Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 1-May-15 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | VSLR | |
Entity Registrant Name | Vivint Solar, Inc. | |
Entity Central Index Key | 1607716 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 105,928,738 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Current assets: | ||||
Cash and cash equivalents | $194,235 | $261,649 | ||
Accounts receivable, net | 3,374 | 1,837 | ||
Inventories | 772 | 774 | ||
Prepaid expenses and other current assets | 19,825 | 16,806 | ||
Total current assets | 218,206 | 281,066 | ||
Restricted cash and cash equivalents | 12,160 | 6,516 | ||
Solar energy systems, net | 708,288 | 588,167 | ||
Property and equipment, net | 16,814 | 13,024 | ||
Intangible assets, net | 10,240 | 18,487 | ||
Goodwill | 36,601 | 36,601 | ||
Prepaid tax asset, net | 148,347 | 111,910 | ||
Other non-current assets, net | 10,091 | 8,553 | ||
TOTAL ASSETS | 1,160,747 | [1] | 1,064,324 | [1] |
Current liabilities: | ||||
Accounts payable | 64,469 | 51,354 | ||
Accounts payable—related party | 1,824 | 2,132 | ||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 7,162 | 6,780 | ||
Accrued compensation | 17,027 | 16,794 | ||
Current portion of deferred revenue | 330 | 314 | ||
Current portion of capital lease obligation | 3,731 | 3,502 | ||
Accrued and other current liabilities | 35,100 | 14,016 | ||
Total current liabilities | 129,643 | 94,892 | ||
Capital lease obligation, net of current portion | 6,203 | 6,176 | ||
Long-term debt | 122,500 | 105,000 | ||
Deferred tax liability, net | 130,761 | 112,227 | ||
Deferred revenue, net of current portion | 5,939 | 4,466 | ||
Build-to-suit lease liability | 2,900 | |||
Total liabilities | 397,946 | [1] | 322,761 | [1] |
Commitments and contingencies (Note 15) | ||||
Redeemable non-controlling interests | 131,216 | 128,427 | ||
Stockholders' equity: | ||||
Common stock, $0.01 par value—1,000,000 authorized, 105,303 shares issued and outstanding as of March 31, 2015 and December 31, 2014 | 1,053 | 1,053 | ||
Additional paid-in capital | 505,527 | 502,785 | ||
Accumulated deficit | -13,700 | -25,849 | ||
Total stockholders' equity | 492,880 | 477,989 | ||
Non-controlling interests | 138,705 | 135,147 | ||
Total equity | 631,585 | 613,136 | ||
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY | $1,160,747 | $1,064,324 | ||
[1] | The Company’s assets as of March 31, 2015 and December 31, 2014 include $643.9 million and $540.1 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $628.9 million and $525.9 million as of March 31, 2015 and December 31, 2014; cash and cash equivalents of $11.8 million and $12.6 million as of March 31, 2015 and December 31, 2014; and accounts receivable, net, of $3.2 million and $1.5 million as of March 31, 2015 and December 31, 2014. The Company’s liabilities as of March 31, 2015 and December 31, 2014 included $13.4 million and $11.4 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $7.2 million and $6.8 million as of March 31, 2015 and December 31, 2014; deferred revenue of $6.2 million and $4.6 million as of March 31, 2015 and December 31, 2014; and accrued and other current liabilities of $0.1 million and $0 as of March 31, 2015 and December 31, 2014. For further information see Note 10—Investment Funds. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
Common stock, par value | $0.01 | $0.01 | ||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||
Common stock, shares issued | 105,303,000 | 105,303,000 | ||
Common stock, shares outstanding | 105,303,000 | 105,303,000 | ||
Total assets | $1,160,747,000 | [1] | $1,064,324,000 | [1] |
Solar energy systems, net | 708,288,000 | 588,167,000 | ||
Cash and cash equivalents | 194,235,000 | 261,649,000 | ||
Accounts receivable, net | 3,374,000 | 1,837,000 | ||
Total liabilities | 397,946,000 | [1] | 322,761,000 | [1] |
Distributions payable to non-controlling interests and redeemable non-controlling interests | 7,162,000 | 6,780,000 | ||
Accrued and other current liabilities | 35,100,000 | 14,016,000 | ||
Variable Interest Entities | ||||
Total assets | 643,926,000 | 540,086,000 | ||
Solar energy systems, net | 628,946,000 | 525,903,000 | ||
Cash and cash equivalents | 11,750,000 | 12,641,000 | ||
Accounts receivable, net | 3,230,000 | 1,542,000 | ||
Total liabilities | 13,435,000 | 11,352,000 | ||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 7,162,000 | 6,780,000 | ||
Deferred revenue | 6,200,000 | 4,600,000 | ||
Accrued and other current liabilities | $100,000 | $0 | ||
[1] | The Company’s assets as of March 31, 2015 and December 31, 2014 include $643.9 million and $540.1 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $628.9 million and $525.9 million as of March 31, 2015 and December 31, 2014; cash and cash equivalents of $11.8 million and $12.6 million as of March 31, 2015 and December 31, 2014; and accounts receivable, net, of $3.2 million and $1.5 million as of March 31, 2015 and December 31, 2014. The Company’s liabilities as of March 31, 2015 and December 31, 2014 included $13.4 million and $11.4 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $7.2 million and $6.8 million as of March 31, 2015 and December 31, 2014; deferred revenue of $6.2 million and $4.6 million as of March 31, 2015 and December 31, 2014; and accrued and other current liabilities of $0.1 million and $0 as of March 31, 2015 and December 31, 2014. For further information see Note 10—Investment Funds. |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenue: | ||
Operating leases and incentives | $8,580 | $2,863 |
Solar energy system and product sales | 965 | 644 |
Total revenue | 9,545 | 3,507 |
Operating expenses: | ||
Cost of revenue—operating leases and incentives | 23,880 | 11,187 |
Cost of revenue—solar energy system and product sales | 438 | 398 |
Sales and marketing | 6,433 | 5,219 |
Research and development | 582 | 472 |
General and administrative | 18,630 | 12,354 |
Amortization of intangible assets | 3,763 | 3,737 |
Impairment of intangible assets | 4,506 | |
Total operating expenses | 58,232 | 33,367 |
