17,231) | $ (10,455) | $ (28,952) | |
Net income (loss) per share available to common shareholders—basic and diluted | $ (0.72) | $ (0.41) | $ (1.35) | |
Weighted average shares used to compute net loss per share available to common stockholders—basic and diluted | 26,215 | 23,827 | 25,322 | 21,437 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) attributable to common stockholders | $ 7,540 | $ (17,231) | $ (10,455) | $ (28,952) |
Other comprehensive income: | ||||
Unrealized gain on derivatives, net of tax expense of $904 for the three months and six months ended June 30, 2015 | 2,861 | 1,069 | ||
Less reclassification of net loss on derivatives to earnings | (356) | (356) | ||
Comprehensive loss | $ 10,757 | $ (17,231) | $ (9,030) | $ (28,952) |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (Parenthetical) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Statement Of Income And Comprehensive Income [Abstract] | ||
Unrealized gain on derivatives, tax expense | $ 904 | $ 904 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities: | ||
Net loss | $ (102,385) | $ (57,341) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Loss on early extinguishment of debt | 431 | |
Depreciation and amortization, net of amortization of deferred grants | 32,673 | 22,493 |
Bad debt expense | 739 | 124 |
Interest on lease pass-through financing | 7,177 | 4,006 |
Noncash tax benefit | (6,215) | (10,043) |
Noncash interest expense | 4,443 | 1,185 |
Stock—based compensation expense | 6,421 | 4,310 |
Reduction in lease pass—through financing obligations | (10,379) | (4,890) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (4,216) | (740) |
Inventories | (13,890) | 2,993 |
Prepaid and other assets | (8,615) | 52 |
Accounts payable | 22,751 | 6,895 |
Accrued expenses and other liabilities | 6,209 | 710 |
Deferred revenue | 20,254 | 40,305 |
Net cash provided by (used in) operating activities | (44,602) | 10,059 |
Investing activities: | ||
Payments for the costs of solar energy systems, leased and to be leased | (257,806) | (178,741) |
Purchases of property and equipment | (4,688) | (3,712) |
Acquisitions of businesses, net of cash acquired | (14,575) | (36,384) |
Net cash used in investing activities | (277,069) | (218,837) |
Financing activities: | ||
Proceeds from grants and state tax credits | 5,120 | 107 |
Proceeds from issuance of debt | 153,200 | 13,546 |
Repayment of debt | (54,956) | (2,017) |
Payment of debt fees | (2,801) | (225) |
Proceeds from issuance of convertible preferred stock, net of issuance costs | 143,393 | |
Proceeds from lease pass-through financing obligations | 52,034 | 90,387 |
Contributions received from noncontrolling interests and redeemable noncontrolling interests | 155,662 | 88,000 |
Distributions paid to noncontrolling interests and redeemable noncontrolling interests | (13,717) | (20,908) |
Proceeds from exercises of stock options | 2,387 | 1,116 |
Payment of capital lease obligation | (1,472) | (502) |
Payments for deferred offering costs | (4,722) | |
Change in restricted cash | (4,608) | 84 |
Net cash provided by financing activities | 286,127 | 312,981 |
Net increase (decrease) in cash and cash equivalents | (35,544) | 104,203 |
Cash and cash equivalents, beginning of period | 152,154 | 99,699 |
Cash and cash equivalents, end of period | 116,610 | 203,902 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 3,118 | 6,460 |
Supplemental disclosures of noncash investing and financing activities | ||
Costs of solar energy systems included in accounts payable | 4,777 | 191 |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,463 | 5,281 |
Vehicles acquired under capital leases | 5,255 | 1,051 |
Noncash purchase consideration on acquisition of business | $ 18,718 | $ 76,964 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. 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 a power purchase agreement (“PPA”) or a lease (each, a “Customer Agreement”) which typically has a term of 20 years. Sunrun monitors, maintains and insures the Projects. As a result of the acquisition of Mainstream Energy Corporation, its fulfillment business AEE Solar and its racking business SnapNrack (collectively, “MEC”) completed in February 2014, the Company also sells solar energy systems and products 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) lease pass-throughs, (ii) partnership-flips and (iii) joint venture (“JV”) inverted leases. The Company completed its initial public offering in August 2015 and its common stock is listed on the NASDAQ under the symbol “RUN”. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. 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 and, in the opinion of management, include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position, results of operations, and cash flows. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. As such, these unaudited consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the prospectus dated August 4, 2015 filed with the SEC pursuant to Rule 424 promulgated under the Securities Act of 1933, as amended. The results for the three and six months ended June 30, 2015 are not necessarily indicative of the results expected for the year ending December 31, 2015 or for any other interim periods or any other period. 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 financial interests. In accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 810 (“ASC 810”) Consolidation, the Company consolidates any VIE of which it is the primary beneficiary. The primary beneficiary, as defined in ASC 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 that could potentially be significant to 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 significant estimates and assumptions, including, but not limited to, the estimates that affect the collectability of accounts receivable, the valuation of inventories, the useful lives and estimated residual values of solar energy systems, the useful lives of property and equipment, the valuation and useful lives of intangible assets, the fair value of assets acquired and liabilities assumed in business combinations, the effective interest rate used to amortize lease pass-through financing obligations, the valuation of stock-based compensation, the valuation of the Company’s common stock, the determination of valuation allowances associated with deferred tax assets, 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. Revenues from external customers for each group of similar products and services are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Operating leases $ 22,915 $ 16,788 $ 40,047 $ 29,417 Incentives 11,543 6,199 16,719 12,011 Operating leases and incentives 34,458 22,987 56,766 41,428 Solar energy systems 7,028 5,741 12,834 8,093 Products 31,204 23,211 52,767 32,821 Solar energy systems and product sales 38,232 28,952 65,601 40,914 Total revenue $ 72,690 $ 51,939 $ 122,367 $ 82,342 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 techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. 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. The Company’s financial instruments include cash and cash equivalents, receivables, accounts payable, accrued expenses, distributions payable to noncontrolling interests, derivatives, borrowings on the line of credit, and long term debt. Recently Issued Accounting Standards In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 Revenue from Contracts with Customers In November 2014, the FASB issued ASU 2014-16 Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity In November 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In February 2015, the FASB issued ASU 2015-02 Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions Clean Energy Experts, LLC In April 2015, the Company acquired Clean Energy Experts, LLC (“CEE”), a consumer demand and solar lead generation company, for $25.0 million in cash and 1.9 million shares of common stock. Of this amount, $15.0 million in cash was paid and 1.4 million shares were issued in April 2015. The remaining $10.0 million in cash and 500,000 shares are due in two equal installments: $5.0 million will be paid and 250,000 shares will be issued in October 2015 and again in April 2016. The fair value of assets acquired and liabilities assumed was based upon a preliminary valuation and our estimates and assumptions are subject to change within the measurement period. The primary area of the purchase price that is contingent upon future events relate to indemnification for potential tax liability. An additional $9.1 million in cash and 600,000 shares of common stock may be issued on April 1, 2017, subject to the achievement of certain sales targets as well as continued employment of certain key employees acquired in the transaction, which will be recorded as compensation expense over a two-year period unless and until the Company assesses the sales targets are not considered probable of achievement. The acquisition is expected to enhance the Company’s efficient and consistent access to high-quality leads in existing and new markets. The Company has included the results of operations of the acquired business in the consolidated statements of operations from the acquisition date. The assets acquired and liabilities assumed in the CEE acquisition have been recorded based on their fair value at the acquisition date. Goodwill represents the excess of the purchase price over the net tangible and intangible assets acquired and is not deductible for tax purposes. Goodwill recorded is primarily attributable to the acquired assembled workforce and the synergies expected to arise after the CEE acquisition. Transaction costs related to the acquisition were expensed as incurred. The following table summarizes the fair value of assets acquired and liabilities assumed (in thousands): Cash and cash equivalents $ 424 Accounts receivable 639 Intangible assets 13,290 Accounts payable and accrued liabilities (1,247 ) Deferred tax liability (5,158 ) Indentifiable assets and liabilities assumed 7,948 Goodwill 35,769 Total $ 43,717 The fair value of acquired intangible assets and their estimated useful life are as follows (in thousands, except estimated useful life): Fair Value Estimated Useful Life Developed technology $ 5,910 5 Customer relationships 4,390 8 Trade names 2,990 8 Total $ 13,290 For the three and six months ended June 30, 2015, the contribution of the acquired business to the Company’s total revenues was $4.1 million as measured from the date of the acquisition. The portion of total expenses and net income associated with the acquired business was not separately identifiable due to the integration with the Company’s operations. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements At June 30, 2015 and December 31, 2014, the carrying value of receivables, accounts payable, accrued expenses, and distributions payable to noncontrolling interests approximates fair value due to their short-term nature. The carrying values and fair values of debt instruments are as follows (in thousands): June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value Line of credit $ 140,024 $ 140,024 $ 48,597 $ 48,597 Non-bank term loans — — 3,138 3,853 Bank term loan 32,219 34,248 33,382 35,653 Note payable 31,346 30,827 29,563 28,900 Syndicated term loans 134,133 134,133 124,571 124,571 Total $ 337,722 $ 339,231 $ 239,251 $ 241,574 At June 30, 2015 and December 31, 2014, the fair value of the Company’s lines of credit and the syndicated term loans approximates their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At June 30, 2015, the fair value of the Company’s bank term loan and note payable are based on rates currently offered for debt with similar maturities and terms. At December 31, 2014, the fair value of the Company’s non-bank term loan, bank term loan, and note payable 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 3 hierarchy. These valuation techniques 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 derivative instruments using a discounted cash flow model which 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, 2015 and December 31, 2014, financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy are as follows (in thousands): June 30, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ 2,329 $ — $ 2,329 $ — $ — $ — $ — |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories Inventories consist of the following (in thousands): June 30, 2015 December 31, 2014 Raw materials $ 35,336 $ 21,531 Work-in-process 2,468 2,383 Total $ 37,804 $ 23,914 |
