Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 10, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
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 | 101,962,958 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash | $ 208,313 | $ 203,864 | |
Restricted cash | 9,246 | 9,203 | |
Accounts receivable (net of allowances for doubtful accounts of $1,167 and $1,641 as of March 31, 2016 and December 31, 2015, respectively) | 56,774 | 60,275 | |
State tax credits receivable | 9,198 | ||
Inventories | 94,682 | 71,258 | |
Prepaid expenses and other current assets | 13,903 | 5,917 | |
Total current assets | 382,918 | 359,715 | |
Restricted cash | 6,125 | 8,094 | |
Solar energy systems, net | 2,137,015 | 1,992,021 | |
Property and equipment, net | 51,897 | 44,866 | |
Intangible assets, net | 21,653 | 22,705 | |
Goodwill | 87,543 | 87,543 | |
Prepaid tax asset | 222,596 | 190,146 | |
Other assets | 31,833 | 29,502 | |
Total assets | [1] | 2,941,580 | 2,734,592 |
Current liabilities: | |||
Accounts payable | 93,701 | 104,133 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,368 | 8,144 | |
Accrued expenses and other liabilities | 53,826 | 49,146 | |
Deferred revenue, current portion | 65,820 | 59,726 | |
Deferred grants, current portion | 14,399 | 13,949 | |
Capital lease obligation, current portion | 10,890 | 8,951 | |
Long-term non-recourse debt, current portion | 5,591 | 4,722 | |
Lease pass-through financing obligation, current portion | 4,540 | 3,710 | |
Total current liabilities | 256,135 | 252,481 | |
Deferred revenue, net of current portion | 577,220 | 559,066 | |
Deferred grants, net of current portion | 216,176 | 220,784 | |
Capital lease obligation, net of current portion | 17,154 | 15,042 | |
Recourse debt | 191,000 | 197,000 | |
Long-term non-recourse debt, net of current portion | 436,196 | 333,042 | |
Lease pass-through financing obligation, net of current portion | 143,020 | 153,188 | |
Other liabilities | 8,863 | 7,144 | |
Deferred tax liabilities | 222,596 | 190,146 | |
Total liabilities | [1] | $ 2,068,360 | $ 1,927,893 |
Commitments and contingencies (Note 13) | |||
Redeemable noncontrolling interests | $ 138,049 | $ 147,139 | |
Stockholders’ equity: | |||
Preferred stock | |||
Common stock, $0.0001 par value—authorized, 2,000,000 shares as of March 31, 2016 and December 31, 2015; issued and outstanding, 101,578 and 101,282 shares as of March 31, 2016 and December 31, 2015, respectively | $ 10 | $ 10 | |
Additional paid-in capital | 646,092 | 642,229 | |
Accumulated other comprehensive loss | (6,194) | (921) | |
Accumulated deficit | (74,115) | (87,249) | |
Total stockholders’ equity | 565,793 | 554,069 | |
Noncontrolling interests | 169,378 | 105,491 | |
Total equity | 735,171 | 659,560 | |
Total liabilities, redeemable noncontrolling interests and total equity | $ 2,941,580 | $ 2,734,592 | |
[1] | The Company’s consolidated assets as of March 31, 2016 and December 31, 2015 include $1,551,054 and $1,363,615, 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 March 31, 2016 and December 31, 2015 were $1,440,936 and $1,305,420, respectively; cash as of March 31, 2016 and December 31, 2015 were $94,953 and $44,407, respectively; restricted cash as of March 31, 2016 and December 31, 2015 were $580 and $757, respectively; accounts receivable, net as of March 31, 2016 and December 31, 2015 were $14,558 and $12,965, respectively; prepaid expenses and other current assets as of March 31, 2016 and December 31, 2015 were $27 and $66, respectively. The Company’s consolidated liabilities as of March 31, 2016 and December 31, 2015 include $550,456 and $540,464, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of March 31, 2016 and December 31, 2015 of $10,857 and $11,025, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of March 31, 2016 and December 31, 2015 of $7,318 and $8,063, respectively; accrued expenses and other liabilities as of March 31, 2016 and December 31, 2015 of $264 and $175, respectively; deferred revenue as of March 31, 2016 and December 31, 2015 of $387,867 and $374,736, respectively; deferred grants as of March 31, 2016 and December 31, 2015 of $113,901 and $115,726, respectively; and long-term non-recourse debt as of March 31, 2016 and December 31, 2015 of $30,249 and $30,739, respectively. |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Allowance for doubtful accounts | $ 1,167 | $ 1,641 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 | |
Common stock, shares issued | 101,578,000 | 101,282,000 | |
Common stock, shares outstanding | 101,578,000 | 101,282,000 | |
Total assets | [1] | $ 2,941,580 | $ 2,734,592 |
Solar energy systems, net | 2,137,015 | 1,992,021 | |
Cash | 208,313 | 203,864 | |
Accounts receivable, net | 56,774 | 60,275 | |
Prepaid expenses and other current assets | 13,903 | 5,917 | |
Total liabilities | [1] | 2,068,360 | 1,927,893 |
Accounts payable | 93,701 | 104,133 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,368 | 8,144 | |
Accrued expenses and other liabilities | 53,826 | 49,146 | |
Long-term non-recourse debt | 632,787 | 534,764 | |
Variable Interest Entities | |||
Total assets | 1,551,054 | 1,363,615 | |
Solar energy systems, net | 1,440,936 | 1,305,420 | |
Cash | 94,953 | 44,407 | |
Restricted cash | 580 | 757 | |
Accounts receivable, net | 14,558 | 12,965 | |
Prepaid expenses and other current assets | 27 | 66 | |
Total liabilities | 550,456 | 540,464 | |
Accounts payable | 10,857 | 11,025 | |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,318 | 8,063 | |
Accrued expenses and other liabilities | 264 | 175 | |
Deferred revenue | 387,867 | 374,736 | |
Deferred grants | 113,901 | 115,726 | |
Long-term non-recourse debt | $ 30,249 | $ 30,739 | |
[1] | The Company’s consolidated assets as of March 31, 2016 and December 31, 2015 include $1,551,054 and $1,363,615, 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 March 31, 2016 and December 31, 2015 were $1,440,936 and $1,305,420, respectively; cash as of March 31, 2016 and December 31, 2015 were $94,953 and $44,407, respectively; restricted cash as of March 31, 2016 and December 31, 2015 were $580 and $757, respectively; accounts receivable, net as of March 31, 2016 and December 31, 2015 were $14,558 and $12,965, respectively; prepaid expenses and other current assets as of March 31, 2016 and December 31, 2015 were $27 and $66, respectively. The Company’s consolidated liabilities as of March 31, 2016 and December 31, 2015 include $550,456 and $540,464, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of March 31, 2016 and December 31, 2015 of $10,857 and $11,025, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of March 31, 2016 and December 31, 2015 of $7,318 and $8,063, respectively; accrued expenses and other liabilities as of March 31, 2016 and December 31, 2015 of $264 and $175, respectively; deferred revenue as of March 31, 2016 and December 31, 2015 of $387,867 and $374,736, respectively; deferred grants as of March 31, 2016 and December 31, 2015 of $113,901 and $115,726, respectively; and long-term non-recourse debt as of March 31, 2016 and December 31, 2015 of $30,249 and $30,739, respectively. |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
Operating leases and incentives | $ 34,540 | $ 22,308 |
Solar energy systems and product sales | 64,203 | 27,369 |
Total revenue | 98,743 | 49,677 |
Operating expenses: | ||
Cost of operating leases and incentives | 38,100 | 21,377 |
Cost of solar energy systems and product sales | 57,512 | 25,330 |
Sales and marketing | 43,188 | 24,926 |
Research and development | 2,463 | 2,287 |
General and administrative | 23,248 | 20,306 |
Amortization of intangible assets | 1,052 | 542 |
Total operating expenses | 165,563 | 94,768 |
Loss from operations | (66,820) | (45,091) |
Interest expense, net | 11,515 | 7,130 |
Other expenses (income), net | (532) | 299 |
Loss before income taxes | (77,803) | (52,520) |
Net loss | (77,803) | (52,520) |
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (90,937) | (34,525) |
Net income (loss) attributable to common stockholders | $ 13,134 | $ (17,995) |
Net income (loss) per share attributable to common stockholders | ||
Basic | $ 0.13 | $ (0.74) |
Diluted | $ 0.13 | $ (0.74) |
Weighted average shares used to compute net income (loss) per share attributable to common stockholders | ||
Basic | 101,273 | 24,427 |
Diluted | 104,219 | 24,427 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income (loss) attributable to common stockholders | $ 13,134 | $ (17,995) |
Other comprehensive loss: | ||
Unrealized loss on derivatives, net of tax benefit for the three months ended March 31, 2016 | (5,798) | (1,793) |
Less interest expense on derivatives recognized into earnings | (525) | |
Comprehensive income (loss) | $ 7,861 | $ (19,788) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities: | ||
Net loss | $ (77,803) | $ (52,520) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Noncash losses | 1,321 | |
Depreciation and amortization, net of amortization of deferred grants | 21,596 | 15,429 |
Bad debt expense | 336 | 457 |
Interest on lease pass-through financing | 3,002 | 3,474 |
Noncash interest expense | 3,502 | 2,635 |
Stock-based compensation expense | 3,809 | 3,220 |
Reduction in lease pass-through financing obligations | (4,236) | (4,887) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,595 | (5,535) |
Inventories | (23,314) | (11,537) |
Prepaid and other assets | (4,355) | 5,069 |
Accounts payable | (10,103) | 26,932 |
Accrued expenses and other liabilities | (317) | 2,643 |
Deferred revenue | 5,572 | 12,304 |
Net cash used in operating activities | (77,395) | (2,316) |
Investing activities: | ||
Payments for the costs of solar energy systems, leased and to be leased | (164,629) | (131,291) |
Purchases of property and equipment | (5,023) | (1,947) |
Net cash used in investing activities | (169,652) | (133,238) |
Financing activities: | ||
Proceeds from grants and state tax credits, net of recapture | 9,202 | 5,153 |
Proceeds from recourse debt | 141,000 | |
Repayment of recourse debt | (147,000) | |
Proceeds from issuance of non-recourse debt | 106,400 | |
Repayment of non-recourse debt | (2,160) | (690) |
Payment of debt fees | (9,369) | |
Proceeds from lease pass-through financing obligations | 9,746 | 35,130 |
Contributions received from noncontrolling interests and redeemable noncontrolling interests | 154,944 | 59,341 |
Distributions paid to noncontrolling interests and redeemable noncontrolling interests | (9,986) | (7,521) |