Loss from operations | -48,687 | -29,860 |
Interest expense | 2,127 | 1,401 |
Other expense | 313 | 888 |
Loss before income taxes | -51,127 | -32,149 |
Income tax expense | 8,848 | 4,394 |
Net loss | -59,975 | -36,543 |
Net loss attributable to non-controlling interests and redeemable non-controlling interests | -72,124 | -43,584 |
Net income available to common stockholders | $12,149 | $7,041 |
Net income available per share to common stockholders: | ||
Basic | $0.12 | $0.09 |
Diluted | $0.11 | $0.09 |
Weighted-average shares used in computing net income available per share to common stockholders: | ||
Basic | 105,303 | 75,000 |
Diluted | 109,051 | 76,064 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | ($59,975) | ($36,543) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 4,208 | 1,309 |
Amortization of intangible assets | 3,763 | 3,737 |
Impairment of intangible assets | 4,506 | |
Stock-based compensation | 2,707 | 437 |
Amortization of deferred financing costs | 795 | |
Noncash contributions for services | 64 | |
Noncash interest expense | 1,399 | |
Deferred income taxes | 17,024 | 17,836 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable, net | -1,537 | -628 |
Inventories | 2 | 86 |
Prepaid expenses and other current assets | -224 | -4,133 |
Prepaid tax asset, net | -36,437 | -10,508 |
Other non-current assets, net | 96 | -904 |
Accounts payable | 29 | 4,000 |
Accounts payable—related party | -308 | -1,634 |
Accrued compensation | -469 | -4,724 |
Deferred revenue | 1,489 | 373 |
Accrued and other current liabilities | 20,271 | 1,779 |
Net cash used in operating activities | -44,060 | -28,054 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for the cost of solar energy systems | -108,185 | -59,771 |
Payment in connection with business acquisition, net of cash acquired | -12,040 | |
Payments for property and equipment | -1,176 | -61 |
Change in restricted cash and cash equivalents | -5,644 | |
Purchase of intangible assets | -22 | |
Proceeds from U.S. Treasury grants | 128 | |
Net cash used in investing activities | -115,027 | -71,744 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from investment by non-controlling interests and redeemable non-controlling interests | 81,218 | 95,885 |
Distributions paid to non-controlling interests and redeemable non-controlling interests | -2,365 | -1,081 |
Proceeds from long-term debt | 17,500 | |
Payments for debt issuance costs | -3,078 | |
Proceeds from revolving lines of credit—related party | 90,000 | |
Payments on revolving lines of credit—related party | -77,000 | |
Principal payments on capital lease obligations | -1,013 | -444 |
Payments for deferred offering costs | -589 | -175 |
Net cash provided by financing activities | 91,673 | 107,185 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | -67,414 | 7,387 |
CASH AND CASH EQUIVALENTS—Beginning of period | 261,649 | 6,038 |
CASH AND CASH EQUIVALENTS—End of period | 194,235 | 13,425 |
NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Costs of solar energy systems included in accounts payable, accrued compensation and other accrued liabilities | 15,277 | 8,354 |
Property acquired under build-to-suit agreements | 2,909 | |
Vehicles acquired under capital leases | 1,280 | 2,436 |
Accrued distributions to non-controlling interests and redeemable non-controlling interests | 382 | 837 |
Solar energy system sales | ||
NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Receivable for tax credit recorded as a reduction to solar energy system costs | $635 | $387 |
Organization
Organization | 3 Months Ended | |
Mar. 31, 2015 | ||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Organization | 1 | Organization |
Vivint Solar, Inc. was incorporated as a Delaware corporation on August 12, 2011. Vivint Solar, Inc. and its subsidiaries are collectively referred to as the “Company.” The Company commenced operations in May 2011. The Company offers solar energy to residential customers through long-term customer contracts, such as power purchase agreements and solar energy system leases. The Company enters into these long-term customer contracts and legal-form leases through a sales organization that primarily uses a direct-to-home sales model. The long-term customer contracts are typically for 20 years and require the customer to make monthly payments to the Company. | ||
The Company has formed various investment funds to monetize the recurring customer payments under its long-term customer contracts and the investment tax credits, accelerated tax depreciation and other incentives associated with residential solar energy systems. The Company uses the cash received from the investment funds to finance a portion of the Company’s variable and fixed costs associated with installing the residential solar energy systems. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | 2 | Summary of Significant Accounting Policies |
Basis of Presentation and Principles of Consolidation | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K filed with the SEC on March 13, 2015. The results of the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015 or for any other interim period or other future year. | ||
The condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities (“VIEs”). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. For all periods presented, the Company has determined that it is the primary beneficiary in all of its operational VIEs. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 10—Investment Funds. | ||
Use of Estimates | ||
The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, estimates that affect the Company’s principles of consolidation, revenue recognition, the useful lives of solar energy systems, the valuation and recoverability of intangible assets and goodwill acquired, useful lives of intangible assets, recoverability of long-lived assets, the recognition and measurement of loss contingencies, the valuation of stock-based compensation, the determination of valuation allowances associated with deferred tax assets, and the valuation of non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates. | ||