Solar Energy Systems, Net
Solar Energy Systems, Net | 6 Months Ended |
Jun. 30, 2015 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems, Net | 6. Solar Energy Systems, net Solar energy systems, net consists of the following (in thousands): June 30, 2015 December 31, 2014 Solar energy system equipment costs $ 1,610,120 $ 1,406,478 Inverters 148,714 123,910 Initial direct costs 48,809 36,279 Total solar energy systems 1,807,643 1,566,667 Less: accumulated depreciation and amortization (176,161 ) (143,028 ) Add: construction-in-progress 64,246 56,584 Total solar energy systems, net $ 1,695,728 $ 1,480,223 All solar energy systems, construction-in-progress, and inverters have been leased to or are subject to a signed Customer Agreement with customers. The Company recorded depreciation expense related to solar energy systems of $16.5 million and $32.0 million for the three and six months ended June 30, 2015, respectively, and $12.9 million and $24.9 million for the three and six months ended June 30, 2014, respectively. The depreciation expense was reduced by the amortization of deferred grants of $3.5 million and $7.1 million for the three and six months ended June 30, 2015, respectively, and $3.5 million and $6.9 million for the three and six months ended June 30, 2014, respectively. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 7. Goodwill and Intangible Assets, net The change in the carrying value of goodwill is as follows (in thousands): Balance—December 31, 2014 $ 51,786 Acquisition of CEE (Note 3) 35,769 Balance—June 30, 2015 $ 87,555 Intangible assets, net as of June 30, 2015 consist of the following (in thousands): Weighted average Accumulated Carrying remaining life Cost amortization value (in years) Backlog $ 200 $ (200 ) $ — — Customer relationships 14,660 (1,768 ) 12,892 7.8 Developed technology 6,820 (553 ) 6,267 4.6 Trade names 6,990 (1,341 ) 5,649 5.7 Total $ 28,670 $ (3,862 ) $ 24,808 Intangible assets, net as of December 31, 2014 consist of the following (in thousands): Weighted average Accumulated Carrying remaining life Cost amortization value (in years) Backlog $ 200 $ (183 ) $ 17 0.1 Customer relationships 10,270 (1,055 ) 9,215 8.4 Developed technology 910 (167 ) 743 4.1 Trade names 4,000 (864 ) 3,136 4.1 Total $ 15,380 $ (2,269 ) $ 13,111 The Company recorded amortization of intangible assets expense of $1.1 million and $1.6 million for the three and six months ended June 30, 2015, respectively, and $0.7 million and $1.1 million for the three and six months ended June 30, 2014, respectively. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt As of June 30, 2015, debt consisted of the following (in thousands): Unused Annual Carrying Values, net of Borrowing Contractual Interest Maturity debt discount Capacity Interest Rate Rate Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 140,024 $ 140,024 $ 44,630 LIBOR + 3.25% 3.69 % April 2018 Total recourse debt $ — $ 140,024 $ 140,024 $ 44,630 Non-recourse debt: Syndicated term loans 738 133,395 134,133 23,000 LIBOR + 2.75% - Term A 3.03 % December 2021 LIBOR + 5.00% - Term B 6.00 % December 2021 Bank term loans 1,086 31,133 32,219 — 6.25% 6.25 % April 2022 Note payable — 31,346 31,346 — 12.00% 12.00 % December 2018 Total non-recourse debt 1,824 195,874 197,698 18,000 Total debt $ 1,824 $ 335,898 $ 337,722 $ 62,630 As of December 31, 2014, debt consisted of the following (in thousands): Unused Annual Carrying Values, net of Borrowing Contractual Interest Maturity debt discount Capacity Interest Rate Rate Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 48,597 $ 48,597 $ — Prime rate + 1.00% 4.25 % December 2016 Total recourse debt $ — $ 48,597 $ 48,597 $ — Non-recourse debt: Non-bank term loans 207 2,931 3,138 — 9.08% 9.08 % December 2024 Syndicated term loans 958 123,613 124,571 5,000 LIBOR + 2.75% - Term A 3.01 % December 2021 LIBOR + 5.00% - Term B 6.00 % December 2021 Bank term loans 1,437 31,945 33,382 — 6.25% 6.25 % April 2022 Note payable — 29,563 29,563 — 12.00% 12.00 % December 2018 Total non-recourse debt 2,602 188,052 190,654 5,000 Total debt $ 2,602 $ 236,649 $ 239,251 $ 5,000 Bank Line of Credit In December 2014, the Company entered into credit facility agreements with a syndicate of banks to borrow amounts that were used to pay off an existing line of credit, and obtain funding for working capital and general corporate purposes. The credit facility agreements had a $50.0 million committed facility which included a $1.0 million letter of credit sub-facility. On April 1, 2015, the Company paid off the unpaid balance of $49.7 million under the credit facility agreements, which included accrued interest and other fees, and terminated the facility. In April 2015, the Company entered into a new syndicated working capital facility with banks for a total commitment of up to $205.0 million, of which $187.0 million was available to be drawn at the closing date. The Company drew down $80.0 million at the closing date and used $49.7 million of the debt proceeds to fully repay the December 2014 credit facility plus accrued interest and other fees and the remaining amount was available for general corporate purposes. 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. Under the terms of the new working capital facility, the Company is required to meet various restrictive covenants, including meeting certain reporting requirements, such as the completion and presentation of audited consolidated financial statements. The Company is also required to maintain minimum unencumbered liquidity of at least $25.0 million in the aggregate as of the last day of each calendar month. The Company is further required to maintain a modified interest coverage ratio of 2.00:1.00 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, 2015. Non-Bank Term Loans In 2013, a subsidiary of the Company entered into an agreement with a non-bank lender for a term loan with an aggregate amount of up to $119.5 million. The proceeds of this term loan were principally used to finance the design, procurement, and installation of solar systems. The loan is collateralized by the assets and related cash flows of the borrower subsidiary and is non-recourse to our other assets. In April 2015, the Company paid $3.5 million to repay the remaining outstanding balance of the non-bank term loan and incurred a loss on extinguishment charge of $0.4 million, which is recorded in non-operating loss from ordinary operations on our statement of operations. Syndicated Credit Facilities In December 2014, subsidiaries of the Company entered into secured credit facilities agreements with a syndicate of banks for up to $195.4 million in committed facilities. These facilities include a $158.5 million senior term loan (“Term Loan A”) and a $24.0 million subordinated term loan (“Term Loan B”). In addition, the credit facilities also include a $5.0 million working capital revolver commitment and a $7.9 million senior secured revolving letter of credit facility which draws are solely for the purpose of satisfying the required debt service reserve amount if necessary. Term Loan A, the working capital revolver and the letter of credit bear interest at a rate of LIBOR + 2.75% with a 25 basis point step up triggered on the fourth anniversary. Term Loan B bears interest at rate of LIBOR + 5.00% with a LIBOR floor of not less than 1.00%. Prepayments are permitted under Term Loan A at par without premium or penalty, and under Term Loan B prepayment penalties range from 0%-2%, depending on the timing of the prepayment. The principal and accrued interest on any outstanding loans mature on December 31, 2021. The proceeds of these facilities were used to pay off certain non-bank term loans of $94.4 million and to fund general corporate needs. At inception of the credit facilities, one of the Company’s subsidiaries is the borrower under the Term Loan A agreement and another of the Company’s subsidiaries is the borrower under the Term Loan B agreement. All obligations under the Term Loan A, working capital revolver and letter of credit are collateralized by the subsidiary borrower’s membership interests and assets in the Company’s investment Funds. All obligations under the Term Loan B are collateralized by the membership interest in the subsidiary borrower. The credit facilities also contain certain provisions in the event of default, which entitle lenders to take actions, including acceleration of amounts due under the credit facilities and acquisition of membership interests and assets that are pledged to the lenders under the terms of the credit facilities. The Company is required to maintain certain financial measurements and reporting covenants under the terms of the credit facilities. At June 30, 2015, the Company was in compliance with the credit facility covenants. Bank Term Loan In December 2013, a subsidiary of the Company entered into an agreement with a bank for a term loan of $38.0 million. The proceeds of this term loan were distributed to the members of this subsidiary, including the Company. The loan is secured by the assets and related cash flow of this subsidiary and is nonrecourse to the Company’s other assets. The Company was in compliance with all debt covenants as of June 30, 2015. Notes Payable In December 2013, a subsidiary of the Company entered into a Note Purchase Agreement with an investor for the issuance of senior notes in exchange for proceeds of $27.2 million. The loan proceeds were distributed to the Company for general corporate purposes. On the last business day of each quarter, commencing with March 31, 2014, to the extent the Company’s subsidiary has insufficient funds to pay the full amount of the stated interest of the outstanding loan balance, a PIK interest rate of 12% is accrued and added to the outstanding balance. As of June 30, 2015 and December 31, 2014, the portion of the outstanding loan balance that related to PIK interest was $4.6 million and $2.9 million, respectively. The senior notes are secured by the assets and related cash flows of certain of the Company’s subsidiaries and are nonrecourse to the Company’s other assets. The entire outstanding principal balance is payable in full on the maturity date. The Company was in compliance with all debt covenants as of June 30, 2015. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | 9. Derivatives Starting in 2015, the Company uses interest rate swaps to hedge variable interest payments due on its syndicated term loans. These swaps allow the Company to pay at fixed interest rates and receive payments based on variable interest rates with the swap counterparty based on the three month LIBOR on the notional amounts over the life of the swaps. The Company did not use interest rate swaps prior to 2015. In January 2015, the Company purchased interest rate swaps with a notional amount aggregating $109.1 million. The interest rate swap contracts were executed with four counterparties who were part of the lender group on the Company’s syndicated term loans. As of June 30, 2015 the unrealized fair market value gain (loss) on the interest rate swaps were $2.3 million as included in other assets in the consolidated balance sheet. The interest rate swaps have been designated as cash flow hedges. In the six months ended June 30, 2015, 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 a provision for income taxes. Changes in the fair value of these derivatives are subsequently reclassified into earnings in the period that the hedged forecasted transactions affects earnings. For the three and six months ended June 30, 2015, the Company recorded an unrealized gain of $2.9 million and $1.1 million, respectively, net of the applicable tax expense of $0.9 million and $0.9 million, respectively. There were no undesignated derivative instruments recorded by the Company as of June 30, 2015. At June 30, 2015, the Company had the following designated derivative instruments classified as derivative assets (in thousands, other than quantity and interest rates): Gain Adjusted recognized in Gain Hedge Fair Credit Fair Deferred Accumulated Recognized Maturity Interest Notional Market Risk Market Tax Comprehensive into Type Quantity Dates Rates Amount Value Adjustment Value Expense Income Earnings Interest rate swaps 4 10/31/2028 2.17%-2.18% $ 109,143 $ 3,040 $ (711 ) $ 2,329 $ 904 $ 1,425 $ 356 |