Proceeds from exercises of stock options, net of withholding taxes on restricted stock units | 452 | 1,058 |
Offering costs paid related to initial public offering | (437) | |
Payment of capital lease obligation | (3,115) | (602) |
Change in restricted cash | 1,819 | (2,996) |
Net cash provided by financing activities | 251,496 | 88,873 |
Net increase (decrease) in cash | 4,449 | (46,681) |
Cash, beginning of period | 203,864 | 152,154 |
Cash, end of period | 208,313 | 105,473 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 4,681 | 991 |
Supplemental disclosures of noncash investing and financing activities | ||
Costs of solar energy systems and property and equipment included in accounts payable and accrued expenses | 15,769 | 19,165 |
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,368 | 5,937 |
Vehicles acquired under capital leases | $ 7,318 | $ 2,281 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | Note 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. 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. Sunrun acquired Clean Energy Experts, LLC (“CEE”), a consumer demand and solar lead generation company, in April 2015, to support the growth of the business, including reducing costs of obtaining customer leads externally. As a result of the acquisition, the Company also sells a portion of solar leads generated to customers. The Company completed its initial public offering in August 2015 and its common stock is listed on the NASDAQ Global Select Market under the symbol “RUN”. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and 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 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. In addition, the Company adopted Accounting Standards Update (“ASU”) 2015-03, Interest—Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs Interest—Imputation of Interest (Subtopic 835-30) Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangement December 31, 2015 As Adoption of ASU As Reclassified Prepaid expenses and other current assets $ 6,696 $ (779 ) $ 5,917 Other assets 32,277 (2,775 ) 29,502 Long-term non-recourse debt, current portion 5,408 (686 ) 4,722 Recourse debt 194,975 2,025 197,000 Long-term non-recourse debt, net of current portion 337,935 (4,893 ) 333,042 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 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 2016 2015 Operating leases $ 25,327 $ 17,132 Incentives 9,213 5,176 Operating leases and incentives 34,540 22,308 Solar energy systems 30,192 5,806 Products 34,011 21,563 Solar energy systems and product sales 64,203 27,369 Total revenue $ 98,743 $ 49,677 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, receivables, accounts payable, accrued expenses, distributions payable to noncontrolling interests, derivatives, and recourse and non-recourse debt. Recently Issued Accounting Standards In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 Revenue from Contracts with Customers In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02, Leases. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Note 3. Fair Value Measurement At March 31, 2016 and December 31, 2015, 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): March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Lines of credit $ 268,100 $ 268,100 $ 197,000 $ 197,000 Syndicated term loans 179,687 179,687 169,344 169,344 Bank term loan 46,774 49,330 30,739 32,692 Note payable 33,748 33,536 32,781 32,568 Solar asset-backed notes 104,478 112,568 104,900 110,103 Total $ 632,787 $ 643,221 $ 534,764 $ 541,707 At March 31, 2016, the fair value of the Company’s lines of credit, syndicated term loans, and bank term loan due in September 2022 approximates their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At December 31, 2015, the fair value of the Company’s lines of credit and syndicated term loans approximates their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At March 31, 2016 and December 31, 2015, the fair value of the Company’s bank term loan due in April 2022, note payable and asset-backed notes 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 interest rate swaps 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. The Company determines the fair value of its warrants issued using the Black-Scholes option-pricing model. The significant unobservable input used in the fair value measurement of the warrant liability was the expected volatility of the Company. Generally, increases (decreases) in the expected volatility of the Company would result in a directionally similar impact to the measurement of the Company’s stock options. At March 31, 2016 and December 31, 2015, financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy are as follows (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Derivative liabilities: Interest rate swaps $ — $ 6,194 $ — $ 6,194 Warrants — — 20 20 Total $ — $ 6,194 $ 20 $ 6,214 December 31, 2015 Level 1 Level 2 Level 3 Total Derivative liabilities: Interest rate swaps $ — $ 921 $ — $ 921 Warrants — — 557 557 Total $ — $ 921 $ 557 $ 1,478 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 4. Inventories Inventories consist of the following (in thousands): March 31, 2016 December 31, 2015 Raw materials 89,556 $ 62,967 Work-in-process 5,126 8,291 Total $ 94,682 $ 71,258 |
Solar Energy Systems, Net
Solar Energy Systems, Net | 3 Months Ended |
Mar. 31, 2016 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems, Net | Note 5. Solar Energy Systems, net Solar energy systems, net consists of the following (in thousands): March 31, 2016 December 31, 2015 Solar energy system equipment costs $ 1,994,193 $ 1,846,103 Inverters 197,145 177,202 Initial direct costs 79,904 68,280 Total solar energy systems 2,271,242 2,091,585 Less: accumulated depreciation and amortization (232,939 ) (212,671 ) Add: construction-in-progress 98,712 113,107 Total solar energy systems, net $ 2,137,015 $ 1,992,021 All solar energy systems, construction-in-progress, and inverters have been leased to or are subject to signed Customer Agreements with customers. The Company recorded depreciation expense related to solar energy systems of $20.4 million and $15.5 million for the three months ended March 31, 2016 and 2015, respectively. The depreciation expense was reduced by the amortization of deferred grants of $4.0 million and $3.6 million for the three months ended March 31, 2016 and 2015, respectively |
Indebtedness
Indebtedness | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Indebtedness | Note 6. Indebtedness As of March 31, 2016, 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 $ — $ 191,000 $ 191,000 $ 11,501 Varies (1) 3.45% - 5.75% April 2018 Total recourse debt $ — $ 191,000 $ 191,000 $ 11,501 Non-recourse debt: Line of credit — 77,100 77,100 8,800 Varies (2) 2.93% - 3.16% December Term Loans due in December 2020 and 2021 117 33,032 33,149 1,400 LIBOR + 5.00% 6.00 % December 2020 and 2021 Term Loan A due in December 2021 727 145,811 146,538 6,400 LIBOR + 2.75% 3.04% - 3.37% December 2021 Bank term loan due in September 2022 306 16,219 16,525 4,000 LIBOR +2.25% 2.69 % September 2022 Bank term loan due in April 2022 1,206 29,043 30,249 — 6.25% (3) 6.25 % April 2022 Note payable — 33,748 33,748 — 12.00% 12.00 % December 2018 Solar asset-backed notes 3,235 101,243 104,478 — 4.40% - Class A 4.40 % July 2024 5.38% - Class B 5.38 % July 2024 Total non-recourse debt 5,591 436,196 441,787 20,600 Total debt $ 5,591 $ 627,196 $ 632,787 $ 32,101 As of December 31, 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 $ — $ 197,000 $ 197,000 $ 6,571 Varies (1) 3.67 % April 2018 Total recourse debt $ — $ 197,000 $ 197,000 $ 6,571 Non-recourse debt: Term Loan A due in December 2021 589 146,625 147,214 5,600 LIBOR + 2.75% 3.07 % December 2021 Term Loan B due in December 2021 116 22,014 22,130 — LIBOR + 5.00% 6.00 % December 2021 Bank term loan due in April 2022 1,159 29,580 30,739 — 6.25% 6.25 % April 2022 Note payable — 32,781 32,781 — 12.00% 12.00 % December 2018 Solar asset-backed notes 2,858 102,042 104,900 — 4.40% - Class A 4.40 % July 2024 5.38% - Class B 5.38 % July 2024 Total non-recourse debt 4,722 333,042 337,764 5,600 Total debt $ 4,722 $ 530,042 $ 534,764 $ 12,171 (1) Loans under the facility bear interest at LIBOR + 3.25% or the Base Rate + 2.25%. The Base Rate is the highest of the Federal Funds Rate + 0.50%, the Prime Rate, or LIBOR + 1.00%. (2) (3) Bank Line of Credit In April 2015, the Company entered into a syndicated working capital facility with banks for a total commitment of up to $205.0 million. The working capital facility is secured by substantially all of the unencumbered assets of the Company as well as ownership interests in certain subsidiaries of the Company. Under the terms of the 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 or greater, measured quarterly as of the last day of each quarter. The Company was in compliance with all debt covenants as of March 31, 2016. Non-Recourse Line of Credit In January 2016, subsidiaries of the Company entered into secured credit facility agreements with a syndicate of banks for up to $250.0 million in committed facilities. The facilities include a $220.0 million aggregate facility (“Aggregate Facility”) and a $7.0 million letter of credit facility. The principal and accrued interest on any outstanding loans mature on December 31, 2020. The facilities are non-recourse to the Company and are secured by net cash flows of certain subsidiaries from power purchase agreements and leases, less certain operating, maintenance and other expenses which are available to the borrowers after distributions to tax equity investors. The facilities contain customary covenants including the requirement to maintain certain financial measurements and provide lender reporting. The credit facilities also contain certain provisions in the event of default which entitle lenders to take certain actions including acceleration of amounts due under the facilities. The Company was in compliance with all debt covenants as of March 31, 2016. Syndicated Credit Facilities In January 2016, subsidiaries of the Company entered into secured credit facilities agreements with a syndicate of banks for up to $250.0 million in committed facilities. In addition to the non-recourse line of credit previously described, the facilities include a $23.0 million term loan (“Term Loan”). The Term Loan bears an interest rate of LIBOR + 5.0%, with a LIBOR floor of 1.0%, in the first three years, stepping up to LIBOR plus 6.5% in the following two-year period. The principal and accrued interest on any outstanding loans mature on December 31, 2020. 