Comprehensive Income | ||
As the Company has no other comprehensive income or loss, comprehensive income is the same as net income available to common stockholders for all periods presented. | ||
Other Changes | ||
During the three months ended March 31, 2015, there have been no changes to the Company’s significant accounting policies as described in the Company’s annual report on Form 10-K for the year ended December 31, 2014. | ||
Recent Accounting Pronouncements | ||
In April 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2015-05, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) – Customers Accounting for Fees Paid in a Cloud Computing Arrangement. This update provides guidance regarding the accounting for fees paid by a customer in cloud computing arrangements. If a cloud computing arrangement includes a software license, the payment of fees should be accounted for in the same manner as the acquisition of other software licenses. If there is no software license, the fees should be accounted for as a service contract. The update is effective in fiscal years beginning after December 15, 2015 and early adoption is permitted. An entity can elect to adopt the amendments either (1) prospectively to all arrangements entered into or materially modified after the effective date or (2) retrospectively. The Company is evaluating the impact this update will have on its consolidated financial statements and disclosures. | ||
In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30) – Simplifying the Presentation of Debt Issuance Costs. This update simplifies the presentation of debt issuance costs and requires that debt issuance costs be presented as a direct reduction from the carrying amount of that debt liability similar to debt discounts. Existing recognition and measurement guidance is not impacted. The update is effective in fiscal years beginning after December 15, 2015 and early adoption is permitted. The Company has debt issuance costs and will apply the new presentation per the update upon its effectiveness beginning with the first quarter of 2016. | ||
In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This update makes some targeted changes to current consolidation guidance. These changes impact both the voting and the variable interest consolidation models. In particular, the update will change how companies determine whether limited partnerships or similar entities are VIEs. The update is effective in fiscal years, including interim periods, beginning after December 15, 2015, and early adoption is permitted. The Company currently consolidates several VIEs and does not anticipate that ASU 2015-02 will have a significant impact on its consolidated financial statements and related disclosures. | ||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | 3 | Fair Value Measurements | ||||||||||||||
The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets measured on a recurring basis by level within the fair value hierarchy (in thousands): | ||||||||||||||||
31-Mar-15 | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Financial Assets | ||||||||||||||||
Time deposits | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
Total financial assets | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
December 31, 2014 | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Financial Assets | ||||||||||||||||
Time deposits | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
Money market funds | 607 | — | — | 607 | ||||||||||||
Total financial assets | $ | 607 | $ | 1,900 | $ | — | $ | 2,507 | ||||||||
The carrying amounts of certain financial instruments of the Company, consisting of cash and cash equivalents excluding time deposits; accounts receivable; accounts payable; accounts payable—related party and distributions payable to redeemable non-controlling interests (all Level I) approximate fair value due to their relatively short maturities. Time deposits (Level II) approximate fair value due to their short-term nature (30 days) and, upon renewal, the interest rate is adjusted based on current market rates. The Company’s long-term debt is carried at cost and was $122.5 million as of March 31, 2015. The Company estimated the fair value of long-term debt to approximate its carrying value as interest accrues at a floating rate based on market rates. The Company did not realize gains or losses related to financial assets for any of the periods presented. |
Solar_Energy_Systems
Solar Energy Systems | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Solar Energy Systems Disclosure [Abstract] | ||||||||
Solar Energy Systems | 4.Solar Energy Systems | |||||||
Solar energy systems, net consisted of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
System equipment costs | $ | 566,123 | $ | 478,502 | ||||
Initial direct costs related to solar energy systems | 94,392 | 75,349 | ||||||
660,515 | 553,851 | |||||||
Less: Accumulated depreciation and amortization | (13,996 | ) | (10,186 | ) | ||||
646,519 | 543,665 | |||||||
Solar energy system inventory | 61,769 | 44,502 | ||||||
Solar energy systems, net | $ | 708,288 | $ | 588,167 | ||||
The Company recorded depreciation and amortization expense related to solar energy systems of $3.8 million and $1.3 million for the three months ended March 31, 2015 and 2014. |
Property_and_Equipment
Property and Equipment | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Property and Equipment | 5 | Property and Equipment | |||||||||
Property and equipment, net consisted of the following (in thousands): | |||||||||||
Estimated | March 31, | December 31, | |||||||||
Useful Lives | 2015 | 2014 | |||||||||
Vehicles acquired under capital leases | 3 years | $ | 14,568 | $ | 13,351 | ||||||
Leasehold improvements | 1-3 years | 2,808 | 2,088 | ||||||||
Furniture and computer and other equipment | 3 years | 2,628 | 2,183 | ||||||||
20,004 | 17,622 | ||||||||||
Less: Accumulated depreciation and amortization | (6,099 | ) | (4,598 | ) | |||||||
13,905 | 13,024 | ||||||||||
Build-to-suit assets | 2,909 | — | |||||||||