Lease Pass-Through Financing Ob
Lease Pass-Through Financing Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Property Subject To Or Available For Operating Lease Net [Abstract] | |
Lease Pass-Through Financing Obligation | 10. Lease Pass-Through Financing Obligations The Company has entered into four transactions referred to as “lease pass-through arrangements.” Under lease pass-through arrangements, the Company leases solar energy systems to Fund investors under a master lease agreement, and these investors in turn are assigned the leases with customers. 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. The Company assigns to the Fund investors the value attributable to the ITC, the right to receive U.S. Treasury grants, and, for the duration of the master lease term, the long-term recurring customer payments. Given the assignment of the operating cash flows, these arrangements are accounted for as financing obligations. In addition, in the fourth lease pass-through structure, the Company sold, as well as leased, solar energy systems to a Fund investor under a master purchase agreement. As the substantial risks and rewards in the underlying solar energy systems were retained by the Company, this arrangement was also accounted for as a financing obligation. Under these lease pass-through arrangements, wholly owned subsidiaries of the Company finance the cost of solar energy systems with investors for an initial term of 20 – 25 years. The solar energy systems are subject to Customer Agreements with an initial term not exceeding 20 years. These solar energy systems are reported under the line item solar energy systems, net in the consolidated balance sheets. As of June 30, 2015 and December 31, 2014, the cost of the solar energy systems placed in service under the lease pass-through arrangements was $394.8 million and $322.2 million, respectively. The accumulated depreciation related to these assets as of June 30, 2015 and December 31, 2014 was $26.1million and $19.3 million, respectively. |
VIE Arrangements
VIE Arrangements | 6 Months Ended |
Jun. 30, 2015 | |
Variable Interest Entity Disclosure [Abstract] | |
VIE Arrangements | 11. VIE Arrangements The Company consolidated various VIEs at June 30, 2015 and December 31, 2014. The carrying amounts and classification of the VIEs’ assets and liabilities included in the consolidated balance sheets are as follows (in thousands): June 30, 2015 December 31, 2014 Assets Current assets Cash and cash equivalents $ 72,983 $ 29,099 Restricted cash 311 228 Accounts receivable, net 15,609 14,351 Prepaid expenses and other current assets 199 180 Total current assets 89,102 43,858 Restricted cash 418 365 Solar energy systems, net 1,113,088 942,655 Total Assets $ 1,202,608 $ 986,878 Liabilities Current liabilities Accounts payable $ 16,765 $ 9,057 Distribution payable to noncontrolling interests and redeemable noncontrolling interests 6,413 6,426 Accrued expenses and other liabilities 162 340 Deferred revenue, current portion 18,962 16,991 Deferred grants, current portion 7,224 7,225 Long-term debt, current portion 1,086 1,437 Total current liabilities 50,612 41,476 Deferred revenue, net of current portion 310,152 284,801 Deferred grant income, net of current portion 112,480 116,126 Long-term debt, net of current portion 31,133 $ 31,945 Total liabilities $ 504,377 $ 474,348 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 four lease pass-through Fund arrangements. 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 financing liability recorded in the Company’s consolidated financial statements. The Company is not considered the primary beneficiary of the VIEs. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests and Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Redeemable Noncontrolling Interests and Equity | 12. Redeemable Noncontrolling Interests and Equity The changes in total stockholder’s equity, redeemable noncontrolling interest, and noncontrolling interest were as follows (in thousands): Redeemable Noncontrolling Interests Total Stockholders' Equity Noncontrolling Interests Total Equity Balance - January 1, 2015 $ 135,948 $ 324,864 $ 91,755 $ 416,619 Exercise of stock options — 2,387 — 2,387 Stock based compensation — 6,495 — 6,495 Contributions from noncontrolling interests and redeemable noncontrolling interests 50,923 — 104,739 104,739 Distributions to noncontrolling interests and redeemable noncontrolling interests (6,827 ) — (6,589 ) (6,589 ) Issuance of shares due to business acquisition — 19,148 — 19,148 Net loss (28,756 ) (10,455 ) (63,174 ) (73,629 ) Unrealized gain on derivatives — 1,425 — 1,425 Balance - June 30, 2015 $ 151,288 $ 343,864 $ 126,731 $ 470,595 The carrying value of redeemable noncontrolling interests as June 30, 2015 and December 31, 2014 was greater than the redemption value, except for two funds at June 30, 2015 and two funds at December 31, 2014 where the carrying value has been adjusted to the redemption value. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 13. Stock-Based Compensation 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, 2015 (shares in thousands): Weighted Weighted Average Average Options Exercise Price Remaining Outstanding Outstanding Contractual Life Outstanding at December 31, 2014 11,408 $ 4.42 $ 8.2 Granted 2,863 9.17 Exercised (854 ) 2.79 Cancelled / forfeited (783 ) 5.00 Outstanding at June 30, 2015 12,634 $ 5.57 $ 7.1 Options vested and exercisable at June 30, 2015 5,414 3.63 $ 6.2 Options vested and expected to vest at June 30, 2015 10,480 5.31 $ 8.1 There were 845,410 and 469,000 unvested exercisable shares as of June 30, 2015 and December 31, 2014, respectively, which are subject to a repurchase option held by the Company at the original exercise price. These exercisable but unvested shares have a vesting period of three years. There was no exercise of unvested options in the six months ended June 30, 2015 and 2014. The weighted-average grant-date fair value of stock options granted during the six months ended June 30, 2015 and 2014 were $4.78 and $2.68 per share, respectively. The total intrinsic value of the options exercised during the six months ended June 30, 2015 and 2014 was $5.2 million and $2.3 million, respectively. The intrinsic value is the difference of the current fair value of the stock and the exercise price of the stock option. The total fair value of options vested during the six months ended June 30, 2015 and 2014 was $5.5 million and $1.9 million, respectively. The Company estimates the fair value of stock-based awards on their grant date using the Black-Scholes option-pricing model. The Company estimates the fair value using a single-option approach and amortizes the fair value on a straight-line basis for options expected to vest. All options are amortized over the requisite service periods of the awards, which are generally the vesting periods. The Company estimated the fair value of stock options with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Risk-free interest rate 1.55%-1.95% 1.77%-1.88% 1.55%-1.95% 1.68%-1.90% Volatility 36.54%-39.63% 46.25%-46.30% 36.54%-39.63% 43.77%-46.68% Expected term (in years) 5.87-6.23 5.92-6.08 5.87-6.23 5.34-6.08 Expected dividend yield 0.00% 0.00% 0.00% 0.00% The expected term assumptions were determined based on the average vesting terms and contractual lives of the options. The risk-free interest rate is based on the rate for a U.S. Treasury zero-coupon issue with a term that approximates the expected life of the option grant. For stock options granted in the six months ended June 30, 2015 and 2014 the Company considered the volatility data of a group of publicly traded peer companies in its industry. Forfeiture rates are estimated using the Company’s expectations of forfeiture rates for the Company’s employees and are adjusted when estimates change. The estimation of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the Company’s current estimates, such amounts will be recorded as a cumulative adjustment in the period the estimates are revised. The Company considers many factors when estimating expected forfeitures, including historical forfeiture pattern, the types of awards and employee class. Actual results, and future changes in estimates, may differ substantially from management’s current estimates. In 2014, the Company granted a total of 947,342 shares of RSUs that are subject to certain performance targets to a third party partner. The RSUs will vest upon the third party originating certain thresholds of expected megawatts in new systems for the period starting August 2014 and ending August 2017. In addition, these RSUs only vest upon the earlier of an initial public offering by the Company or January 1, 2017 and are subject to a clawback provision that requires the holder of the RSUs to either forfeit all the RSUs or pay the Company the grant date fair value for all RSUs that are not forfeited if the third party breaches the exclusivity provision of the parties’ commercial agreement. Additionally, 372,342 of these RSUs are also subject to an additional performance-based clawback provision that is based on the third party originating certain additional thresholds of expected megawatts in new systems from April 2014 through September 2017. Both the exclusivity and performance-based clawback provisions expire in 2017. Both the performance-based and the clawback provisions are considered substantive and represent additional vesting conditions. As a result, the Company will start recognizing expense when the performance targets are met and the award value will be remeasured until the award vests. The Company recognized no compensation expense in the three months or six months ended June 30, 2015 as the performance targets were not met. The following table summarizes the activity for all RSUs under all the Company’s equity inventive plans for the six months ended June 30, 2015 (shares in thousands): Weighted Average Grant Date Fair Shares Value Unvested balance at December 31, 2014 947 $ 9.40 Granted 170 10.81 Vested — — Cancelled / forfeited — — Unvested balance at June 30, 2015 1,117 $ 9.61 In the three and six months ended June 30, 2015, the Company recognized $0.2 million and $1.5 million in compensation expense, respectively, resulting from sales of 145,000 and 1,005,928 shares, respectively, by employees and former employees to existing investors for amounts in excess of the deemed fair value. The Company recognized stock-based compensation expense, including the compensation expense resulting from the sales of common stock by employees and former employees to existing investors, in the consolidated statements of operations as follows (in thousands): For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Cost of operating leases and incentives $ 248 $ 61 $ 297 $ 112 Cost of solar energy systems and product sales 35 37 112 67 Sales and marketing 1,209 288 1,636 496 Research and development 64 95 126 139 General and administration 1,645 1,982 4,250 3,496 Total $ 3,201 $ 2,463 $ 6,421 $ 4,310 As of June 30, 2015 and December 31, 2014, total unrecognized compensation cost related to outstanding stock options was $18.3 million and $12.1 million respectively, which is expected to be recognized over a weighted-average period of 3.1 years and 2.8 years, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes The income tax benefit for the three months ended June 30, 2015 and 2014 was 11.1% and 15.3%, respectively. The income tax benefit for the six months ended June 30, 2015 and 2014 was 5.7% and 14.9%, respectively. The differences between the actual consolidated effective income tax rate and the U.S. federal statutory rate were primarily attributable to the allocation of losses on noncontrolling interest and redeemable noncontrolling interests, the prepaid income taxes due to inter-company transactions and other miscellaneous items. 