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 a 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. 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 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 March 31, 2016, the Company was in compliance with the credit facility covenants. Bank Term Loan In March 2016, a subsidiary of the Company entered into a $24.5 million secured, non-recourse loan agreement with a bank. The loan will be repaid through cashflows from a lease pass-through arrangement previously entered into by the Company. The loan matures in September 2022 and has an interest rate of LIBOR + 2.25%. The loan agreement contains customary covenants including the requirement to maintain certain financial measurements and provide lender reporting. The loan also contains certain provisions in the event of default which entitles the lender to take certain actions including acceleration of amounts due under the 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 March 31, 2016. 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 March 31, 2016 and December 31, 2015, the portion of the outstanding loan balance that related to PIK interest was $7.2 million and $6.3 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 March 31, 2016. Solar Asset-Backed Notes 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”), and issued $100.0 million in aggregate principal of Solar Asset-Backed Notes, Series 2015-1, Class A, and $11.0 million in aggregate principal of Solar Asset-Backed Notes, Class B, backed by these Solar Assets to certain investors (“Notes”). The Issuer is wholly owned by the Company and is consolidated in the Company’s financial statements. Accordingly, the Company did not recognize a gain or loss on the transfer of these assets. As of March 31, 2016 and December 31, 2015, these Solar Assets had a carrying value of $188.0 million and $190.2 million, respectively, and are included under Solar energy systems, net, in the consolidated balance sheets. The Notes were issued at a discount of 0.08%. The Company retained $7.3 million net of fees from proceeds from the Notes. In connection with the transaction, the Company modified two lease pass-through arrangements with an investor. The lease pass-through arrangements had been accounted for as a borrowing and any amounts outstanding from the arrangements were reported as lease pass-through financing obligation as further explained in Note 8, Lease Pass-Through Financing Obligations The modified lease-pass through arrangements require the majority of the cash flows generated by the Solar Assets to be passed on to the Issuer through monthly lease payments from the investor. Those cash flows are used to service the monthly principal of the Notes and interest payments and satisfy the Issuer’s expenses, and any residual cash flows are retained by the fund investor and recorded as a reduction in the remaining financing obligation. The Company recognizes revenue earned from the associated Customer Agreements in accordance with the Company’s revenue recognition policy. The assets and cash flows generated by the Solar Assets are not available to the other creditors of the Company, and the creditors of the Issuer, including the Note holders, have no recourse to the Company’s other assets. The Company was in compliance with all debt covenants as of March 31, 2016. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives | Note 7. Derivatives Interest Rate Swaps The Company uses interest rate swaps to hedge variable interest payments due on its syndicated term loans. These swaps allow the Company to incur fixed interest rates on these loans and receive payments based on variable interest rates with the swap counterparty based on the three month LIBOR on the notional amounts over the life of the swaps. 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 March 31, 2016, the unrealized fair market value loss on the interest rate swaps was $6.2 million as included in other liabilities in the consolidated balance sheet. The interest rate swaps have been designated as cash flow hedges. In the three months ended March 31, 2016, 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 loss, net of income taxes. Changes in the fair value of these derivatives are subsequently reclassified into earnings, and are included in interest expense, net in the Company’s statement of operations, in the period that the hedged forecasted transactions affects earnings. During the next twelve months, the Company estimates that an additional $1.8 million will be reclassified as an increase to interest expense. There were no undesignated derivative instruments recorded by the Company as of March 31, 2016. At March 31, 2016, the Company had the following designated derivative instruments classified as derivative liabilities as reported in other liabilities in the Company’s balance sheet (in thousands, other than quantity and interest rates): Type Quantity Maturity Dates Hedge Interest Rates Notional Amount Fair Market Value Credit Risk Adjustment Adjusted Fair Market Value Interest rate swaps 4 10/31/2028 2.17%-2.18% $ 109,143 $ 6,557 $ (363 ) $ 6,194 Warrants In July 2015, the Company entered into a letter of intent to issue 1,250,764 warrants to purchase the Company’s common stock to the former Series D and E preferred stockholders as an inducement 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 and waive any potential anti-dilution adjustments resulting from the issuance of shares of the Company’s common stock in the Company’s initial public offering. The warrants were issued on September 30, 2015. The warrants are exercisable for three years from the date of grant and have an exercise price of $22.50 per share. The warrant derivatives are recorded at fair value as derivative liabilities as reported in other liabilities in the Company’s consolidated balance sheet. The fair market value of the warrants on the commitment date was $1.5 million. The warrants are remeasured at each reporting period with the changes in the fair value presented in other expenses (income), net in the Company’s statement of operations. At March 31, 2016, the fair market value of the warrants was $0.1 million. At December 31, 2015, the fair market value of the warrants was $0.6 million, resulting in a gain of $0.5 million for the three months ended March 31, 2016. |
Lease Pass-Through Financing Ob
Lease Pass-Through Financing Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Property Subject To Or Available For Operating Lease Net [Abstract] | |
Lease Pass-Through Financing Obligations | Note 8. Lease Pass-Through Financing Obligations The Company has five ongoing 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, 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 one of the lease pass-through structures, 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 March 31, 2016 and December 31, 2015, the cost of the solar energy systems placed in service under the lease pass-through arrangements was $484.7 million and $447.4 million, respectively. The accumulated depreciation related to these assets as of March 31, 2016 and December 31, 2015 was $37.7 million and $33.5 million, respectively. As discussed in Note 6, Indebtedness In September 2015, the Company entered into a new lease pass-through arrangement and in connection with this arrangement, the Company agreed to defer a portion (up to 25%) of the amounts required to be paid upfront under the arrangement through a loan between an indirectly wholly owned subsidiary of the Company and a subsidiary of the investor. The term loan agreement as amended is for an aggregate amount up to $25.0 million. The loan is collateralized by the related cash flows assigned to the investor. There is a legal right to offset the loan if an event of default has occurred. Therefore, the lease pass-through related to this arrangement is recorded net of the loan. As of March 31, 2016 and December 31, 2015, the loan amount was $24.4 million and $21.8 million, respectively. |
VIE Arrangements
VIE Arrangements | 3 Months Ended |
Mar. 31, 2016 | |
Variable Interest Entity Disclosure [Abstract] | |
VIE Arrangements | Note 9. VIE Arrangements The Company consolidated various VIEs at March 31, 2016 and December 31, 2015. The carrying amounts and classification of the VIEs’ assets and liabilities included in the consolidated balance sheets are as follows (in thousands): March 31, 2016 December 31, 2015 Assets Current assets Cash $ 94,953 $ 44,407 Restricted cash 580 757 Accounts receivable, net 14,558 12,965 Prepaid expenses and other current assets 27 66 Total current assets 110,118 58,195 Solar energy systems, net 1,440,936 1,305,420 Total Assets $ 1,551,054 $ 1,363,615 Liabilities Current liabilities Accounts payable $ 10,857 $ 11,025 Distribution payable to noncontrolling interests and redeemable noncontrolling interests 7,318 8,063 Accrued expenses and other liabilities 264 175 Deferred revenue, current portion 23,013 21,344 Deferred grants, current portion 7,197 7,198 Long-term non-recourse debt, current portion 1,206 1,159 Total current liabilities 49,855 48,964 Deferred revenue, net of current portion 364,854 353,392 Deferred grants, net of current portion 106,704 108,528 Long-term non-recourse debt, net of current portion $ 29,043 $ 29,580 Total liabilities $ 550,456 $ 540,464 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 five lease pass-through Fund arrangements as further explained in Note 8, Lease Pass-Through Financing Obligations. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests and Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Redeemable Noncontrolling Interests and Equity | Note 10. Redeemable Noncontrolling Interests and Equity The changes in total stockholders’ equity, redeemable noncontrolling interests and noncontrolling interests were as follows (in thousands): Redeemable Noncontrolling Interests Total Stockholders' Equity Noncontrolling Interests Total Balance - January 1, 2016 $ 147,139 $ 554,069 $ 105,491 $ 659,560 Exercise of stock options — 515 — 515 Issuance of restricted stock units, net of tax withholdings — (63 ) — (63 ) Stock based compensation — 3,848 — 3,848 Contributions from noncontrolling interests and redeemable noncontrolling interests 19,945 — 134,999 134,999 Distributions to noncontrolling interests and redeemable noncontrolling interests (2,938 ) — (6,272 ) (6,272 ) Offering costs in connection with initial public offering — (437 ) — — Net income (loss) (26,097 ) 13,134 (64,840 ) (51,706 ) Other comprehensive loss, net of taxes — (5,273 ) — (5,273 ) Balance - March 31, 2016 $ 138,049 $ 565,793 $ 169,378 $ 735,171 The carrying value of redeemable noncontrolling interests at March 31, 2016 and December 31, 2015 was greater than the redemption value, except for two Funds, where the carrying value has been adjusted to the redemption value. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 11. Stock-Based Compensation Stock Options The following table summarizes the activity for all stock options under all of the Company’s equity incentive plans for the three months ended March 31, 2016 (shares in thousands): Weighted Weighted Average Average Options Exercise Price Remaining Outstanding Outstanding Contractual Life Outstanding at January 1, 2016 12,795 $ 5.89 7.82 Granted 2,524 5.42 Exercised (219 ) 2.35 Cancelled / forfeited (255 ) 8.55 Outstanding at March 31, 2016 14,845 $ 5.82 8.00 Options vested and exercisable at March 31, 2016 6,789 $ 4.16 6.77 Restricted Stock Units The following table summarizes the activity for all restricted stock units (“RSUs”) under all of the Company’s equity incentive plans for the three months ended March 31, 2016 (shares in thousands): Weighted Average Grant Date Fair Shares Value Unvested balance at January 1, 2016 1,506 $ 10.44 Granted 1,359 5.38 Issued (78 ) 9.59 Cancelled / forfeited (51 ) 9.41 Unvested balance at March 31, 2016 2,736 $ 7.95 Employee Stock Purchase Plan In July 31, 2015, the board of directors approved the 2015 Employee Stock Purchase Plan (“ESPP”). Eligible employees are offered shares bi-annually through two six month offering periods, which begin on the first trading day on or after May 15 and November 15 of each year. The first offering period began on November 16, 2015. Employees may purchase a limited number of shares of the Company’s common stock via regular payroll deductions at a discount of 15% of the lower of the fair market value of the Company’s common stock on the first trading date of each offering period or on the exercise date. Employees may deduct up to 15% of payroll, with a cap of $25,000 of fair market value of shares in any calendar year and 2,000 shares per employee per offering period. Stock-Based Compensation Expense The Company recognized stock-based compensation expense, including ESPP expenses, in the consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2016 2015 Cost of operating leases and incentives $ 207 $ 49 Cost of solar energy systems and product sales 81 77 Sales and marketing 1,618 427 Research and development 97 62 General and administration 1,806 2,605 Total $ 3,809 $ 3,220 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes The income tax expense for the three months ended March 31, 2016 and 2015 was 0.0%. 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 intercompany 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 March 31, 2016 and December 31, 2015, the Company recorded long–term prepaid tax assets of $222.6 million and $190.1 million, respectively, net of amortization. Uncertain Tax Positions As of March 31, 2016 and December 31, 2015, the Company had $1.5 million of unrecognized tax benefits related to the acquisition of CEE. In addition, there was $0.3 million of interest and penalties for uncertain tax positions as of March 31, 2016 and December 31, 2015. 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 | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13. Commitments and Contingencies Letters of Credit As of March 31, 2016 and December 31, 2015, the Company had $9.2 million and $3.5 million, respectively, of unused letters of credit outstanding, which carry fees ranging from 1.50% - 3.10% and 2.00% - 3.25%, respectively, per annum. Non-cancellable Operating Leases The Company leases facilities and equipment under non-cancellable operating leases. Total operating lease expenses were $2.7 million and $1.1 million for the three months ended March 31, 2016 and March 31, 2015, 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 $2.2 million and $1.9 million as of March 31, 2016 and December 31, 2015, respectively. Capital Lease Obligations As of March 31, 2016 and December 31, 2015, capital lease obligations were $28.0 million and $24.0 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 its suppliers to purchase $70.0 million of photovoltaic modules over the next 12 months with the first modules delivered in January 2015. In October 2015, the Company amended its commitment to purchase additional photovoltaic modules to be delivered until December 2016, for a total commitment of $146.0 million. In February 2016, the Company amended its commitment to reduce the price for products delivered after April 1, 2016. As of March 31, 2016, the Company had $64.0 million of purchase commitments remaining. In June 2015, the Company entered into a purchase commitment with one of its suppliers to purchase $32.0 million of photovoltaic modules through December 2016. As of March 31, 2016, the Company had $1.5 million of purchase commitments remaining. 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 Internal Revenue Service (the “IRS”). At each balance sheet date, the Company assesses and recognizes, when applicable, the potential exposure from this obligation based on all the information available at that time, including any audits undertaken by the IRS. The Company believes that 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. On April 13, 2016, a purported shareholder class action captioned Pytel v. Sunrun Inc., et al. Mancy v. Sunrun Inc., et al. Brown et al. v. Sunrun Inc., et al. Baker et al. v. Sunrun Inc., et al. Mancy Brown Baker Pytel On April 21, 2016, a purported shareholder class action captioned Cohen, et al. v. Sunrun Inc., et al. Cohen Pytel Mancy Brown Baker The Company intends to defend itself vigorously against these complaints. The Company is not able to estimate the ultimate outcome or a range of possible loss at this time. 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 focus of the investigation is the claimed fair market value of the solar systems the developers submitted to the Government in their grant applications. The Company has cooperated fully with the Government and plans to continue to do so. No claims have been brought against the Company. The Company is not able to estimate the ultimate outcome or a range of possible loss at this point. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Note 14. Net Income (Loss) Per Share The computation of the Company’s basic and diluted net loss per share are as follows (in thousands, except per share amounts): Three 2016 2015 Numerator: Net income (loss) attributable to common stockholders $ 13,134 $ (17,995 ) Denominator: Weighted average shares used to compute net income (loss) per share attributable to common stockholders, basic 101,273 24,427 Weighted average effect of potentially dilutive shares to purchase common stock 2,946 — Weighted average shares used to compute net income (loss) per share attributable to common stockholders, diluted 104,219 24,427 Net income (loss) per share attributable to common stockholders Basic $ 0.13 $ (0.74 ) Diluted $ 0.13 $ (0.74 ) The following shares were excluded from the computation of diluted net income (loss) per share as the impact of including those shares would be anti-dilutive: Three 2016 2015 Preferred stock — 54,841 Warrants 1,251 — Outstanding stock options 8,460 10,610 Unvested restricted stock units 1,944 — Total 11,655 65,451 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 15. Related Party Transactions An individual who serves as one of the Company’s directors has direct and indirect ownership interests in Enphase Energy, Inc. (“Enphase”). For the three months ended March 31, 2016 and 2015, the Company recorded $13.0 million and $2.4 million, respectively, in purchases from Enphase and had outstanding payables to Enphase of $6.2 million and $0.7 million as of March 31, 2016 and December 31, 2015, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16. Subsequent Events In May 2016, certain subsidiaries of the Company entered into amendments with respect to secured credit facilities agreements, including an Aggregate Facility and Term Loan previously entered into in January 2016. These amendments increased the aggregate commitments under these facilities to $340.0 million. No other material amendments were entered into in respect of these facilities. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and 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 or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company evaluates its relationships with its VIEs on an ongoing basis to determine whether it continues to be the primary beneficiary. The consolidated financial statements reflect the assets and liabilities of VIEs that are consolidated. All intercompany transactions and balances have been eliminated in consolidation. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. In addition, the Company adopted Accounting Standards Update (“ASU”) 2015-03, Interest—Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs Interest—Imputation of Interest (Subtopic 835-30) Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangement December 31, 2015 As Adoption of ASU As Reclassified Prepaid expenses and other current assets $ 6,696 $ (779 ) $ 5,917 Other assets 32,277 (2,775 ) 29,502 Long-term non-recourse debt, current portion 5,408 (686 ) 4,722 Recourse debt 194,975 2,025 197,000 Long-term non-recourse debt, net of current portion 337,935 (4,893 ) 333,042 |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company regularly makes 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 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 | 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 2016 2015 Operating leases $ 25,327 $ 17,132 Incentives 9,213 5,176 Operating leases and incentives 34,540 22,308 Solar energy systems 30,192 5,806 Products 34,011 21,563 Solar energy systems and product sales 64,203 27,369 Total revenue $ 98,743 $ 49,677 |