Property and equipment, net | $ | 16,814 | $ | 13,024 | |||||||
The Company recorded depreciation and amortization expense related to property and equipment of $1.6 million and $0.5 million for the three months ended March 31, 2015 and 2014. | |||||||||||
The Company leases fleet vehicles that are accounted for as capital leases. Depreciation on vehicles under capital leases totaling $1.1 million and $0.5 million was capitalized in solar energy systems, net for the three months ended March 31, 2015 and 2014. For the three months ended March 31, 2015 and 2014, a de minimis amount of depreciation was also expensed. | |||||||||||
Because of its involvement in certain aspects of the construction of a new headquarters building in Lehi, UT, the Company is deemed the owner of the building for accounting purposes during the construction period. Accordingly, the Company recorded a build-to-suit asset of $2.9 million as of March 31, 2015. See Note 15—Commitments and Contingencies. |
Intangible_Assets
Intangible Assets | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||
Intangible Assets | 6 | Intangible Assets | ||||||
Intangible assets consisted of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Cost: | ||||||||
Customer contracts | $ | 43,783 | $ | 43,783 | ||||
Customer relationships | 164 | 738 | ||||||
Trademarks/trade names | 201 | 1,664 | ||||||
Developed technology | 522 | 1,295 | ||||||
In-process research and development | — | 2,097 | ||||||
Internal-use software | 385 | 370 | ||||||
Total carrying value | 45,055 | 49,947 | ||||||
Accumulated amortization: | ||||||||
Customer contracts | (34,661 | ) | (31,013 | ) | ||||
Customer relationships | (35 | ) | (135 | ) | ||||
Trademarks/trade names | (22 | ) | (152 | ) | ||||
Developed technology | (71 | ) | (160 | ) | ||||
Internal-use software | (26 | ) | — | |||||
Total accumulated amortization | (34,815 | ) | (31,460 | ) | ||||
Total intangible assets, net | $ | 10,240 | $ | 18,487 | ||||
The Company recorded amortization expense of $3.8 million and $3.7 million for the three months ended March 31, 2015 and 2014, which was included in amortization of intangible assets in the condensed consolidated statements of operations. | ||||||||
In February 2015, the Company decided to discontinue the external sales of the SunEye and PV Designer products, the rights to which the Company acquired when it acquired Solmetric Corporation, or Solmetric, in January 2014. This discontinuance was considered an indicator of impairment, and a review regarding the recoverability of the carrying value of the related intangible assets was performed. In-process research and development, which was intended to generate Solmetric product sales in the residential market, was discontinued and deemed fully impaired resulting in a charge of $2.1 million. The Solmetric, SunEye and PV Designer trade names will no longer be utilized and were deemed fully impaired resulting in a charge of $1.3 million. The SunEye and PV Designer developed technology assets were deemed fully impaired resulting in a charge of $0.7 million. Customer relationships were deemed partially impaired by $0.4 million due to the loss of external customers who purchased the discontinued products. As a result of this review, the Company recorded a total impairment charge of $4.5 million for the three months ended March 31, 2015. |
Accrued_Compensation
Accrued Compensation | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accrued Compensation Disclosure [Abstract] | ||||||||
Accrued Compensation | 7 | Accrued Compensation | ||||||
Accrued compensation consisted of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Accrued payroll | $ | 9,091 | $ | 9,888 | ||||
Accrued commissions | 7,291 | 6,575 | ||||||
Accrued employee taxes | 645 | 331 | ||||||
Total accrued compensation | $ | 17,027 | $ | 16,794 | ||||
Accrued_and_Other_Current_Liab
Accrued and Other Current Liabilities | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Payables And Accruals [Abstract] | ||||||||
Accrued and Other Current Liabilities | 8 | Accrued and Other Current Liabilities | ||||||
Accrued and other current liabilities consisted of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Income tax payable | $ | 21,642 | $ | 4,097 | ||||
Sales and use tax payable | 6,468 | 5,052 | ||||||
Accrued professional fees | 2,983 | 1,289 | ||||||
Deferred rent | 1,336 | 1,090 | ||||||
Accrued unused commitment fees and interest | 563 | 478 | ||||||
Fleet expenses | 255 | 470 | ||||||
Other accrued expenses | 1,853 | 1,540 | ||||||
Total accrued and other current liabilities | $ | 35,100 | $ | 14,016 | ||||
Debt_Obligations
Debt Obligations | 3 Months Ended | |
Mar. 31, 2015 | ||
Debt Disclosure [Abstract] | ||
Debt Obligations | 9 | Debt Obligations |
Working Capital Credit Facility | ||
In March 2015, the Company entered into a revolving credit agreement (the “Working Capital Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $131.0 million from certain financial institutions for which Goldman Sachs Lending Partners LLC is acting as administrative agent and collateral agent. Upon the satisfaction of certain conditions and the approval of the lenders, the Company may increase the aggregate amount of revolver borrowings to $150.0 million. Loans under the Working Capital Facility will be used to pay for the costs incurred in connection with the design and construction of solar energy systems, and letters of credit may be issued for working capital and general corporate purposes. As of March 31, 2015, no borrowings were outstanding under the Working Capital Facility. | ||
The Company has pledged the interests in the assets of the Company and its subsidiaries, excluding Vivint Solar Financing I, LLC, as security for its obligations under the Working Capital Facility. Prepayments are permitted under the Working Capital Facility, and the principal and accrued interest on any outstanding loans mature in March 2020. Interest accrues on borrowings at a floating rate equal to, dependent on the type of borrowing, (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; and (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable dependent on the type of borrowing at the end of (1) the interest period that the Company may elect as a term and not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility. | ||