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. These transactions are treated as intercompany sales and any tax expense incurred related to these sales is being deferred and amortized over the estimated useful life of the underlying systems which has been estimated to be 30 years. The deferral of the tax expense results in recording of a prepaid tax asset. As of June 30, 2015 and December 31, 2014, the Company recorded long–term prepaid tax assets of $142.8 million and $109.4 million, net of amortization. Uncertain Tax Positions As of June 30, 2015, the Company had $1.5 million of unrecognized tax benefits related to the acquisition of CEE. In addition, there was $0.1 million and $0.2 million of interest and penalties for uncertain tax positions as of June 30, 2015. As of December 31, 2014, there was no unrecognized tax benefits and there were no interest and penalties accrued for any uncertain tax position. The Company does not have any tax positions for which it is reasonably possible the total amount of gross unrecognized benefits will increase or decrease within the next 12 months. The Company is subject to taxation and files income tax returns in the United States, and various state and local jurisdictions. Due to the Company’s net losses, substantially all of its federal, state and local income tax returns since inception are still subject to audit. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Letters of Credit As of June 30, 2015 and December 31, 2014, the Company had $5.8 million of unused letters of credit outstanding, which carry fees ranging from 2.00% - 2.75% per annum. Non-cancellable Operating Leases The Company leases facilities and equipment under non-cancellable operating leases. Total operating lease expenses were $1.5 million and $2.6 million for the three and six months ended June 30, 2015, respectively, and $0.8 million and $1.5 million for the three and six months ended June 30, 2014, respectively. Certain operating leases contain rent escalation clauses, which are recorded on a straight-line basis over the initial term of the lease with the difference between the rent paid and the straight-line rent recorded as a deferred rent liability. Lease incentives received from landlords are recorded as deferred rent liabilities and are amortized on a straight-line basis over the lease term as a reduction to rent expense. Deferred rent liabilities were $1.7 million and $2.0 million as of June 30, 2015 and December 31, 2014, respectively. Capital Lease Obligations As of June 30, 2015 and December 31, 2014, capital lease obligations were $11.1 million and $7.4 million, respectively. The capital lease obligations bear interest at rates up to 10% per annum. Purchase Commitments In January 2015, the Company entered into a purchase commitment with one of our suppliers to purchase $70 million of photovoltaic modules over the next 12 months with the first modules delivered in January 2015. In June 2015, the Company entered into a purchase commitment with one of their suppliers to purchase $32 million of solar energy system modules through December 2016. In June 2015, the Company entered into a purchase commitment to purchase inverters to be delivered between July 2015 and March 2016 for a total of $14 million - $20 million. Guarantees The Company guarantees one of its investors in one of its Funds an internal rate of return, calculated on an after-tax basis, in the event that it purchases the investor’s interest or the investor sells its interest to the Company. The Company does not expect the internal rate of return to fall below the guaranteed amount; however, due to uncertainties associated with estimating the timing and amount of distributions to the investor and the possibility for and timing of the liquidation of the Fund, the Company is unable to determine the potential maximum future payments that it would have to make under this guarantee. ITC 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. Generally, such obligations would arise as a result of reductions to the value of the underlying solar energy systems as assessed by 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 any payments to the investors in excess of the amount already recognized by the Company for this obligation are not probable based on the facts known at the reporting date. The maximum potential future payments that the Company could have to make under this obligation would depend on the difference between the fair values of the solar energy systems sold or transferred to the Funds as determined by the Company and the values the IRS would determine as the fair value for the systems for purposes of claiming ITCs. ITCs are claimed based on the statutory regulations from the IRS. The Company uses fair values determined with the assistance of an independent third-party appraisal as the basis for determining the ITCs that are passed-through to and claimed by the Fund investors. Since the Company cannot determine how the IRS will 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. 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. In July 2012, the Department of Treasury and the Department of Justice (together, the “Government”) opened a civil investigation into the participation by residential solar developers in the Section 1603 grant program. The Government served subpoenas on several developers, including Sunrun, along with their investors and valuation firms. The Company believes that it is not probable that a loss will be incurred in connection with this investigation and is not able to estimate the ultimate outcome or a range of possible loss at this point. On January 4, 2013, a consumer rights class action law firm filed a class action complaint against Sunrun in Los Angeles Superior Court. The complaint asserts the claims of one named plaintiff and all others similarly situated, and alleges claims under the California state contractor licensing statute, the California unfair competition statute and the California Consumer Legal Remedies Act. The Company believes that it is not probable that a loss will be incurred in connection with this action and is not able to estimate the ultimate outcome or a range of possible loss at this point. The Company believes that it has meritorious defenses against this action and will continue to vigorously defend it. On March 11, 2015, an employee rights class action law firm filed a class action complaint against two of the Company’s subsidiaries in San Diego Superior Court. The complaint asserts the claim of one named plaintiff and others similarly situated under the California wage and hour laws, specifically, that the Company’s subsidiaries: (i) miscalculated and underpaid overtime wages by failing to include certain bonuses in base pay; (ii) failed to provide meal periods; and (iii) required employees to work off the clock without paying them. On April 27, 2015, the employee rights class action law firm filed an amended class action complaint against two of the Company’s subsidiaries in San Diego Superior Court. The Company is currently reviewing the allegations and the amount of any potential liability is not currently estimable. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 16. Net Loss Per Share The Company calculates net income (loss) per share (EPS) available to common stockholders using the two-class method. The two-class method allocates net income that otherwise would have been available to common shareholders to holders of participating securities. The Company considers all series of our convertible preferred stock to be participating securities due to their non-cumulative dividend rights. As such, net income allocated to these participating securities, which include participating rights in undistributed net income, is first subtracted from net income attributable to common stockholders to determine the amount available to the common stockholders. For the three months ended June 30, 2015, all of the net income attributable to common shareholders was allocated to participating securities because net income was less than the preference dividends to which they were entitled. The participating securities holders do not participate in the Company’s net loss. Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period adjusted to include the effect of potentially dilutive securities. Potentially dilutive securities are excluded from the computation of dilutive EPS in periods in which the effect would be antidilutive. The computation of the Company’s basic and diluted net loss per share are as follows (in thousands, except share and per share amounts): For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Numerator: Net income (loss) attributable to common stockholders $ 7,540 $ (17,231 ) $ (10,455 ) $ (28,952 ) Less: Net income allocated to participating securities (7,540 ) — — — Net income (loss) available to common stockholders — (17,231 ) (10,455 ) (28,952 ) Denominator: Weighted average shares used to compute net loss per share available to common stockholders, basic and diluted 26,215 23,827 25,322 21,437 Basic and diluted $ — $ (0.72 ) $ (0.41 ) $ (1.35 ) The following shares were excluded from the computation of diluted net loss per share as the impact of including those shares would be anti-dilutive: For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Preferred stock 54,841 54,841 54,841 54,841 Outstanding stock options 12,908 10,757 11,837 9,297 Total 67,749 65,598 66,678 64,138 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 17. Related Party Transactions An individual who served as one of the Company’s directors until March 2015 and his spouse have a direct material ownership interest in REC Solar Commercial Corporation (RECC). For the three and six months ended June 30, 2015, the Company recorded $0.1 million and $0.3 million, respectively, in solar energy systems and products sales revenue from sales to RECC and had outstanding receivables of $0.0 million and $0.1 million as of June 30, 2015 and December 31, 2014, respectively. For the three and six months ended June 30, 2014, the Company recorded $2.4 million and $3.8 million, respectively, in solar energy systems and product sales revenue from sales to RECC. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. Subsequent Events Financing Arrangements In July 2015, the Company entered into a securitization transaction pursuant to which the Company pooled and transferred qualifying solar energy systems and related lease agreements secured by associated customer contracts (“Solar Assets”) into a special purpose entity (“Issuer”). The Issuer, a wholly-owned indirect subsidiary of Sunrun, issued an aggregate principal amount of $111.0 million of asset-backed notes (“Notes”) secured by and payable solely from the cash flows generated by the Solar Assets. The Notes represent obligations of the Issuer and are not insured or guaranteed by Sunrun or any of its affiliates. The Notes consist of Class A Notes in an aggregate principal amount of $100.0 million, that bear interest at a rate of 4.40% per annum, and Class B Notes, in an aggregate principal amount of $11.0 million, that bears interest at a rate of 5.38% per annum and are subordinated in right of payment to the Class A Notes. The weighted average interest rate for the Notes is 4.50%. Most of the net proceeds from the issuance of the Notes were used to repay a portion of the Company’s lease pass-through financing obligations. The Company entered into certain management and operations and maintenance agreements with the Issuer pursuant to which the Company will provide operations and maintenance and administrative services for the Solar Assets. Agreement to Issue Common Stock and Warrants In July 2015, the Company entered into an agreement to issue up to 1,667,683 shares of its common stock (“Additional Shares”) to holders of the Series D convertible preferred stock and Series E convertible preferred stock immediately prior to the closing of the Company’s initial public offering, as consideration for their waiver of anti-dilution adjustments resulting from the issuance of shares in the Company’s initial public offering and for their consent to convert their shares of convertible preferred stock into shares of common stock immediately prior to the closing of the Company’s initial public offering. The Additional Shares were issued to the holders of the Series D and E preferred stock on August 5, 2015, the date on which the Company’s stock began trading on the NASDAQ Stock Market. As additional consideration, the Company also entered into a letter of intent to issue warrants to purchase up to 1,250,764 shares of common stock (“Additional Warrants,” and together with the Additional Shares, the “Additional Securities”) to such holders no later than October 1, 2015. The Additional Warrants shall be exercisable for three years from the date of grant and have an exercise price of $22.50 per share. The Additional Warrants may be exercised on a cashless basis. Initial Public Offering On August 10, 2015, the Company closed its initial public offering in which 17,900,000 shares of its common stock were sold at a public offering price of $14.00 per share, resulting in net proceeds to the Company of approximately $220.1 million, after deducting underwriting discounts and commissions and approximately $8.7 million in offering expenses payable by the Company, and excluding the proceeds received by the selling stockholders who sold an aggregate of 417,732 shares of the total 17,900,000 shares sold in the initial public offering. The offering costs are recorded in other assets in the Company’s consolidated balance sheet. In connection with the completion of the Company’s initial public offering, all outstanding shares of preferred stock were converted into the Company’s common stock on one to one basis. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
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 and, in the opinion of management, include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position, results of operations, and cash flows. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. As such, these unaudited consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the prospectus dated August 4, 2015 filed with the SEC pursuant to Rule 424 promulgated under the Securities Act of 1933, as amended. The results for the three and six months ended June 30, 2015 are not necessarily indicative of the results expected for the year ending December 31, 2015 or for any other interim periods or any other period. 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 financial interests. In accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 810 (“ASC 810”) Consolidation, the Company consolidates any VIE of which it is the primary beneficiary. The primary beneficiary, as defined in ASC 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 that could potentially be significant to 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. |
Use of Estimates | 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 significant estimates and assumptions, including, but not limited to, the estimates that affect the collectability of accounts receivable, the valuation of inventories, the useful lives and estimated residual values of solar energy systems, the useful lives of property and equipment, the valuation and useful lives of intangible assets, the fair value of assets acquired and liabilities assumed in business combinations, the effective interest rate used to amortize lease pass-through financing obligations, the valuation of stock-based compensation, the valuation of the Company’s common stock, the determination of valuation allowances associated with deferred tax assets, 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. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. |
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. Revenues from external customers for each group of similar products and services are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Operating leases $ 22,915 $ 16,788 $ 40,047 $ 29,417 Incentives 11,543 6,199 16,719 12,011 Operating leases and incentives 34,458 22,987 56,766 41,428 Solar energy systems 7,028 5,741 12,834 8,093 Products 31,204 23,211 52,767 32,821 Solar energy systems and product sales 38,232 28,952 65,601 40,914 Total revenue $ 72,690 $ 51,939 $ 122,367 $ 82,342 |
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 techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. 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. The Company’s financial instruments include cash and cash equivalents, receivables, accounts payable, accrued expenses, distributions payable to noncontrolling interests, derivatives, borrowings on the line of credit, and long term debt. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 Revenue from Contracts with Customers In November 2014, the FASB issued ASU 2014-16 Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity In November 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In February 2015, the FASB issued ASU 2015-02 Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Revenue From External Customers | Revenues from external customers for each group of similar products and services are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Operating leases $ 22,915 $ 16,788 $ 40,047 $ 29,417 Incentives 11,543 6,199 16,719 12,011 Operating leases and incentives 34,458 22,987 56,766 41,428 Solar energy systems 7,028 5,741 12,834 8,093 Products 31,204 23,211 52,767 32,821 Solar energy systems and product sales 38,232 28,952 65,601 40,914 Total revenue $ 72,690 $ 51,939 $ 122,367 $ 82,342 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed (in thousands): Cash and cash equivalents $ 424 Accounts receivable 639 Intangible assets 13,290 Accounts payable and accrued liabilities (1,247 ) Deferred tax liability (5,158 ) Indentifiable assets and liabilities assumed 7,948 Goodwill 35,769 Total $ 43,717 |
Fair Value of Acquired Intangible Assets and Estimated Useful Life | The fair value of acquired intangible assets and their estimated useful life are as follows (in thousands, except estimated useful life): Fair Value Estimated Useful Life Developed technology $ 5,910 5 Customer relationships 4,390 8 Trade names 2,990 8 Total $ 13,290 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Measurement of Debt Instrument | The carrying values and fair values of debt instruments are as follows (in thousands): June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value Line of credit $ 140,024 $ 140,024 $ 48,597 $ 48,597 Non-bank term loans — — 3,138 3,853 Bank term loan 32,219 34,248 33,382 35,653 Note payable 31,346 30,827 29,563 28,900 Syndicated term loans 134,133 134,133 124,571 124,571 Total $ 337,722 $ 339,231 $ 239,251 $ 241,574 |
Schedule of Fair Value of Financial Assets Measured on Recurring Basis | At June 30, 2015 and December 31, 2014, financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy are as follows (in thousands): June 30, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ 2,329 $ — $ 2,329 $ — $ — $ — $ — |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): June 30, 2015 December 31, 2014 Raw materials $ 35,336 $ 21,531 Work-in-process 2,468 2,383 Total $ 37,804 $ 23,914 |
Solar Energy Systems, Net (Tabl
Solar Energy Systems, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems, Net | Solar energy systems, net consists of the following (in thousands): June 30, 2015 December 31, 2014 Solar energy system equipment costs $ 1,610,120 $ 1,406,478 Inverters 148,714 123,910 Initial direct costs 48,809 36,279 Total solar energy systems 1,807,643 1,566,667 Less: accumulated depreciation and amortization (176,161 ) (143,028 ) Add: construction-in-progress 64,246 56,584 Total solar energy systems, net $ 1,695,728 $ 1,480,223 |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Carrying Value of Goodwill | The change in the carrying value of goodwill is as follows (in thousands): Balance—December 31, 2014 $ 51,786 Acquisition of CEE (Note 3) 35,769 Balance—June 30, 2015 $ 87,555 |
Summary of Intangible Assets, Net | Intangible assets, net as of June 30, 2015 consist of the following (in thousands): Weighted average Accumulated Carrying remaining life Cost amortization value (in years) Backlog $ 200 $ (200 ) $ — — Customer relationships 14,660 (1,768 ) 12,892 7.8 Developed technology 6,820 (553 ) 6,267 4.6 Trade names 6,990 (1,341 ) 5,649 5.7 Total $ 28,670 $ (3,862 ) $ 24,808 Intangible assets, net as of December 31, 2014 consist of the following (in thousands): Weighted average Accumulated Carrying remaining life Cost amortization value (in years) Backlog $ 200 $ (183 ) $ 17 0.1 Customer relationships 10,270 (1,055 ) 9,215 8.4 Developed technology 910 (167 ) 743 4.1 Trade names 4,000 (864 ) 3,136 4.1 Total $ 15,380 $ (2,269 ) $ 13,111 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | As of June 30, 2015, debt consisted of the following (in thousands): Unused Annual Carrying Values, net of Borrowing Contractual Interest Maturity debt discount Capacity Interest Rate Rate Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 140,024 $ 140,024 $ 44,630 LIBOR + 3.25% 3.69 % April 2018 Total recourse debt $ — $ 140,024 $ 140,024 $ 44,630 Non-recourse debt: Syndicated term loans 738 133,395 134,133 23,000 LIBOR + 2.75% - Term A 3.03 % December 2021 LIBOR + 5.00% - Term B 6.00 % December 2021 Bank term loans 1,086 31,133 32,219 — 6.25% 6.25 % April 2022 Note payable — 31,346 31,346 — 12.00% 12.00 % December 2018 Total non-recourse debt 1,824 195,874 197,698 18,000 Total debt $ 1,824 $ 335,898 $ 337,722 $ 62,630 As of December 31, 2014, debt consisted of the following (in thousands): Unused Annual Carrying Values, net of Borrowing Contractual Interest Maturity debt discount Capacity Interest Rate Rate Date Current Long Term Total Recourse debt: Bank line of credit $ — $ 48,597 $ 48,597 $ — Prime rate + 1.00% 4.25 % December 2016 Total recourse debt $ — $ 48,597 $ 48,597 $ — Non-recourse debt: Non-bank term loans 207 2,931 3,138 — 9.08% 9.08 % December 2024 Syndicated term loans 958 123,613 124,571 5,000 LIBOR + 2.75% - Term A 3.01 % December 2021 LIBOR + 5.00% - Term B 6.00 % December 2021 Bank term loans 1,437 31,945 33,382 — 6.25% 6.25 % April 2022 Note payable — 29,563 29,563 — 12.00% 12.00 % December 2018 Total non-recourse debt 2,602 188,052 190,654 5,000 Total debt $ 2,602 $ 236,649 $ 239,251 $ 5,000 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Designated Derivative Instruments Classified as Derivative Assets | At June 30, 2015, the Company had the following designated derivative instruments classified as derivative assets (in thousands, other than quantity and interest rates): Gain Adjusted recognized in Gain Hedge Fair Credit Fair Deferred Accumulated Recognized Maturity Interest Notional Market Risk Market Tax Comprehensive into Type Quantity Dates Rates Amount Value Adjustment Value Expense Income Earnings Interest rate swaps 4 10/31/2028 2.17%-2.18% $ 109,143 $ 3,040 $ (711 ) $ 2,329 $ 904 $ 1,425 $ 356 |
VIE Arrangements (Tables)
VIE Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Variable Interest Entity Disclosure [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, 2015 December 31, 2014 Assets Current assets Cash and cash equivalents $ 72,983 $ 29,099 Restricted cash 311 228 Accounts receivable, net 15,609 14,351 Prepaid expenses and other current assets 199 180 Total current assets 89,102 43,858 Restricted cash 418 365 Solar energy systems, net 1,113,088 942,655 Total Assets $ 1,202,608 $ 986,878 Liabilities Current liabilities Accounts payable $ 16,765 $ 9,057 Distribution payable to noncontrolling interests and redeemable noncontrolling interests 6,413 6,426 Accrued expenses and other liabilities 162 340 Deferred revenue, current portion 18,962 16,991 Deferred grants, current portion 7,224 7,225 Long-term debt, current portion 1,086 1,437 Total current liabilities 50,612 41,476 Deferred revenue, net of current portion 310,152 284,801 Deferred grant income, net of current portion 112,480 116,126 Long-term debt, net of current portion 31,133 $ 31,945 Total liabilities $ 504,377 $ 474,348 |