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, receivables, accounts payable, accrued expenses, distributions payable to noncontrolling interests, derivatives, and recourse and non-recourse 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 July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02, Leases. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Impact of Company's Adoption of the ASU | The impact of the Company’s adoption of the ASUs on the prior period consolidated balance sheet was as follows (in thousands): December 31, 2015 As Adoption of ASU As Reclassified Prepaid expenses and other current assets $ 6,696 $ (779 ) $ 5,917 Other assets 32,277 (2,775 ) 29,502 Long-term non-recourse debt, current portion 5,408 (686 ) 4,722 Recourse debt 194,975 2,025 197,000 Long-term non-recourse debt, net of current portion 337,935 (4,893 ) 333,042 |
Schedule of Revenue from External Customers | Revenues from external customers for each group of similar products and services are as follows (in thousands): Three 2016 2015 Operating leases $ 25,327 $ 17,132 Incentives 9,213 5,176 Operating leases and incentives 34,540 22,308 Solar energy systems 30,192 5,806 Products 34,011 21,563 Solar energy systems and product sales 64,203 27,369 Total revenue $ 98,743 $ 49,677 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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): March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value Lines of credit $ 268,100 $ 268,100 $ 197,000 $ 197,000 Syndicated term loans 179,687 179,687 169,344 169,344 Bank term loan 46,774 49,330 30,739 32,692 Note payable 33,748 33,536 32,781 32,568 Solar asset-backed notes 104,478 112,568 104,900 110,103 Total $ 632,787 $ 643,221 $ 534,764 $ 541,707 |
Schedule of Fair Value, Financial Instruments Measured on Recurring Basis | At March 31, 2016 and December 31, 2015, financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy are as follows (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Derivative liabilities: Interest rate swaps $ — $ 6,194 $ — $ 6,194 Warrants — — 20 20 Total $ — $ 6,194 $ 20 $ 6,214 December 31, 2015 Level 1 Level 2 Level 3 Total Derivative liabilities: Interest rate swaps $ — $ 921 $ — $ 921 Warrants — — 557 557 Total $ — $ 921 $ 557 $ 1,478 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): March 31, 2016 December 31, 2015 Raw materials 89,556 $ 62,967 Work-in-process 5,126 8,291 Total $ 94,682 $ 71,258 |
Solar Energy Systems, Net (Tabl
Solar Energy Systems, Net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems, Net | Solar energy systems, net consists of the following (in thousands): March 31, 2016 December 31, 2015 Solar energy system equipment costs $ 1,994,193 $ 1,846,103 Inverters 197,145 177,202 Initial direct costs 79,904 68,280 Total solar energy systems 2,271,242 2,091,585 Less: accumulated depreciation and amortization (232,939 ) (212,671 ) Add: construction-in-progress 98,712 113,107 Total solar energy systems, net $ 2,137,015 $ 1,992,021 |
Indebtedness (Tables)
Indebtedness (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | As of March 31, 2016, 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 $ — $ 191,000 $ 191,000 $ 11,501 Varies (1) 3.45% - 5.75% April 2018 Total recourse debt $ — $ 191,000 $ 191,000 $ 11,501 Non-recourse debt: Line of credit — 77,100 77,100 8,800 Varies (2) 2.93% - 3.16% December Term Loans due in December 2020 and 2021 117 33,032 33,149 1,400 LIBOR + 5.00% 6.00 % December 2020 and 2021 Term Loan A due in December 2021 727 145,811 146,538 6,400 LIBOR + 2.75% 3.04% - 3.37% December 2021 Bank term loan due in September 2022 306 16,219 16,525 4,000 LIBOR +2.25% 2.69 % September 2022 Bank term loan due in April 2022 1,206 29,043 30,249 — 6.25% (3) 6.25 % April 2022 Note payable — 33,748 33,748 — 12.00% 12.00 % December 2018 Solar asset-backed notes 3,235 101,243 104,478 — 4.40% - Class A 4.40 % July 2024 5.38% - Class B 5.38 % July 2024 Total non-recourse debt 5,591 436,196 441,787 20,600 Total debt $ 5,591 $ 627,196 $ 632,787 $ 32,101 As of December 31, 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 $ — $ 197,000 $ 197,000 $ 6,571 Varies (1) 3.67 % April 2018 Total recourse debt $ — $ 197,000 $ 197,000 $ 6,571 Non-recourse debt: Term Loan A due in December 2021 589 146,625 147,214 5,600 LIBOR + 2.75% 3.07 % December 2021 Term Loan B due in December 2021 116 22,014 22,130 — LIBOR + 5.00% 6.00 % December 2021 Bank term loan due in April 2022 1,159 29,580 30,739 — 6.25% 6.25 % April 2022 Note payable — 32,781 32,781 — 12.00% 12.00 % December 2018 Solar asset-backed notes 2,858 102,042 104,900 — 4.40% - Class A 4.40 % July 2024 5.38% - Class B 5.38 % July 2024 Total non-recourse debt 4,722 333,042 337,764 5,600 Total debt $ 4,722 $ 530,042 $ 534,764 $ 12,171 (1) Loans under the facility bear interest at LIBOR + 3.25% or the Base Rate + 2.25%. The Base Rate is the highest of the Federal Funds Rate + 0.50%, the Prime Rate, or LIBOR + 1.00%. (2) (3) |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Designated Derivative Instruments Classified as Derivative Liabilities | At March 31, 2016, the Company had the following designated derivative instruments classified as derivative liabilities as reported in other liabilities in the Company’s balance sheet (in thousands, other than quantity and interest rates): Type Quantity Maturity Dates Hedge Interest Rates Notional Amount Fair Market Value Credit Risk Adjustment Adjusted Fair Market Value Interest rate swaps 4 10/31/2028 2.17%-2.18% $ 109,143 $ 6,557 $ (363 ) $ 6,194 |
VIE Arrangements (Tables)
VIE Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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): March 31, 2016 December 31, 2015 Assets Current assets Cash $ 94,953 $ 44,407 Restricted cash 580 757 Accounts receivable, net 14,558 12,965 Prepaid expenses and other current assets 27 66 Total current assets 110,118 58,195 Solar energy systems, net 1,440,936 1,305,420 Total Assets $ 1,551,054 $ 1,363,615 Liabilities Current liabilities Accounts payable $ 10,857 $ 11,025 Distribution payable to noncontrolling interests and redeemable noncontrolling interests 7,318 8,063 Accrued expenses and other liabilities 264 175 Deferred revenue, current portion 23,013 21,344 Deferred grants, current portion 7,197 7,198 Long-term non-recourse debt, current portion 1,206 1,159 Total current liabilities 49,855 48,964 Deferred revenue, net of current portion 364,854 353,392 Deferred grants, net of current portion 106,704 108,528 Long-term non-recourse debt, net of current portion $ 29,043 $ 29,580 Total liabilities $ 550,456 $ 540,464 |
Redeemable Noncontrolling Int31
Redeemable Noncontrolling Interests and Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Total Stockholders' Equity, Redeemable Noncontrolling Interest and Noncontrolling Interests | The changes in total stockholders’ equity, redeemable noncontrolling interests and noncontrolling interests were as follows (in thousands): Redeemable Noncontrolling Interests Total Stockholders' Equity Noncontrolling Interests Total Balance - January 1, 2016 $ 147,139 $ 554,069 $ 105,491 $ 659,560 Exercise of stock options — 515 — 515 Issuance of restricted stock units, net of tax withholdings — (63 ) — (63 ) Stock based compensation — 3,848 — 3,848 Contributions from noncontrolling interests and redeemable noncontrolling interests 19,945 — 134,999 134,999 Distributions to noncontrolling interests and redeemable noncontrolling interests (2,938 ) — (6,272 ) (6,272 ) Offering costs in connection with initial public offering — (437 ) — — Net income (loss) (26,097 ) 13,134 (64,840 ) (51,706 ) Other comprehensive loss, net of taxes — (5,273 ) — (5,273 ) Balance - March 31, 2016 $ 138,049 $ 565,793 $ 169,378 $ 735,171 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 three months ended March 31, 2016 (shares in thousands): Weighted Weighted Average Average Options Exercise Price Remaining Outstanding Outstanding Contractual Life Outstanding at January 1, 2016 12,795 $ 5.89 7.82 Granted 2,524 5.42 Exercised (219 ) 2.35 Cancelled / forfeited (255 ) 8.55 Outstanding at March 31, 2016 14,845 $ 5.82 8.00 Options vested and exercisable at March 31, 2016 6,789 $ 4.16 6.77 |
Summary of Activity for All Restricted Stock Unites ("RSUs") | The following table summarizes the activity for all restricted stock units (“RSUs”) under all of the Company’s equity incentive plans for the three months ended March 31, 2016 (shares in thousands): Weighted Average Grant Date Fair Shares Value Unvested balance at January 1, 2016 1,506 $ 10.44 Granted 1,359 5.38 Issued (78 ) 9.59 Cancelled / forfeited (51 ) 9.41 Unvested balance at March 31, 2016 2,736 $ 7.95 |
Summary of Stock-Based Compensation Expense | The Company recognized stock-based compensation expense, including ESPP expenses, in the consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2016 2015 Cost of operating leases and incentives $ 207 $ 49 Cost of solar energy systems and product sales 81 77 Sales and marketing 1,618 427 Research and development 97 62 General and administration 1,806 2,605 Total $ 3,809 $ 3,220 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 per share amounts): Three 2016 2015 Numerator: Net income (loss) attributable to common stockholders $ 13,134 $ (17,995 ) Denominator: Weighted average shares used to compute net income (loss) per share attributable to common stockholders, basic 101,273 24,427 Weighted average effect of potentially dilutive shares to purchase common stock 2,946 — Weighted average shares used to compute net income (loss) per share attributable to common stockholders, diluted 104,219 24,427 Net income (loss) per share attributable to common stockholders Basic $ 0.13 $ (0.74 ) Diluted $ 0.13 $ (0.74 ) |
Schedule of Shares Excluded from Computation of Earnings Per Share | The following shares were excluded from the computation of diluted net income (loss) per share as the impact of including those shares would be anti-dilutive: Three 2016 2015 Preferred stock — 54,841 Warrants 1,251 — Outstanding stock options 8,460 10,610 Unvested restricted stock units 1,944 — Total 11,655 65,451 |
Organization - Additional Infor
Organization - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2016InvestmentFund | |
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 Accoun35
Summary of Significant Accounting Policies - Schedule of Impact of Company's Adoption of the ASU (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Prepaid expenses and other current assets | $ 13,903 | $ 5,917 |
Other assets | 31,833 | 29,502 |
Long-term non-recourse debt, current portion | 5,591 | 4,722 |
Recourse debt | 191,000 | 197,000 |