The Working Capital Facility includes customary covenants, including covenants that restrict, subject to certain exceptions, the Company’s ability to incur indebtedness, incur liens, make investments, make fundamental changes to their business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Among other restrictions, the Working Capital Facility provides that the Company may not incur any indebtedness other than that related to the Working Capital Facility or in respect of permitted swap agreements. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. The Company is also required to maintain $25.0 million in cash and cash equivalents and certain investments as of the last day of each quarter. As of March 31, 2015, the Company was in compliance with such covenants. | ||
The Working Capital Facility also contains certain customary events of default. If an event of default occurs, lenders under the Working Capital Facility will be entitled to take various actions, including the acceleration of amounts then outstanding. | ||
In conjunction with entering into the Working Capital Facility, the Company incurred debt issuance costs that have been deferred over the term of the credit facility. As of March 31, 2015, the current portion of deferred debt issuance costs of $0.4 million was recorded in prepaid expenses and other current assets, and the long-term portion of deferred debt issuance costs of $1.9 million was recorded in other non-current assets, net in the condensed consolidated balance sheet. A de minimis amount of amortization related to these deferred issuance costs was included in interest expense for the three months ended March 31, 2015. No interest expense was recorded for the three months ended March 31, 2014. | ||
Bank of America, N.A. Aggregation Credit Facility | ||
In September 2014, the Company entered into an aggregation credit facility (the “Aggregation Facility”), which was subsequently amended in February 2015, pursuant to which the Company may borrow up to an aggregate principal amount of $375.0 million and, for which Bank of America, N.A. is acting as administrative agent. Upon the satisfaction of certain conditions and the approval of the lenders, the Company may increase the aggregate amount of principal borrowings to $550.0 million. | ||
As of March 31, 2015, the Company had incurred an aggregate of $122.5 million in term loan borrowings under this agreement. The remaining borrowing capacity was $252.5 million as of March 31, 2015. However, the Company does not have immediate access to the remaining $252.5 million balance as future borrowings are dependent on when it has solar energy system revenue to collateralize the borrowings. | ||
The borrower under the Aggregation Facility is Vivint Solar Financing I, LLC, one of the Company’s indirect wholly owned subsidiaries, that in turn holds the Company’s interests in the managing members of the Company’s existing investment funds. These managing members guarantee the borrower’s obligations under the Aggregation Facility. In addition, Vivint Solar Holdings, Inc. has pledged its interests in the borrower, and the borrower has pledged its interests in the guarantors as security for the borrower’s obligations under the Aggregation Facility. The related solar energy systems are not subject to any security interest of the lenders, and there is no recourse to the Company in the case of a default. | ||
Prepayments are permitted under the Aggregation Facility, and the principal and accrued interest on any outstanding loans mature in March 2018. Interest accrues on borrowings at a floating rate equal to either (1)(a) the London Interbank Offer Rate (“LIBOR”) or (b) the greatest of (i) the Federal Funds Rate plus 0.5%, (ii) the administrative agent’s prime rate and (iii) LIBOR plus 1% and (2) a margin that varies between 3.25% during the period during which the Company may incur borrowings and 3.50% after such period. Interest is payable at the end of each interest period that the Company may elect as a term of either one, two or three months. | ||
The Aggregation Facility includes customary covenants, including covenants that restrict, subject to certain exceptions, the borrower’s, and the guarantors’ ability to incur indebtedness, incur liens, make investments, make fundamental changes to their business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Among other restrictions, the Aggregation Facility provides that the borrower may not incur any indebtedness other than that related to the Aggregation Facility or in respect of permitted swap agreements, and that the guarantors may not incur any indebtedness other than that related to the Aggregation Facility or as permitted under existing investment fund transaction documents. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. As of March 31, 2015, the Company was in compliance with such covenants. | ||
The Aggregation Facility also contains certain customary events of default. If an event of default occurs, lenders under the Aggregation Facility will be entitled to take various actions, including the acceleration of amounts due under the Aggregation Facility and foreclosure on the interests of the borrower and the guarantors that have been pledged to the lenders. | ||
Interest expense for this facility was approximately $2.1 million in the three months ended March 31, 2015. No interest expense was recorded for this facility in the three months ended March 31, 2014. As of March 31, 2015, the current portion of deferred debt issuance costs of $3.0 million was recorded in prepaid expenses and other current assets, and the long-term portion of deferred debt issuance costs of $6.0 million was recorded in other non-current assets, net in the condensed consolidated balance sheet. In addition, an interest reserve of $2.2 million was held in an account with the administrative agent and was included in restricted cash and cash equivalents. The interest reserve increases as borrowings increase under the Aggregation Facility. | ||