Redeemable Noncontrolling Int36
Redeemable Noncontrolling Interests and Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of Changes in Total Stockholders Equity, Redeemable Noncontrolling Interest and Noncontrolling Interest | The changes in total stockholder’s equity, redeemable noncontrolling interest, and noncontrolling interest were as follows (in thousands): Redeemable Noncontrolling Interests Total Stockholders' Equity Noncontrolling Interests Total Equity Balance - January 1, 2015 $ 135,948 $ 324,864 $ 91,755 $ 416,619 Exercise of stock options — 2,387 — 2,387 Stock based compensation — 6,495 — 6,495 Contributions from noncontrolling interests and redeemable noncontrolling interests 50,923 — 104,739 104,739 Distributions to noncontrolling interests and redeemable noncontrolling interests (6,827 ) — (6,589 ) (6,589 ) Issuance of shares due to business acquisition — 19,148 — 19,148 Net loss (28,756 ) (10,455 ) (63,174 ) (73,629 ) Unrealized gain on derivatives — 1,425 — 1,425 Balance - June 30, 2015 $ 151,288 $ 343,864 $ 126,731 $ 470,595 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased 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, 2015 (shares in thousands): Weighted Weighted Average Average Options Exercise Price Remaining Outstanding Outstanding Contractual Life Outstanding at December 31, 2014 11,408 $ 4.42 $ 8.2 Granted 2,863 9.17 Exercised (854 ) 2.79 Cancelled / forfeited (783 ) 5.00 Outstanding at June 30, 2015 12,634 $ 5.57 $ 7.1 Options vested and exercisable at June 30, 2015 5,414 3.63 $ 6.2 Options vested and expected to vest at June 30, 2015 10,480 5.31 $ 8.1 |
Estimated Fair Value of Stock Options | The Company estimated the fair value of stock options with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Risk-free interest rate 1.55%-1.95% 1.77%-1.88% 1.55%-1.95% 1.68%-1.90% Volatility 36.54%-39.63% 46.25%-46.30% 36.54%-39.63% 43.77%-46.68% Expected term (in years) 5.87-6.23 5.92-6.08 5.87-6.23 5.34-6.08 Expected dividend yield 0.00% 0.00% 0.00% 0.00% |
Summary of Activity for All RSUs | The following table summarizes the activity for all RSUs under all the Company’s equity inventive plans for the six months ended June 30, 2015 (shares in thousands): Weighted Average Grant Date Fair Shares Value Unvested balance at December 31, 2014 947 $ 9.40 Granted 170 10.81 Vested — — Cancelled / forfeited — — Unvested balance at June 30, 2015 1,117 $ 9.61 |
Summary of Stock-Based Compensation Expense | The Company recognized stock-based compensation expense, including the compensation expense resulting from the sales of common stock by employees and former employees to existing investors, in the consolidated statements of operations as follows (in thousands): For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Cost of operating leases and incentives $ 248 $ 61 $ 297 $ 112 Cost of solar energy systems and product sales 35 37 112 67 Sales and marketing 1,209 288 1,636 496 Research and development 64 95 126 139 General and administration 1,645 1,982 4,250 3,496 Total $ 3,201 $ 2,463 $ 6,421 $ 4,310 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The computation of the Company’s basic and diluted net loss per share are as follows (in thousands, except share and per share amounts): For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Numerator: Net income (loss) attributable to common stockholders $ 7,540 $ (17,231 ) $ (10,455 ) $ (28,952 ) Less: Net income allocated to participating securities (7,540 ) — — — Net income (loss) available to common stockholders — (17,231 ) (10,455 ) (28,952 ) Denominator: Weighted average shares used to compute net loss per share available to common stockholders, basic and diluted 26,215 23,827 25,322 21,437 Basic and diluted $ — $ (0.72 ) $ (0.41 ) $ (1.35 ) |
Schedule of Shares Excluded from Computation of Earnings Per Share | The following shares were excluded from the computation of diluted net loss per share as the impact of including those shares would be anti-dilutive: For the Three Months For the Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Preferred stock 54,841 54,841 54,841 54,841 Outstanding stock options 12,908 10,757 11,837 9,297 Total 67,749 65,598 66,678 64,138 |
Organization - Additional Infor
Organization - Additional Information (Details) - 6 months ended Jun. 30, 2015 - InvestmnetFund | Total |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Power purchase or lease agreement term | 20 years |
Number of types of investment funds used by the company | 3 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Additional Information (Details) - 6 months ended Jun. 30, 2015 | SegmentBusinessActivity |
Accounting Policies [Abstract] | |
Number of operating segments | 1 |
Number of business activities | BusinessActivity | 1 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Schedule of Revenues from External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Entity Wide Revenue Major Customer [Line Items] | ||||
Operating leases | $ 22,915 | $ 16,788 | $ 40,047 | $ 29,417 |
Incentives | 11,543 | 6,199 | 16,719 | 12,011 |
Operating leases and incentives | 34,458 | 22,987 | 56,766 | 41,428 |
Solar energy systems and product sales | 38,232 | 28,952 | 65,601 | 40,914 |
Total revenue | 72,690 | 51,939 | 122,367 | 82,342 |
Solar Energy Systems | ||||
Entity Wide Revenue Major Customer [Line Items] | ||||
Solar energy systems and product sales | 7,028 | 5,741 | 12,834 | 8,093 |
Products | ||||
Entity Wide Revenue Major Customer [Line Items] | ||||
Solar energy systems and product sales | $ 31,204 | $ 23,211 | $ 52,767 | $ 32,821 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Millions | Apr. 01, 2017USD ($)shares | Apr. 30, 2015USD ($)Installmentshares | Jun. 30, 2015USD ($)shares | Jun. 30, 2015USD ($)shares | Apr. 01, 2016USD ($)shares | Oct. 01, 2015USD ($)shares |
Business Acquisition [Line Items] | ||||||
Business acquisition acquired business to total revenue | $ 4.1 | $ 4.1 | ||||
Scenario Forecast | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition contingent cash payment | $ 9.1 | |||||
Business acquisition contingent share issuance | shares | 600,000 | |||||
Business acquisition of compensation expenses | 2 years | |||||
Clean Energy Experts, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Cash payment | $ 25 | |||||
Business acquisition shares of common stock | shares | 1,900,000 | |||||
Business acquisition payment of cash | $ 15 | $ 15 | ||||
Business acquisition, shares issued | shares | 1,400,000 | 1,400,000 | ||||
Remaining cash of business acquisition | $ 10 | |||||
Remaining shares of business acquisition | shares | 500,000 | |||||
Number of installment | Installment | 2 | |||||
Clean Energy Experts, LLC | Scenario Forecast | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition cash to be paid in October 2012 and in April 2016 | $ 5 | $ 5 | ||||
Business acquisition shares to be issued in October 2012 and in April 2016 | shares | 250,000 | 250,000 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Value Assets and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||
Goodwill | $ 87,555 | $ 51,786 |
Clean Energy Experts, LLC | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 424 | |
Accounts receivable | 639 | |
Intangible assets | 13,290 | |
Accounts payable and accrued liabilities | (1,247) | |
Deferred tax liability | (5,158) | |
Identifiable assets and liabilities assumed | 7,948 | |
Goodwill | 35,769 | |
Total | $ 43,717 |
Acquisitions - Summary of Fai44
Acquisitions - Summary of Fair Value of Acquired Intangible Assets and Estimated Useful Life (Details) - Jun. 30, 2015 - Clean Energy Experts, LLC - USD ($) $ in Thousands | Total |
Acquired Finite Lived Intangible Assets [Line Items] | |
Fair Value | $ 13,290 |
Developed Technology Rights | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Fair Value | $ 5,910 |
Estimated Useful Life | 5 years |
Customer Relationships | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Fair Value | $ 4,390 |
Estimated Useful Life | 8 years |
Trade Names | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Fair Value | $ 2,990 |
Estimated Useful Life | 8 years |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Measurement of Debt Instrument (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | $ 337,722 | $ 239,251 |
Debt Instrument, Fair Value | 339,231 | 241,574 |
Line of Credit | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | 140,024 | 48,597 |
Debt Instrument, Fair Value | 140,024 | 48,597 |
Non Bank Term Loans | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | 3,138 | |
Debt Instrument, Fair Value | 3,853 | |
Bank Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | 32,219 | 33,382 |
Debt Instrument, Fair Value | 34,248 | 35,653 |
Notes Payable | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | 31,346 | 29,563 |
Debt Instrument, Fair Value | 30,827 | 28,900 |
Syndicated Term Loans | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt | 134,133 | 124,571 |
Debt Instrument, Fair Value | $ 134,133 | $ 124,571 |
Fair Value Measurements - Sch46
Fair Value Measurements - Schedule of Fair Value of Financial Assets Measured on Recurring Basis (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Derivative assets | $ 2,329 |
Level 2 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Derivative assets | $ 2,329 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 35,336 | $ 21,531 |
Work-in-process | 2,468 | 2,383 |
Total | $ 37,804 | $ 23,914 |
Solar Energy Systems, Net (Deta
Solar Energy Systems, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $ 1,807,643 | $ 1,566,667 |
Less: accumulated depreciation and amortization | (176,161) | (143,028) |
Add: construction-in-progress | 64,246 | 56,584 |
Total solar energy systems, net | 1,695,728 | 1,480,223 |
Solar Energy System Equipment Costs | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 1,610,120 | 1,406,478 |
Inverters | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 148,714 | 123,910 |
Initial Direct Costs | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $ 48,809 | $ 36,279 |
Solar Energy Systems, Net - Add
Solar Energy Systems, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Leases [Abstract] | ||||
Depreciation expense | $ 16.5 | $ 12.9 | $ 32 | $ 24.9 |
Amortization of deferred grants | $ 3.5 | $ 3.5 | $ 7.1 | $ 6.9 |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets, Net - Carrying Value of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 51,786 |
Acquisition of CEE (Note 3) | 35,769 |
Ending balance | $ 87,555 |
Goodwill and Intangible Asset51
Goodwill and Intangible Assets, Net - Summary of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Finite Lived Intangible Assets [Line Items] | ||
Cost | $ 28,670 | $ 15,380 |
Accumulated amortization | (3,862) | (2,269) |
Carrying value | 24,808 | 13,111 |
Backlog | ||
Finite Lived Intangible Assets [Line Items] | ||
Cost | 200 | 200 |
Accumulated amortization | (200) | (183) |
Carrying value | $ 17 | |
Weighted average remaining life (in years) | 1 month 6 days | |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Cost | 14,660 | $ 10,270 |
Accumulated amortization | (1,768) | (1,055) |
Carrying value | $ 12,892 | $ 9,215 |
Weighted average remaining life (in years) | 7 years 9 months 18 days | 8 years 4 months 24 days |
Developed Technology Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Cost | $ 6,820 | $ 910 |
Accumulated amortization | (553) | (167) |
Carrying value | $ 6,267 | $ 743 |
Weighted average remaining life (in years) | 4 years 7 months 6 days | 4 years 1 month 6 days |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Cost | $ 6,990 | $ 4,000 |
Accumulated amortization | (1,341) | (864) |
Carrying value | $ 5,649 | $ 3,136 |
Weighted average remaining life (in years) | 5 years 8 months 12 days | 4 years 1 month 6 days |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 1,051 | $ 655 | $ 1,593 | $ 1,118 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 62,630 | $ 5,000 |