Long-term non-recourse debt, net of current portion | $ 436,196 | 333,042 |
As Previously Reported | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Prepaid expenses and other current assets | 6,696 | |
Other assets | 32,277 | |
Long-term non-recourse debt, current portion | 5,408 | |
Recourse debt | 194,975 | |
Long-term non-recourse debt, net of current portion | 337,935 | |
Adoption of ASU | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Prepaid expenses and other current assets | (779) | |
Other assets | (2,775) | |
Long-term non-recourse debt, current portion | (686) | |
Recourse debt | 2,025 | |
Long-term non-recourse debt, net of current portion | $ (4,893) |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2016SegmentBusinessActivity | |
Accounting Policies [Abstract] | |
Number of operating segments | Segment | 1 |
Number of business activities | BusinessActivity | 1 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Schedule of Revenues from External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Entity Wide Revenue Major Customer [Line Items] | ||
Operating leases | $ 25,327 | $ 17,132 |
Incentives | 9,213 | 5,176 |
Operating leases and incentives | 34,540 | 22,308 |
Solar energy systems and product sales | 64,203 | 27,369 |
Total revenue | 98,743 | 49,677 |
Solar Energy Systems | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Solar energy systems and product sales | 30,192 | 5,806 |
Products | ||
Entity Wide Revenue Major Customer [Line Items] | ||
Solar energy systems and product sales | $ 34,011 | $ 21,563 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Fair Value Measurement of Debt Instrument (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | $ 632,787 | $ 534,764 |
Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 643,221 | 541,707 |
Lines of Credit | Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 268,100 | 197,000 |
Lines of Credit | Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 268,100 | 197,000 |
Syndicated Term Loans | Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 179,687 | 169,344 |
Syndicated Term Loans | Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 179,687 | 169,344 |
Bank Term Loan | Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 46,774 | 30,739 |
Bank Term Loan | Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 49,330 | 32,692 |
Notes Payable | Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 33,748 | 32,781 |
Notes Payable | Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 33,536 | 32,568 |
Solar Asset-Backed Notes | Carrying Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | 104,478 | 104,900 |
Solar Asset-Backed Notes | Fair Value | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt Instrument, Fair Value | $ 112,568 | $ 110,103 |
Fair Value Measurement - Sche39
Fair Value Measurement - Schedule of Fair Value, Financial Instruments Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 6,214 | $ 1,478 |
Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 6,194 | 921 |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 20 | 557 |
Interest Rate Swaps | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 6,194 | 921 |
Interest Rate Swaps | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 6,194 | 921 |
Warrant | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 20 | 557 |
Warrant | Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 20 | $ 557 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 89,556 | $ 62,967 |
Work-in-process | 5,126 | 8,291 |
Total | $ 94,682 | $ 71,258 |
Solar Energy Systems, Net (Deta
Solar Energy Systems, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $ 2,271,242 | $ 2,091,585 |
Less: accumulated depreciation and amortization | (232,939) | (212,671) |
Add: construction-in-progress | 98,712 | 113,107 |
Total solar energy systems, net | 2,137,015 | 1,992,021 |
Solar Energy System Equipment Costs | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 1,994,193 | 1,846,103 |
Inverters | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 197,145 | 177,202 |
Initial Direct Costs | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $ 79,904 | $ 68,280 |
Solar Energy Systems, Net - Add
Solar Energy Systems, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Leases [Abstract] | ||
Depreciation expense | $ 20.4 | $ 15.5 |
Amortization of deferred grants | $ 4 | $ 3.6 |
Indebtedness - Schedule of Debt
Indebtedness - Schedule of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 32,101 | $ 12,171 |
Long term debt, Current | 5,591 | 4,722 |
Long term debt, Noncurrent | 627,196 | 530,042 |
Long term debt | 632,787 | 534,764 |
Recourse debt, Total | 191,000 | 197,000 |
Bank Line of Credit | ||
Debt Instrument [Line Items] | ||
Recourse debt, Long Term | 191,000 | 197,000 |
Recourse debt, Total | 191,000 | 197,000 |
Recourse Debt | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | 11,501 | 6,571 |
Long term debt, Noncurrent | 191,000 | 197,000 |
Long term debt | 191,000 | 197,000 |
Recourse Debt | Bank Line of Credit | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 11,501 | $ 6,571 |
Maturity Date | Apr. 30, 2018 | Apr. 30, 2018 |
Recourse Debt | Bank Line of Credit | Base Rate | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.67% | |
Annual Contractual Interest Rate | 2.25% | 2.25% |
Recourse Debt | Bank Line of Credit | Basis point | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 3.25% | 3.25% |
Recourse Debt | Bank Line of Credit | Minimum | Base Rate | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.45% | |
Recourse Debt | Bank Line of Credit | Maximum | Base Rate | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.75% | |
Non Recourse Debt | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 20,600 | $ 5,600 |
Long term debt, Current | 5,591 | 4,722 |
Long term debt, Noncurrent | 436,196 | 333,042 |
Long term debt | 441,787 | 337,764 |
Non Recourse Debt | Line of Credit | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 8,800 | |
Maturity Date | Dec. 31, 2020 | |
Long term debt, Noncurrent | $ 77,100 | |
Long term debt | $ 77,100 | |
Non Recourse Debt | Line of Credit | Base Rate | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 1.50% | |
Non Recourse Debt | Line of Credit | Basis point | ||
Debt Instrument [Line Items] | ||
Annual Contractual Interest Rate | 2.50% | |
Non Recourse Debt | Line of Credit | Minimum | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.93% | |
Non Recourse Debt | Line of Credit | Maximum | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.16% | |
Non Recourse Debt | Term Loans due in December 2020 and 2021 | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 1,400 | |
Long term debt, Current | 117 | |
Long term debt, Noncurrent | 33,032 | |
Long term debt | $ 33,149 | |
Non Recourse Debt | Term Loans due in December 2020 and 2021 | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 6.00% | |
Annual Contractual Interest Rate | 5.00% | |
Non Recourse Debt | Term Loan A due in December 2021 | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 6,400 | $ 5,600 |
Maturity Date | Dec. 31, 2021 | Dec. 31, 2021 |
Long term debt, Current | $ 727 | $ 589 |
Long term debt, Noncurrent | 145,811 | 146,625 |
Long term debt | $ 146,538 | $ 147,214 |
Non Recourse Debt | Term Loan A due in December 2021 | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.07% | |
Annual Contractual Interest Rate | 2.75% | 2.75% |
Non Recourse Debt | Term Loan A due in December 2021 | Minimum | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.04% | |
Non Recourse Debt | Term Loan A due in December 2021 | Maximum | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.37% | |
Non Recourse Debt | Subordinated Term Loan | ||
Debt Instrument [Line Items] | ||
Maturity Date | Dec. 31, 2021 | |
Long term debt, Current | $ 116 | |
Long term debt, Noncurrent | 22,014 | |
Long term debt | $ 22,130 | |
Non Recourse Debt | Subordinated Term Loan | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 6.00% | |
Annual Contractual Interest Rate | 5.00% | |
Non Recourse Debt | Bank term loan due in September 2022 | ||
Debt Instrument [Line Items] | ||
Unused Borrowing Capacity | $ 4,000 | |
Maturity Date | Sep. 30, 2022 | |
Long term debt, Current | $ 306 | |
Long term debt, Noncurrent | 16,219 | |
Long term debt | $ 16,525 | |
Non Recourse Debt | Bank term loan due in September 2022 | Basis point | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.69% | |
Annual Contractual Interest Rate | 2.25% | |
Non Recourse Debt | Bank term loan due in April 2022 | ||
Debt Instrument [Line Items] | ||
Interest Rate | 6.25% | 6.25% |
Maturity Date | Apr. 30, 2022 | Apr. 30, 2022 |
Long term debt, Current | $ 1,206 | $ 1,159 |
Long term debt, Noncurrent | 29,043 | 29,580 |
Long term debt | $ 30,249 | $ 30,739 |
Non Recourse Debt | Notes Payable | ||
Debt Instrument [Line Items] | ||
Interest Rate | 12.00% | 12.00% |
Maturity Date | Dec. 31, 2018 | Dec. 31, 2018 |
Long term debt, Noncurrent | $ 33,748 | $ 32,781 |
Long term debt | $ 33,748 | $ 32,781 |
Non Recourse Debt | Solar Asset Backed Securities Class A | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.40% | 4.40% |
Maturity Date | Jul. 31, 2024 | Jul. 31, 2024 |
Long term debt, Current | $ 3,235 | $ 2,858 |
Long term debt, Noncurrent | 101,243 | 102,042 |
Long term debt | $ 104,478 | $ 104,900 |
Non Recourse Debt | Solar Asset Backed Securities Class B | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.38% | 5.38% |
Maturity Date | Jul. 31, 2024 | Jul. 31, 2024 |
Non Recourse Debt | Year Two | Term Loans due in December 2020 and 2021 | ||
Debt Instrument [Line Items] | ||
Maturity Date | Dec. 31, 2021 | |
Non Recourse Debt | Year One | Term Loans due in December 2020 and 2021 | ||
Debt Instrument [Line Items] | ||
Maturity Date | Dec. 31, 2020 |
Indebtedness - Schedule of De44
Indebtedness - Schedule of Debt (Parenthetical) (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | Apr. 01, 2016 | |
Recourse Debt | Lines of Credit | Basis point | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 3.25% | 3.25% | |
Recourse Debt | Lines of Credit | Base Rate | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 2.25% | 2.25% | |
Interest Rate | 3.67% | ||
Recourse Debt | Lines of Credit | Federal Funds Rate | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 0.50% | 0.50% | |
Recourse Debt | Lines of Credit | Prime Rate | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 1.00% | 1.00% | |