Revolving Lines of Credit—Related Party | ||
On October 9, 2014, the Company repaid $58.8 million in aggregate borrowings and interest owed to Vivint under two loan agreements, which were terminated upon repayment. There was no interest expense incurred for the three months ended March 31, 2015 under these agreements. Interest expense was $1.4 million for the three months ended March 31, 2014 under these agreements. |
Investment_Funds
Investment Funds | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Summarized Financial Data Of Subsidiary [Abstract] | ||||||||
Investment Funds | 10 | Investment Funds | ||||||
As of March 31, 2015, the Company had formed 14 investment funds for the purpose of funding the purchase of solar energy systems. The aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 11,750 | $ | 12,641 | ||||
Accounts receivable, net | 3,230 | 1,542 | ||||||
Total current assets | 14,980 | 14,183 | ||||||
Solar energy systems, net | 628,946 | 525,903 | ||||||
Total assets | $ | 643,926 | $ | 540,086 | ||||
Liabilities | ||||||||
Current liabilities: | ||||||||
Distributions payable to non-controlling interests and redeemable non-controlling | $ | 7,162 | $ | 6,780 | ||||
interests | ||||||||
Current portion of deferred revenue | 323 | 237 | ||||||
Accrued and other current liabilities | 56 | — | ||||||
Total current liabilities | 7,541 | 7,017 | ||||||
Deferred revenue, net of current portion | 5,894 | 4,335 | ||||||
Total liabilities | $ | 13,435 | $ | 11,352 | ||||
Fund investors for three of the funds are managed indirectly by The Blackstone Group L.P. (the “Sponsor”) and are considered related parties. As of March 31, 2015 and December 31, 2014, the cumulative total of contributions into the VIEs by all investors was $561.4 million and $480.2 million, of which a cumulative total of $110.0 million was contributed by related parties as of both period ends. | ||||||||
All funds except for two were operational as of March 31, 2015. The Company did not have any assets, liabilities or activity associated with those two funds. Total available committed capital under these two funds was $150.0 million as of March 31, 2015. | ||||||||
Guarantees | ||||||||
With respect to the investment funds, the Company and the fund investors have entered into guaranty agreements under which the Company guarantees the performance of certain obligations of its subsidiaries to the investment funds. These guarantees do not result in the Company being required to make payments to the fund investors unless such payments are mandated by the investment fund governing documents and the investment fund fails to make such payment. The Company is also contractually obligated to make certain VIE investors whole for losses that the investors may suffer in certain limited circumstances resulting from the disallowance or recapture of investment tax credits. | ||||||||
As a result of the guaranty arrangements in certain funds, the Company is required to hold minimum cash balances of $10.0 million and $5.0 million as of March 31, 2015 and December 31, 2014, which are classified as restricted cash and cash equivalents on the condensed consolidated balance sheets. |
Redeemable_NonControlling_Inte
Redeemable Non-Controlling Interests and Equity | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Equity [Abstract] | ||||||||||||
Redeemable Non-Controlling Interests and Equity | 11 | Redeemable Non-Controlling Interests and Equity | ||||||||||
Common Stock | ||||||||||||
The Company had reserved shares of common stock for issuance as follows (in thousands): | ||||||||||||
March 31, | December 31, | |||||||||||
2015 | 2014 | |||||||||||
Stock options issued and outstanding | 10,062 | 10,053 | ||||||||||
Restricted Stock Units issued and outstanding | 179 | 22 | ||||||||||
Shares available for grant under equity incentive plans | 12,829 | 8,783 | ||||||||||
Long-term incentive plan | 4,059 | 4,059 | ||||||||||
Total | 27,129 | 22,917 | ||||||||||
Redeemable Non-Controlling Interests, Equity and Non-Controlling Interests | ||||||||||||
The changes in redeemable non-controlling interests were as follows (in thousands): | ||||||||||||
Balance as of December 31, 2014 | $ | 128,427 | ||||||||||
Contributions from redeemable non-controlling interests | 4,876 | |||||||||||
Distributions to redeemable non-controlling interests | (996 | ) | ||||||||||
Net loss | (1,091 | ) | ||||||||||
Balance as of March 31, 2015 | $ | 131,216 | ||||||||||
The changes in stockholders’ equity and non-controlling interests were as follows (in thousands): | ||||||||||||
Total | ||||||||||||
Stockholders' | Non-controlling | |||||||||||
Equity | Interests | Total Equity | ||||||||||
Balance as of December 31, 2014 | $ | 477,989 | $ | 135,147 | $ | 613,136 | ||||||
Stock-based compensation expense | 2,707 | — | 2,707 | |||||||||
Refund of fees related to issuance of common stock | 35 | — | 35 | |||||||||
Contributions from non-controlling interests | — | 76,342 | 76,342 | |||||||||
Distributions to non-controlling interests | — | (1,751 | ) | (1,751 | ) | |||||||
Net income (loss) | 12,149 | (71,033 | ) | (58,884 | ) | |||||||
Balance as of March 31, 2015 | $ | 492,880 | $ | 138,705 | $ | 631,585 | ||||||
Four of the investment funds include a right for the non-controlling interest holder to elect to require the Company’s wholly owned subsidiary to purchase all of its membership interests in the fund after a stated period of time (each, a “Put Option”). In one of the investment funds, the Company’s wholly owned subsidiary has the right to elect to require the non-controlling interest holder to sell all of its membership units to the Company’s wholly owned subsidiary (the “Call Option”) after the expiration of the non-controlling interest holder’s Put Option. In the three other investment funds that have put options, the Company’s wholly owned subsidiary has a Call Option for a stated period prior to the effectiveness of the Put Option. In the remaining ten investment funds there is a Call Option which is exercisable after a stated period of time. | ||||||||||||