Non-recourse debt, Current | 1,824 | 2,602 |
Non-recourse debt, Long Term | 195,874 | 188,052 |
Long term debt, Current | 1,824 | 2,602 |
Long term debt, Noncurrent | 335,898 | 236,649 |
Long term debt | 337,722 | 239,251 |
Line of credit | 140,024 | 48,597 |
Bank line of credit | ||
Debt Instrument [Line Items] | ||
Line of credit | 140,024 | 48,597 |
Recourse debt, Total | 140,024 | 48,597 |
Syndicated Term Loans | ||
Debt Instrument [Line Items] | ||
Non-recourse debt, Current | 738 | 958 |
Non-recourse debt, Long Term | 133,395 | 123,613 |
Non-recourse debt, Total | 134,133 | 124,571 |
Bank Term Loans | ||
Debt Instrument [Line Items] | ||
Non-recourse debt, Current | 1,086 | 1,437 |
Non-recourse debt, Long Term | 31,133 | 31,945 |
Non-recourse debt, Total | 32,219 | 33,382 |
Note payable | ||
Debt Instrument [Line Items] | ||
Non-recourse debt, Long Term | 31,346 | 29,563 |
Non-recourse debt, Total | 31,346 | 29,563 |
Non Bank Term Loans | ||
Debt Instrument [Line Items] | ||
Non-recourse debt, Current | 207 | |
Non-recourse debt, Long Term | 2,931 | |
Non-recourse debt, Total | 3,138 | |
Recourse Debt | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | 44,630 | |
Long term debt, Noncurrent | 140,024 | 48,597 |
Long term debt | 140,024 | $ 48,597 |
Recourse Debt | Bank line of credit | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 44,630 | |
Interest Rate | 4.25% | |
Maturity Date | Apr. 30, 2018 | Dec. 31, 2016 |
Recourse Debt | Bank line of credit | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.69% | |
Annual Contractual Interest Rate | 3.25% | |
Recourse Debt | Bank line of credit | Prime Rate | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 1.00% | |
Non Recourse Debt | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 18,000 | $ 5,000 |
Long term debt, Current | 1,824 | 2,602 |
Long term debt, Noncurrent | 195,874 | 188,052 |
Long term debt | 197,698 | 190,654 |
Non Recourse Debt | Syndicated Term Loans | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 23,000 | $ 5,000 |
Maturity Date | Dec. 31, 2021 | Dec. 31, 2021 |
Non Recourse Debt | Syndicated Term Loans | Term A | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 6.25% | |
Non Recourse Debt | Syndicated Term Loans | Term B | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 12.00% | |
Non Recourse Debt | Syndicated Term Loans | LIBOR | Term A | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.03% | 3.01% |
Annual Contractual Interest Rate | 2.75% | 2.75% |
Non Recourse Debt | Syndicated Term Loans | LIBOR | Term B | ||
Debt Instrument [Line Items] | ||
Interest Rate | 6.00% | 6.00% |
Annual Contractual Interest Rate | 5.00% | 5.00% |
Non Recourse Debt | Bank Term Loans | ||
Debt Instrument [Line Items] | ||
Interest Rate | 6.25% | 6.25% |
Maturity Date | Apr. 30, 2022 | Apr. 30, 2022 |
Non Recourse Debt | Note payable | ||
Debt Instrument [Line Items] | ||
Interest Rate | 12.00% | 12.00% |
Maturity Date | Dec. 31, 2018 | Dec. 31, 2018 |
Non Recourse Debt | Non Bank Term Loans | ||
Debt Instrument [Line Items] | ||
Interest Rate | 9.08% | |
Maturity Date | Dec. 31, 2024 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | |
Line Of Credit Facility [Line Items] | ||||||
Repayments of debt | $ 54,956,000 | $ 2,017,000 | ||||
Loss on early extinguishment of debt | $ 431,000 | 431,000 | ||||
Loan outstanding balance | $ 239,251,000 | 337,722,000 | 337,722,000 | |||
Bank Line of Credit | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, amount outstanding | 48,597,000 | 140,024,000 | $ 140,024,000 | |||
Bank Line of Credit | Credit Facility Agreements with Syndicate of Banks | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 50,000,000 | |||||
Debt instrument maturity month and year | 2016-12 | |||||
Bank Line of Credit | Credit Facility Agreements with Syndicate of Banks | Letter of Credit Sub-Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 1,000,000 | |||||
Bank Line of Credit | Syndicated Working Capital Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 205,000,000 | |||||
Line of credit facility, borrowing capacity at closing date | 187,000,000 | $ 187,000,000 | ||||
Line of credit facility, amount outstanding | 80,000,000 | 80,000,000 | ||||
Repayments of line of credit unpaid balance | 49,700,000 | |||||
Minimum unencumbered liquid assets to be maintained | $ 25,000,000 | $ 25,000,000 | ||||
Bank Line of Credit | Syndicated Working Capital Facility | Minimum | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest coverage ratio | 200.00% | 200.00% | ||||
Non Bank Term Loans | ||||||
Line Of Credit Facility [Line Items] | ||||||
Aggregate amount of debt | $ 119,500,000 | |||||
Repayments of debt | 3,500,000 | |||||
Loss on early extinguishment of debt | $ 431,000 | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 195,400,000 | |||||
Debt maturity date | Dec. 31, 2021 | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Senior Term Loan | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 158,500,000 | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Senior Term Loan | LIBOR | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt instrument, variable rate periodic increase | 0.25% | |||||
Debt instrument, variable rate | 2.75% | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Subordinated Term Loan | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 24,000,000 | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Subordinated Term Loan | Minimum | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt prepayment penalty percentage | 0.00% | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Subordinated Term Loan | Minimum | LIBOR | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt instrument, variable rate | 1.00% | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Subordinated Term Loan | Maximum | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt prepayment penalty percentage | 2.00% | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Subordinated Term Loan | Maximum | LIBOR | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt instrument, variable rate | 5.00% | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Working Capital Revolver Commitment | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 5,000,000 | |||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Senior Secured Revolving Letter Of Credit Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 7,900,000 | |||||
Bank Term Loans | ||||||
Line Of Credit Facility [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 38,000,000 | |||||
Notes payable | ||||||
Line Of Credit Facility [Line Items] | ||||||
Proceeds from issuance of senior secured notes | $ 27,200,000 | |||||
Notes payable | Payment in Kind ("PIK") | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate, stated percentage | 12.00% | |||||
Loan outstanding balance | $ 2,900,000 | $ 4,600,000 | $ 4,600,000 |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Jan. 31, 2015USD ($)Counterparty | |
Derivatives Fair Value [Line Items] | |||
Unrealized fair market value gain (loss) | $ 1,425,000 | ||
Unrealized gain on derivatives, net of tax | $ 2,861,000 | 1,069,000 | |
Unrealized gain on derivatives, tax expense | 904,000 | 904,000 | |
Interest Rate Swap | |||
Derivatives Fair Value [Line Items] | |||
Derivative notional amount | 109,143,000 | 109,143,000 | $ 109,100,000 |
Number of counterparties | Counterparty | 4 | ||
Unrealized fair market value gain (loss) | 2,300,000 | ||
Unrealized gain on derivatives, net of tax | 2,900,000 | 1,100,000 | |
Unrealized gain on derivatives, tax expense | $ 900,000 | 900,000 | |
Undesignated derivative instruments recorded by the Company | $ 0 |
Derivatives - Summary of Design
Derivatives - Summary of Designated Derivative Instruments Classified as Derivative Assets (Details) | 6 Months Ended | |
Jun. 30, 2015USD ($)Instrument | Jan. 31, 2015USD ($) | |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Gain recognized in Accumulated Comprehensive Income | $ 1,425,000 | |
Interest Rate Swap | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Quantity | Instrument | 4 | |
Maturity Dates | Oct. 31, 2028 | |
Notional Amount | $ 109,143,000 | $ 109,100,000 |
Fair Market Value | 3,040,000 | |
Credit Risk Adjustment | (711,000) | |
Adjusted Fair Market Value | 2,329,000 | |
Deferred Tax Expense | 904,000 | |
Gain recognized in Accumulated Comprehensive Income | 1,425,000 | |
Gain Recognized into Earnings | $ 356,000 | |
Interest Rate Swap | Minimum | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Hedge Interest Rates | 2.17% | |
Interest Rate Swap | Maximum | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Hedge Interest Rates | 2.18% |
Lease Pass-Through Financing 57
Lease Pass-Through Financing Obligations - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Property Subject To Or Available For Operating Lease [Line Items] | ||
Initial lease term | 20 years | |
Solar energy systems, gross | $ 1,807,643 | $ 1,566,667 |
Depreciation on lease | 176,161 | 143,028 |
Solar Energy Systems Under Lease Pass-through Fund Arrangements [Member] | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 394,800 | 322,200 |
Depreciation on lease | $ 26,100 | $ 19,300 |
Solar Energy Systems Under Lease Pass-through Fund Arrangements [Member] | Minimum | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Initial lease term | 20 years | |
Solar Energy Systems Under Lease Pass-through Fund Arrangements [Member] | Maximum | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Initial lease term | 25 years |
VIE Arrangements - Carrying Amo
VIE Arrangements - Carrying Amounts and Classification of the VIEs' Assets and Liabilities Included in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | |
Current assets: | |||||
Cash and cash equivalents | $ 116,610 | $ 152,154 | $ 203,902 | $ 99,699 | |
Restricted cash | 5,764 | 2,534 | |||
Accounts receivable, net | 49,619 | 43,189 | |||
Prepaid expenses and other current assets | 16,698 | 9,560 | |||
Total current assets | 229,054 | 239,582 | |||
Restricted cash | 7,390 | 6,012 | |||
Solar energy systems, net | 1,695,728 | 1,480,223 | |||
Total assets | [1] | 2,240,750 | 1,935,632 | ||
Current liabilities: | |||||
Accounts payable | 69,566 | 51,166 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,463 | 6,764 | |||
Accrued expenses and other liabilities | 42,833 | 25,445 | |||
Deferred revenue, current portion | 51,929 | 44,398 | |||
Deferred grants, current portion | 14,002 | 13,754 | |||
Long-term debt, current portion | 1,824 | 2,602 | |||
Total current liabilities | 193,866 | 150,883 | |||
Deferred revenue, net of current portion | 510,346 | 467,726 | |||
Deferred grants, net of current portion | 219,380 | 226,801 | |||
Long-term debt, net of current portion | 335,898 | 236,649 | |||
Total liabilities | [1] | 1,618,867 | 1,383,065 | ||
Variable Interest Entities | |||||
Current assets: | |||||
Cash and cash equivalents | 72,983 | 29,099 | |||
Restricted cash | 311 | 228 | |||
Accounts receivable, net | 15,609 | 14,351 | |||
Prepaid expenses and other current assets | 199 | 180 | |||
Total current assets | 89,102 | 43,858 | |||
Restricted cash | 418 | 365 | |||
Solar energy systems, net | 1,113,088 | 942,655 | |||
Total assets | 1,202,608 | 986,878 | |||
Current liabilities: | |||||
Accounts payable | 16,765 | 9,057 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 6,413 | 6,426 | |||
Accrued expenses and other liabilities | 162 | 340 | |||
Deferred revenue, current portion | 18,962 | 16,991 | |||
Deferred grants, current portion | 7,224 | 7,225 | |||
Long-term debt, current portion | 1,086 | 1,437 | |||
Total current liabilities | 50,612 | 41,476 | |||
Deferred revenue, net of current portion | 310,152 | 284,801 | |||
Deferred grants, net of current portion | 112,480 | 116,126 | |||
Long-term debt, net of current portion | 31,133 | 31,945 | |||
Total liabilities | $ 504,377 | $ 474,348 | |||