Non Recourse Debt | Basis point | Line of Credit | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 2.50% | ||
Debt instrument, variable rate periodic increase | 2.75% | ||
Revolving line of credit facility available period | 3 years | ||
Revolving line of credit facility available period increase | 2 years | ||
Non Recourse Debt | Base Rate | Line of Credit | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 1.50% | ||
Debt instrument, variable rate periodic increase | 1.75% | ||
Revolving line of credit facility available period | 3 years | ||
Revolving line of credit facility available period increase | 2 years | ||
Non Recourse Debt | Federal Funds Rate | Line of Credit | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 0.50% | ||
Non Recourse Debt | Prime Rate | Line of Credit | |||
Debt Instrument [Line Items] | |||
Annual Contractual Interest Rate | 1.00% | ||
Non Recourse Debt | Bank term loan due in April 2022 | |||
Debt Instrument [Line Items] | |||
Interest Rate | 6.25% | 6.25% | |
Non Recourse Debt | Bank term loan due in April 2022 | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Interest Rate | 4.50% |
Indebtedness - Additional Infor
Indebtedness - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||||
Mar. 31, 2016 | Jan. 31, 2016 | Jul. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Apr. 30, 2015 | |
Line Of Credit Facility [Line Items] | |||||||||
Loan outstanding balance | $ 632,787,000 | $ 632,787,000 | $ 534,764,000 | ||||||
Solar energy systems, gross | 2,271,242,000 | 2,271,242,000 | 2,091,585,000 | ||||||
Repayment of lease obligations | 3,115,000 | $ 602,000 | |||||||
Bank Line of Credit | Syndicated Working Capital Facility | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 205,000,000 | ||||||||
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% | |||||||
Syndicated Term Loans | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 250,000,000 | ||||||||
Debt maturity date | Dec. 31, 2020 | ||||||||
Syndicated Term Loans | Aggregate Banking Facilities | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 220,000,000 | ||||||||
Syndicated Term Loans | Letter of Credit | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | 7,000,000 | ||||||||
Syndicated Term Loans | Term Loan | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 23,000,000 | ||||||||
Syndicated Term Loans | Term Loan | Basis point | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 5.00% | ||||||||
Revolving line of credit facility available period | 3 years | ||||||||
Debt instrument, variable rate periodic increase | 6.50% | ||||||||
Revolving line of credit facility available period increase | 2 years | ||||||||
Syndicated Term Loans | Term Loan | LIBOR Floor Rate | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 1.00% | ||||||||
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 | Basis point | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 2.75% | ||||||||
Debt instrument, variable rate periodic increase | 0.25% | ||||||||
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 | 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 | ||||||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Minimum | Subordinated Term Loan | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt prepayment penalty percentage | 0.00% | ||||||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Minimum | Subordinated Term Loan | Basis point | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 1.00% | ||||||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Maximum | Subordinated Term Loan | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt prepayment penalty percentage | 2.00% | ||||||||
Syndicated Term Loans | Credit Facility Agreements with Syndicate of Banks | Maximum | Subordinated Term Loan | Basis point | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 5.00% | ||||||||
Secured, Non-recourse Loan Agreement | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Aggregate amount of debt | $ 24,500,000 | $ 24,500,000 | |||||||
Debt instrument maturity year | 2022-09 | ||||||||
Debt instrument, Description | In March 2016, a subsidiary of the Company entered into a $24.5 million secured, non-recourse loan agreement with a bank. The loan will be repaid through cashflows from a lease pass-through arrangement previously entered into by the Company. The loan matures in September 2022 and has an interest rate of LIBOR + 2.25%. | ||||||||
Secured, Non-recourse Loan Agreement | Basis point | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Annual Contractual Interest Rate | 2.25% | ||||||||
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 | 12.00% | ||||||||
Loan outstanding balance | $ 7,200,000 | $ 7,200,000 | 6,300,000 | ||||||
Solar Asset Backed Securities Class A | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Aggregate amount of debt | $ 100,000,000 | ||||||||
Solar Asset Backed Securities Class B | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Aggregate amount of debt | 11,000,000 | ||||||||
Asset Backed Securities | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Secured Borrowings Assets Carrying Amount | 188,000,000 | $ 188,000,000 | $ 190,200,000 | ||||||
Debt instrument discount rate | 0.08% | ||||||||
Solar energy systems, gross | $ 119,700,000 | $ 119,700,000 | |||||||
Repayment of lease obligations | $ 88,900,000 | 88,900,000 | |||||||
Net of fees from proceeds from debt instrument | $ 7,300,000 |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) | 1 Months Ended | 3 Months Ended | ||
Jul. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jan. 31, 2015USD ($)Counterparty | |
Warrant | ||||
Derivatives Fair Value [Line Items] | ||||
Common shares issuable upon conversion of warrants | shares | 1,250,764 | |||
Class of warrant exercisable period | 3 years | |||
Warrants exercise price | $ / shares | $ 22.50 | |||
Fair value derivative, liabilities | $ 1,500,000 | $ 100,000 | $ 600,000 | |
Fair value derivative, gain | 500,000 | |||
Interest Rate Swaps | ||||
Derivatives Fair Value [Line Items] | ||||
Derivative notional amount | 109,143,000 | $ 109,100,000 | ||
Number of counterparties | Counterparty | 4 | |||
Unrealized fair market value gain (loss) | 6,200,000 | |||
Additional amount to be classified as an increase to interest expense during next 12 months | 1,800,000 | |||
Undesignated derivative instruments recorded by the Company | $ 0 |
Derivatives - Summary of Design
Derivatives - Summary of Designated Derivative Instruments Classified as Derivative Liabilities (Details) - Interest Rate Swaps | 3 Months Ended | |
Mar. 31, 2016USD ($)Instrument | Jan. 31, 2015USD ($) | |
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 | 6,557,000 | |
Credit Risk Adjustment | (363,000) | |
Adjusted Fair Market Value | $ 6,194,000 | |
Minimum | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Hedge Interest Rates | 2.17% | |
Maximum | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Hedge Interest Rates | 2.18% |
Lease Pass-Through Financing 48
Lease Pass-Through Financing Obligations - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jul. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | |
Property Subject To Or Available For Operating Lease [Line Items] | |||||
Initial lease term | 20 years | ||||
Solar energy systems, gross | $ 2,271,242 | $ 2,091,585 | |||
Depreciation on lease | 232,939 | 212,671 | |||
Repayment of lease obligations | 3,115 | $ 602 | |||
Maximum percentage to defer a portion of upfront payments | 25.00% | ||||
Aggregate amount of term loan agreement | $ 25,000 | ||||
Loan amount | 24,400 | 21,800 | |||
Asset Backed Securities | |||||
Property Subject To Or Available For Operating Lease [Line Items] | |||||
Solar energy systems, gross | 119,700 | ||||
Repayment of lease obligations | $ 88,900 | 88,900 | |||
Solar Energy Systems Under Lease Pass-through Fund Arrangements [Member] | |||||
Property Subject To Or Available For Operating Lease [Line Items] | |||||
Solar energy systems, gross | 484,700 | 447,400 | |||
Depreciation on lease | $ 37,700 | $ 33,500 | |||
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 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||||
Cash | $ 208,313 | $ 203,864 | $ 105,473 | $ 152,154 | |
Restricted cash | 9,246 | 9,203 | |||
Accounts receivable, net | 56,774 | 60,275 | |||
Prepaid expenses and other current assets | 13,903 | 5,917 | |||
Total current assets | 382,918 | 359,715 | |||
Solar energy systems, net | 2,137,015 | 1,992,021 | |||
Total assets | [1] | 2,941,580 | 2,734,592 | ||
Current liabilities: | |||||
Accounts payable | 93,701 | 104,133 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,368 | 8,144 | |||
Accrued expenses and other liabilities | 53,826 | 49,146 | |||
Deferred revenue, current portion | 65,820 | 59,726 | |||
Deferred grants, current portion | 14,399 | 13,949 | |||
Long-term non-recourse debt, current portion | 5,591 | 4,722 | |||
Total current liabilities | 256,135 | 252,481 | |||
Deferred revenue, net of current portion | 577,220 | 559,066 | |||
Deferred grants, net of current portion | 216,176 | 220,784 | |||
Long-term non-recourse debt, net of current portion | 436,196 | 333,042 | |||
Total liabilities | [1] | 2,068,360 | 1,927,893 | ||
Variable Interest Entities | |||||
Current assets: | |||||
Cash | 94,953 | 44,407 | |||
Restricted cash | 580 | 757 | |||
Accounts receivable, net | 14,558 | 12,965 | |||
Prepaid expenses and other current assets | 27 | 66 | |||
Total current assets | 110,118 | 58,195 | |||
Solar energy systems, net | 1,440,936 | 1,305,420 | |||
Total assets | 1,551,054 | 1,363,615 | |||
Current liabilities: | |||||
Accounts payable | 10,857 | 11,025 | |||
Distributions payable to noncontrolling interests and redeemable noncontrolling interests | 7,318 | 8,063 | |||
Accrued expenses and other liabilities | 264 | 175 | |||
Deferred revenue, current portion | 23,013 | 21,344 | |||
Deferred grants, current portion | 7,197 | 7,198 | |||
Long-term non-recourse debt, current portion | 1,206 | 1,159 | |||
Total current liabilities | 49,855 | 48,964 | |||
Deferred revenue, net of current portion | 364,854 | 353,392 | |||
Deferred grants, net of current portion | 106,704 | 108,528 | |||
Long-term non-recourse debt, net of current portion | 29,043 | 29,580 | |||
Total liabilities | $ 550,456 | $ 540,464 | |||