The purchase price for the fund investor’s interest in the four investment funds under the Put Options is the greater of fair market value at the time the option is exercised and a specified amount, ranging from $0.7 million to $4.1 million. The Put Options for these four investment funds are exercisable beginning on the date that specified conditions are met for each respective fund. None of the Put Options are expected to become exercisable prior to 2019. | ||||||||||||
Because the Put Options represent redemption features that are not solely within the control of the Company, the non-controlling interests in these investment funds are presented outside of permanent equity. Redeemable non-controlling interests are reported using the greater of their carrying value at each reporting date (which is impacted by attribution under the hypothetical liquidation at book value method) or their estimated redemption value in each reporting period. The carrying value of redeemable non-controlling interests at March 31, 2015 and December 31, 2014 was greater than the redemption value. | ||||||||||||
The purchase price for the fund investors’ interests under the Call Options varies by fund, but is generally the greater of a specified amount, which ranges from approximately $0.7 million to $7.0 million, the fair market value of such interest at the time the option is exercised, or an amount that causes the fund investor to achieve a specified return on investment. The Call Options for all 14 investment funds are exercisable beginning on the date that specified conditions are met for each respective fund. None of the Call Options are expected to become exercisable prior to 2019. |
Equity_Compensation_Plans
Equity Compensation Plans | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||||||||||||||
Equity Compensation Plans | 12 | Equity Compensation Plans | ||||||||||||||
Equity Incentive Plans | ||||||||||||||||
2014 Equity Incentive Plan | ||||||||||||||||
The Company adopted the 2014 Equity Incentive Plan (the “2014 Plan”) in September 2014. Under the 2014 Plan, the Company may grant stock options, restricted stock, restricted stock units, stock appreciation rights, performance units, performance shares and performance awards to its employees, directors and consultants, and its parent and subsidiary corporations’ employees and consultants. | ||||||||||||||||
Under the 2014 Plan, a total of 8.8 million shares of common stock initially were reserved for issuance, subject to adjustment in the case of certain events. In addition, any shares that otherwise would be returned to the Omnibus Plan (as defined below) as the result of the expiration or termination of stock options may be added to the 2014 Plan. The number of shares available for issuance under the 2014 Plan is subject to an annual increase on the first day of each year, equal to the least of 8.8 million shares, 4% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year and an amount of shares as determined by the Company. In accordance with the annual increase, an additional 4.2 million shares were reserved for issuance in 2015 under the 2014 Plan. | ||||||||||||||||
2013 Omnibus Incentive Plan; Non-plan Option Grant | ||||||||||||||||
In July 2013, the Company adopted the 2013 Omnibus Incentive Plan (the “Omnibus Plan”), which was terminated in connection with the adoption of the 2014 Plan in September 2014, and accordingly no additional shares are available for issuance under the Omnibus Plan. The Omnibus Plan will continue to govern outstanding awards granted under this plan. In August 2013, the Company granted an option to purchase 0.6 million shares of common stock outside of the Omnibus Plan; however the provisions of this option were substantially similar to those of the options granted pursuant to the Omnibus Plan. | ||||||||||||||||
During 2014 and 2013, the Company granted stock options of which one-third are subject to ratable time-based vesting over a five year period and two-thirds are subject to vesting upon certain performance conditions and the achievement of certain investment return thresholds by 313 Acquisition LLC, a subsidiary of the Company’s Sponsor. The stock options have a ten-year contractual period. | ||||||||||||||||
Long-term Incentive Plan | ||||||||||||||||
In July 2013, the Company’s board of directors approved 4.1 million shares of common stock for six Long-term Incentive Plan Pools (“LTIP Pools”) that comprise the 2013 Long-term Incentive Plan (the “LTIP”). The purpose of the LTIP is to attract and retain key service providers and strengthen their commitment to the Company by providing incentive compensation measured by reference to the value of the shares of the Company’s common stock. Eligible participants include nonemployee direct sales personnel who sell the solar energy system contracts, employees that install and maintain the solar energy systems and employees that recruit new employees to the Company. No LTIP awards were granted to employees as of March 31, 2015. As such, the Company has not recognized any expense related to the LTIP in any of the periods presented. | ||||||||||||||||
In April 2015, the Company granted one-sixth of the LTIPs to individual participants. The Company will recognize approximately $8.3 million of expense related to these LTIPs in the second quarter of 2015. | ||||||||||||||||
Stock Options | ||||||||||||||||
Stock Option Activity | ||||||||||||||||
Stock options are granted under the 2014 Plan and Omnibus Plan as described above. Stock option activity for the three months ended March 31, 2015 was as follows (in thousands, except term and per share amounts): | ||||||||||||||||
Weighted | ||||||||||||||||
Weighted- | Average | |||||||||||||||
Shares | Average | Remaining | Aggregate | |||||||||||||
Underlying | Exercise | Contractual | Intrinsic | |||||||||||||
Options | Price | Term | Value | |||||||||||||
Outstanding—December 31, 2014 | 10,053 | $ | 1.21 | $ | 80,790 | |||||||||||