[1] | The Company’s consolidated assets as of June 30, 2015 and December 31, 2014 include $1,202,608 (unaudited) and $986,878, respectively, in assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. Solar energy systems, net, as of June 30, 2015 and December 31, 2014 were $1,113,088 (unaudited) and $942,655, respectively; cash and cash equivalents as of June 30, 2015 and December 31, 2014 were $72,983 (unaudited) and $29,099, respectively; restricted cash as of June 30, 2015 and December 31, 2014 were $729 (unaudited) and $593, respectively; accounts receivable, net as of June 30, 2015 and December 31, 2014 were $15,609 (unaudited) and $14,351. respectively; prepaid expenses and other current assets as of June 30, 2015 and December 31, 2014 were $199 (unaudited) and $180, respectively. The Company’s consolidated liabilities as of June 30, 2015 and December 31, 2014 include $504,377 (unaudited) and $474,348, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of June 30, 2015 and December 31, 2014 of $16,765 (unaudited) and $9,057, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of June 30, 2015 and December 31, 2014 of $6,413 (unaudited) and $6,426, respectively; accrued expenses and other liabilities as of June 30, 2015 and December 31, 2014 of $162 (unaudited) and $340, respectively; deferred revenue as of June 30, 2015 and December 31, 2014 of $329,114 (unaudited) and $301,792, respectively; deferred grants as of June 30, 2015 and December 31, 2014 of $119,704 (unaudited) and $123,351, respectively; and long-term debt as of June 30, 2015 and December 31, 2014 of $32,219 (unaudited) and $33,382, respectively |
Redeemable Noncontrolling Int59
Redeemable Noncontrolling Interests and Equity - Schedule of Changes in Total Stockholders Equity, Redeemable Noncontrolling Interest and Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Minority Interest [Line Items] | ||||
Balance at beginning of period | $ 416,619 | |||
Balance at beginning of period | 135,948 | |||
Balance at end of period | $ 151,288 | 151,288 | ||
Balance at beginning of period | 324,864 | |||
Proceeds from exercises of stock options | 2,387 | $ 1,116 | ||
Stock based compensation | 6,495 | |||
Issuance of shares due to business acquisition | 19,148 | |||
Net income (loss) attributable to common stockholders | 7,540 | $ (17,231) | (10,455) | (28,952) |
Unrealized fair market value gain (loss) | 1,425 | |||
Balance at end of period | 343,864 | 343,864 | ||
Balance at beginning of period | 91,755 | |||
Contributions from noncontrolling interests | 104,739 | |||
Distributions to noncontrolling interests | (6,589) | |||
Net loss attributable to noncontrolling interest | 57,405 | $ 15,517 | 91,930 | $ 28,389 |
Balance at end of period | 126,731 | 126,731 | ||
Net loss including portion attributable to noncontrolling interest | (73,629) | |||
Balance at end of period | 470,595 | 470,595 | ||
Redeemable Non Controlling Interests | ||||
Minority Interest [Line Items] | ||||
Balance at beginning of period | 135,948 | |||
Contributions from redeemable noncontrolling interests | 50,923 | |||
Distributions to redeemable noncontrolling interests | (6,827) | |||
Net loss attributable to redeemable noncontrolling interests | (28,756) | |||
Balance at end of period | 151,288 | 151,288 | ||
Total Stockholders' Equity | ||||
Minority Interest [Line Items] | ||||
Balance at beginning of period | 324,864 | |||
Proceeds from exercises of stock options | 2,387 | |||
Stock based compensation | 6,495 | |||
Issuance of shares due to business acquisition | 19,148 | |||
Net income (loss) attributable to common stockholders | (10,455) | |||
Unrealized fair market value gain (loss) | 1,425 | |||
Balance at end of period | 343,864 | 343,864 | ||
Noncontrolling Interests | ||||
Minority Interest [Line Items] | ||||
Balance at beginning of period | 91,755 | |||
Contributions from noncontrolling interests | 104,739 | |||
Distributions to noncontrolling interests | (6,589) | |||
Net loss attributable to noncontrolling interest | (63,174) | |||
Balance at end of period | $ 126,731 | $ 126,731 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Stock options, Outstanding, balance | 11,408,000 | |
Stock options, Granted | 2,863,000 | |
Stock options, Exercised | (854,000) | |
Stock options, Cancelled/Forfeited | (783,000) | |
Stock options, Outstanding, Balance | 12,634,000 | 11,408,000 |
Stock options, Options vested and exercisable | 5,414,000 | |
Stock options, Options vested and expected to vest | 10,480,000 | |
Weighted-average exercise price, Outstanding, Balance | $ 4.42 | |
Weighted-average exercise price, Granted | 9.17 | |
Weighted-average exercise price, Exercised | 2.79 | |
Weighted-average exercise price, Cancelled/Forfeited | 5 | |
Weighted-average exercise price, Outstanding, Balance | 5.57 | $ 4.42 |
Weighted-average exercise price, Options vested and exercisable | 3.63 | |
Weighted-average exercise price, Options vested and expected to vest | $ 5.31 | |
Weighted-average remaining contractual life, options outstanding | 7 years 1 month 6 days | 8 years 2 months 12 days |
Weighted-average remaining contractual life, options vested and exercisable | 6 years 2 months 12 days | |
Weighted-average remaining contractual life, options vested and expected to vest | 8 years 1 month 6 days |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unvested exercisable shares | 845,410 | 845,410 | 469,000 | ||
Unvested exercisable shares, vesting period | 3 years | ||||
Unvested options exercised | 0 | 0 | |||
Weighted-average grant-date fair value of stock options granted | $ 4.78 | $ 2.68 | |||
Total intrinsic value of options exercised | $ 5,200 | $ 2,300 | |||
Total fair value of options vested | 5,500 | 1,900 | |||
Stock-based compensation expense | $ 3,201 | $ 2,463 | 6,421 | $ 4,310 | |
Total unrecognized compensation cost | 18,300 | $ 18,300 | $ 12,100 | ||
Weighted-average period of recognition | 3 years 1 month 6 days | 2 years 9 months 18 days | |||
Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 200 | $ 1,500 | |||
Sale of shares | 145,000 | 1,005,928 | |||
Restricted Stock Units (RSUs) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock option plan, number of shares granted | 170,000 | 947,342 | |||
Vesting starting period | 2014-08 | ||||
Vesting ending period | 2017-08 | ||||
Stock option plan, number of additional shares available for grant | 372,342 |
Stock-Based Compensation - Esti
Stock-Based Compensation - Estimated Fair Value of Stock Options (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.55% | 1.77% | 1.55% | 1.68% |
Volatility | 36.54% | 46.25% | 36.54% | 43.77% |
Expected term (in years) | 5 years 10 months 13 days | 5 years 11 months 1 day | 5 years 10 months 13 days | 5 years 4 months 2 days |
Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.95% | 1.88% | 1.95% | 1.90% |
Volatility | 39.63% | 46.30% | 39.63% | 46.68% |
Expected term (in years) | 6 years 2 months 23 days | 6 years 29 days | 6 years 2 months 23 days | 6 years 29 days |
Stock-Based Compensation - Su63
Stock-Based Compensation - Summary of Activity for All RSUs (Details) - Restricted Stock Units (RSUs) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Shares, Unvested, Balance | 947,000 | |
Shares, Granted | 170,000 | 947,342 |
Shares, Unvested, Balance | 1,117,000 | 947,000 |
Weighted-average grant date fair value, Unvested, Balance | $ 9.40 | |
Weighted-average grant date fair value, Granted | 10.81 | |
Weighted-average grant date fair value, Unvested, Balance | $ 9.61 | $ 9.40 |
Stock-Based Compensation - Su64
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 3,201 | $ 2,463 | $ 6,421 | $ 4,310 |
Cost of Operating Leases and Incentives | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 248 | 61 | 297 | 112 |
Cost of Solar Energy Systems and Product Sales | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 35 | 37 | 112 | 67 |
Sales and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 1,209 | 288 | 1,636 | 496 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 64 | 95 | 126 | 139 |
General and Administration | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 1,645 | $ 1,982 | $ 4,250 | $ 3,496 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rates | 11.10% | 15.30% | 5.70% | 14.90% | |
Prepaid tax asset, net of amortization | $ 142,800,000 | $ 142,800,000 | $ 109,400,000 | ||
Unrecognized tax benefits | $ 1,500,000 | 1,500,000 | 0 | ||
Interest and penalties accrued for any uncertain tax position | $ 0 | ||||
Penalties for uncertain tax positions | 200,000 | ||||
Interest for uncertain tax positions | $ 100,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jan. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Other Commitments [Line Items] | |||||||
Letters of credit outstanding, amount | $ 5.8 | $ 5.8 | $ 5.8 | $ 5.8 | |||
Capital Lease Obligations | 11.1 | 11.1 | $ 11.1 | 7.4 | |||
Solar Energy System Modules | |||||||
Other Commitments [Line Items] | |||||||
Purchase commitment with suppliers | 32 | ||||||
Photovoltaic Modules | |||||||
Other Commitments [Line Items] | |||||||
Purchase commitment with suppliers | $ 70 | ||||||
Capital Lease Obligations | |||||||
Other Commitments [Line Items] | |||||||
Lease obligation interest rates | 10.00% | ||||||
Non-Cancellable Operating Leases | |||||||
Other Commitments [Line Items] | |||||||
Operating lease expenses | 1.5 | $ 0.8 | $ 2.6 | $ 1.5 | |||
Deferred rent liabilities | 1.7 | $ 1.7 | $ 1.7 | $ 2 | |||
Minimum | Inverters | |||||||
Other Commitments [Line Items] | |||||||
Purchase commitment with suppliers | 14 | ||||||
Maximum | Inverters | |||||||
Other Commitments [Line Items] | |||||||
Purchase commitment with suppliers | $ 20 | ||||||
Letter of Credit | Minimum | |||||||
Other Commitments [Line Items] | |||||||
Letter of credit, fee percentage | 2.00% | ||||||
Letter of Credit | Maximum | |||||||
Other Commitments [Line Items] | |||||||
Letter of credit, fee percentage | 2.75% |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net income (loss) attributable to common stockholders | $ 7,540 | $ (17,231) | $ (10,455) | $ (28,952) |
Less: Net income allocated to participating securities | $ (7,540) | |||
Net income (loss) available to common stockholders | $ (17,231) | $ (10,455) | $ (28,952) | |
Denominator: | ||||
Weighted average shares used to compute net loss per share available to common stockholders, basic and diluted | 26,215 | 23,827 | 25,322 | 21,437 |
Basic and diluted | $ (0.72) | $ (0.41) | $ (1.35) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Shares Excluded From Computation of Diluted Net Los Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net loss per share | 67,749 | 65,598 | 66,678 | 64,138 |
Preferred Stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net loss per share | 54,841 | 54,841 | 54,841 | 54,841 |
Outstanding Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of net loss per share | 12,908 | 10,757 | 11,837 | 9,297 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - RECC - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Solar energy systems and products sales revenue | $ 0.1 | $ 2.4 | $ 0.3 | $ 3.8 | |
Accounts receivable | $ 0 | $ 0 | $ 0.1 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Millions | Aug. 10, 2015 | Jul. 31, 2015 |
Subsequent Event [Line Items] | ||
Class of warrant exercisable period | 3 years | |
Warrants exercise price | $ 22.50 | |
Initial Public Offering | ||
Subsequent Event [Line Items] | ||
Common stock shares issued | 17,900,000 | |
Sale of stock, price per share | $ 14 | |
Proceeds from issuance initial public offering | $ 220.1 | |
Offering costs | $ 8.7 | |
Maximum | ||
Subsequent Event [Line Items] | ||
Common stock issuable upon preferred stock conversion | 1,667,683 | |
Common shares issuable upon conversion of warrants | 1,250,764 | |
Asset Backed Securities | ||
Subsequent Event [Line Items] | ||
Debt instrument principal amount | $ 111 | |
Weighted average interest rate | 4.50% | |
Asset Backed Securities | Class A Notes | ||
Subsequent Event [Line Items] | ||
Debt instrument principal amount | $ 100 | |
Interest rate, stated percentage | 4.40% | |
Asset Backed Securities | Subordinated Class B Notes | ||
Subsequent Event [Line Items] | ||
Debt instrument principal amount | $ 11 | |
Interest rate, stated percentage | 5.38% |