[1] | The Company’s consolidated assets as of March 31, 2016 and December 31, 2015 include $1,551,054 and $1,363,615, 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 March 31, 2016 and December 31, 2015 were $1,440,936 and $1,305,420, respectively; cash as of March 31, 2016 and December 31, 2015 were $94,953 and $44,407, respectively; restricted cash as of March 31, 2016 and December 31, 2015 were $580 and $757, respectively; accounts receivable, net as of March 31, 2016 and December 31, 2015 were $14,558 and $12,965, respectively; prepaid expenses and other current assets as of March 31, 2016 and December 31, 2015 were $27 and $66, respectively. The Company’s consolidated liabilities as of March 31, 2016 and December 31, 2015 include $550,456 and $540,464, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of March 31, 2016 and December 31, 2015 of $10,857 and $11,025, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of March 31, 2016 and December 31, 2015 of $7,318 and $8,063, respectively; accrued expenses and other liabilities as of March 31, 2016 and December 31, 2015 of $264 and $175, respectively; deferred revenue as of March 31, 2016 and December 31, 2015 of $387,867 and $374,736, respectively; deferred grants as of March 31, 2016 and December 31, 2015 of $113,901 and $115,726, respectively; and long-term non-recourse debt as of March 31, 2016 and December 31, 2015 of $30,249 and $30,739, respectively. |
Redeemable Noncontrolling Int50
Redeemable Noncontrolling Interests and Equity - Schedule of Changes in Total Stockholders' Equity, Redeemable Noncontrolling Interest and Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Minority Interest [Line Items] | ||
Balance at beginning of period | $ 659,560 | |
Balance at beginning of period | 147,139 | |
Balance at beginning of period | 554,069 | |
Balance at beginning of period | 105,491 | |
Exercise of stock options | 515 | |
Issuance of restricted stock units, net of tax withholdings | (63) | |
Stock based compensation | 3,848 | |
Offering costs paid related to initial public offering | (437) | |
Balance at end of period | 138,049 | |
Contributions from noncontrolling interests | 134,999 | |
Distributions to noncontrolling interests | (6,272) | |
Net income (loss) attributable to common stockholders | 13,134 | $ (17,995) |
Other comprehensive loss, net of taxes | (5,273) | |
Balance at end of period | 565,793 | |
Net income (loss) attributable to noncontrolling interest | (90,937) | $ (34,525) |
Balance at end of period | 169,378 | |
Net income (loss) including portion attributable to noncontrolling interest | (51,706) | |
Balance at end of period | 735,171 | |
Redeemable Non Controlling Interests | ||
Minority Interest [Line Items] | ||
Balance at beginning of period | 147,139 | |
Contributions from redeemable noncontrolling interests | 19,945 | |
Distributions to redeemable noncontrolling interests | (2,938) | |
Net income (loss) attributable to redeemable noncontrolling interests | (26,097) | |
Balance at end of period | 138,049 | |
Total Stockholders' Equity | ||
Minority Interest [Line Items] | ||
Balance at beginning of period | 554,069 | |
Exercise of stock options | 515 | |
Issuance of restricted stock units, net of tax withholdings | (63) | |
Stock based compensation | 3,848 | |
Offering costs paid related to initial public offering | (437) | |
Net income (loss) attributable to common stockholders | 13,134 | |
Other comprehensive loss, net of taxes | (5,273) | |
Balance at end of period | 565,793 | |
Noncontrolling Interests | ||
Minority Interest [Line Items] | ||
Balance at beginning of period | 105,491 | |
Contributions from noncontrolling interests | 134,999 | |
Distributions to noncontrolling interests | (6,272) | |
Net income (loss) attributable to noncontrolling interest | (64,840) | |
Balance at end of period | $ 169,378 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Stock options, Outstanding, balance | 12,795,000 | |
Stock options, Granted | 2,524,000 | |
Stock options, Exercised | (219,000) | |
Stock options, Cancelled/Forfeited | (255,000) | |
Stock options, Outstanding, Balance | 14,845,000 | 12,795,000 |
Stock options, Options vested and exercisable | 6,789,000 | |
Weighted-average exercise price, Outstanding, Balance | $ 5.89 | |
Weighted-average exercise price, Granted | 5.42 | |
Weighted-average exercise price, Exercised | 2.35 | |
Weighted-average exercise price, Cancelled/Forfeited | 8.55 | |
Weighted-average exercise price, Outstanding, Balance | 5.82 | $ 5.89 |
Weighted-average exercise price, Options vested and exercisable | $ 4.16 | |
Weighted-average remaining contractual life, options outstanding | 8 years | 7 years 9 months 26 days |
Weighted-average remaining contractual life, options vested and exercisable | 6 years 9 months 7 days |
Stock-Based Compensation - Su52
Stock-Based Compensation - Summary of Activity for All Restricted Stock Units ("RSUs") (Details) - Restricted Stock Units (RSUs) shares in Thousands | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Unvested, Balance | shares | 1,506 |
Shares, Granted | shares | 1,359 |
Shares, Issued | shares | (78) |
Shares, Cancelled / forfeited | shares | (51) |
Shares, Unvested, Balance | shares | 2,736 |
Weighted-average grant date fair value, Unvested, Balance | $ / shares | $ 10.44 |
Weighted-average grant date fair value, Granted | $ / shares | 5.38 |
Weighted-average grant date fair value, Issued | $ / shares | 9.59 |
Weighted-average grant date fair value, Cancelled / forfeited | $ / shares | 9.41 |
Weighted-average grant date fair value, Unvested, Balance | $ / shares | $ 7.95 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - Employee Stock Purchase Plan - USD ($) | 1 Months Ended | 3 Months Ended |
Jul. 31, 2015 | Mar. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Maximum deductible fair value of shares available for employee to purchase per calendar year | $ 25,000 | |
Maximum percentage in payroll deductions to acquire shares of common stock | 15.00% | |
Maximum number of shares available for employee to purchase per offering period | 2,000 | |
Term of offering period | Eligible employees are offered shares bi-annually through two six month offering periods, which begin on the first trading day on or after May 15 and November 15 of each year. The first offering period began on November 16, 2015. |
Stock-Based Compensation - Su54
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | $ 3,809 | $ 3,220 |
Cost of Operating Leases and Incentives | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | 207 | 49 |
Cost of Solar Energy Systems and Product Sales | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | 81 | 77 |
Sales and Marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | 1,618 | 427 |
Research and Development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | 97 | 62 |
General and Administration | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Compensation expense recognized | $ 1,806 | $ 2,605 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rates | 0.00% | 0.00% | |
Estimated useful life for amortization of tax expense | 30 years | ||
Prepaid tax asset, net of amortization | $ 222.6 | $ 190.1 | |
Unrecognized Tax Benefits | 1.5 | 1.5 | |
Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued | $ 0.3 | $ 0.3 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Oct. 31, 2015 | Jun. 30, 2015 | Jan. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Other Commitments [Line Items] | ||||||
Letters of credit outstanding, amount | $ 9.2 | $ 3.5 | ||||
Capital Lease Obligations | $ 28 | 24 | ||||
Photovoltaic Modules | ||||||
Other Commitments [Line Items] | ||||||
Purchase commitment with suppliers | $ 146 | $ 32 | $ 70 | |||
Long-term purchase commitment, period | 12 months | |||||
Long term purchase commitment ending period | 2016-12 | 2016-12 | ||||
Commitment of $146.0 million | Photovoltaic Modules | ||||||
Other Commitments [Line Items] | ||||||
Delivered purchase commitments | $ 64 | |||||
Commitment of $32.0 million | Photovoltaic Modules | ||||||
Other Commitments [Line Items] | ||||||
Delivered purchase commitments | $ 1.5 | |||||
Capital Lease Obligations | ||||||
Other Commitments [Line Items] | ||||||
Lease obligation interest rates | 10.00% | |||||
Non Cancellable Operating Leases Arrangements | ||||||
Other Commitments [Line Items] | ||||||
Operating lease expenses | $ 2.7 | $ 1.1 | ||||
Deferred rent liabilities | $ 2.2 | $ 1.9 | ||||
Letter of Credit | Minimum | ||||||
Other Commitments [Line Items] | ||||||
Letter of credit, fee percentage | 1.50% | 2.00% | ||||
Letter of Credit | Maximum | ||||||
Other Commitments [Line Items] | ||||||
Letter of credit, fee percentage | 3.10% | 3.25% |
Net Income (Loss) Per Share - C
Net Income (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 | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: | ||
Net income (loss) attributable to common stockholders | $ 13,134 | $ (17,995) |
Weighted average shares used to compute net income (loss) per share attributable to common stockholders | ||
Basic | 101,273 | 24,427 |
Weighted average effect of potentially dilutive shares to purchase common stock | 2,946 | |
Weighted average shares used to compute net income (loss) per share attributable to common stockholders, diluted | 104,219 | 24,427 |
Net income (loss) per share attributable to common stockholders | ||
Basic | $ 0.13 | $ (0.74) |
Diluted | $ 0.13 | $ (0.74) |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Shares Excluded From Computation of Diluted Net Los Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share | 11,655 | 65,451 |
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 | |
Warrant | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share | 1,251 | |
Outstanding Stock Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share | 8,460 | 10,610 |
Unvested Restricted Stock Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share | 1,944 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - Enphase - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Purchase from related party | $ 13 | $ 2.4 | |
Outstanding payables to related party | $ 6.2 | $ 0.7 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Syndicated Term Loans - USD ($) | May. 31, 2016 | Jan. 31, 2016 |
Subsequent Event [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 250,000,000 | |
Aggregate Banking Facilities | ||
Subsequent Event [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 220,000,000 | |
Scenario Forecast | Aggregate Banking Facilities | ||
Subsequent Event [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 340,000,000 |