Granted | 53 | 10.72 | ||||||||||||||
Exercised | — | — | ||||||||||||||
Cancelled | (44 | ) | 1 | |||||||||||||
Outstanding—March 31, 2015 | 10,062 | $ | 1.26 | 8.5 | $ | 109,486 | ||||||||||
Options vested and exercisable—March 31, 2015 | 855 | $ | 1.15 | 8.5 | $ | 9,394 | ||||||||||
Options vested and expected to vest—March 31, 2015 | 8,723 | $ | 1.28 | 8.5 | $ | 94,797 | ||||||||||
The weighted-average grant-date fair value of time-based stock options granted during the three months ended March 31, 2015 and 2014 was $8.01 and $3.95 per share. There were no stock options exercised during the periods presented. Intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the fair value of the common stock for the options that had exercise prices that were lower than the fair value per share of the common stock. | ||||||||||||||||
As of March 31, 2015, there were approximately $10.3 million of total unrecognized stock-based compensation expense, net of estimated forfeitures related to nonvested time-based and performance condition stock options. As of March 31, 2015, the time-based awards are expected to be recognized over the weighted average period of 2.4 years. As of March 31, 2015, the performance-based awards are expected to be recognized over a weighted period of 1.7 years. | ||||||||||||||||
The total fair value of stock options vested for the three months ended March 31, 2015 and 2014 was $0.5 million and a de minimis amount. | ||||||||||||||||
Determination of Fair Value of Stock Options | ||||||||||||||||
The Company estimates the fair value of the time-based stock options granted on each grant date using the Black-Scholes-Merton option pricing model and applies the accelerated attribution method for expense recognition. The fair values using the Black-Scholes-Merton method were estimated on each grant date using the following weighted-average assumptions: | ||||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
Expected term (in years) | 6.25 | 6.18 | ||||||||||||||
Volatility | 88.5 | % | 87.1 | % | ||||||||||||
Risk-free interest rate | 1.9 | % | 1.9 | % | ||||||||||||
Dividend yield | 0 | % | 0 | % | ||||||||||||
The Company estimates the fair value and the vesting period of the performance-based stock options granted on teach grant date using the Monte Carlo simulation method. During the three months ended March 31, 2015, no performance-based stock options were granted. | ||||||||||||||||
Restricted Stock Units | ||||||||||||||||
Restricted Stock Units, or RSUs, are granted under the 2014 Plan as described above. RSU activity for the three months ended March 31, 2015 was as follows (awards in thousands): | ||||||||||||||||
Weighted | ||||||||||||||||
Average | ||||||||||||||||
Number of | Grant Date | |||||||||||||||
Awards | Fair Value | |||||||||||||||
Outstanding at December 31, 2014 | 22 | $ | 16 | |||||||||||||
Granted | 157 | 10.72 | ||||||||||||||
Vested | — | — | ||||||||||||||
Forfeited | — | — | ||||||||||||||
Outstanding at March 31, 2015 | 179 | $ | 11.38 | |||||||||||||
No RSUs vested in the three months ended March 31, 2015. | ||||||||||||||||
Stock-based Compensation Expense | ||||||||||||||||
Stock-based compensation was included in operating expenses as follows (in thousands): | ||||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
Cost of revenue—operating leases and incentives | $ | 278 | $ | 18 | ||||||||||||
Sales and marketing | 233 | 94 | ||||||||||||||
General and administrative | 2,178 | 325 | ||||||||||||||
Research and development | 18 | — | ||||||||||||||
Total stock-based compensation | $ | 2,707 | $ | 437 | ||||||||||||
Income_Taxes
Income Taxes | 3 Months Ended | |
Mar. 31, 2015 | ||
Income Tax Disclosure [Abstract] | ||
Income Taxes | 13 | Income Taxes |
The income tax expense for the three months ended March 31, 2015 and 2014 was calculated on a discrete basis resulting in a consolidated quarterly effective income tax rate of -17.3% and -13.7%. The variations between the consolidated quarterly effective income tax rates and the U.S. federal statutory rate were primarily attributable to the effect of non-controlling interests and redeemable non-controlling interests. | ||
The Company sells solar energy systems to the investment funds. As the investment funds are consolidated by the Company, the gain on the sale of the assets has been eliminated in the condensed 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, 2015 and December 31, 2014, the Company recorded a long-term prepaid tax asset of $148.3 million and $111.9 million, net of amortization. | ||
Uncertain Tax Positions | ||
As of March 31, 2015 and December 31, 2014, the Company had no unrecognized tax benefits. There was no interest and penalties accrued for any uncertain tax positions as of March 31, 2015 and December 31, 2014. 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. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Related Party Transactions [Abstract] | ||||||||
Related Party Transactions | 14 | Related Party Transactions | ||||||
The Company’s operations included the following related party transactions (in thousands): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Cost of revenue—operating leases and incentives | $ | 1,490 | $ | 1,295 | ||||
Sales and marketing | 378 | 189 | ||||||
General and administrative | 213 | 2,506 | ||||||
Interest expense(1) | — | 1,400 | ||||||
-1 | Includes revolving lines of credit—related party. See Note 9—Debt Obligations. | |||||||
Vivint Services | ||||||||
In 2014, the Company negotiated and entered into a number of agreements with its sister company, Vivint Inc. (“Vivint”), related to services and other support that Vivint provides to the Company. Under the terms of these agreements, Vivint provides the Company with information technology and infrastructure, employee benefits and certain other services. Prior to these new agreements, under full service sublease and trademark agreements, Vivint provided to the Company various administrative services, such as management, human resources, information technology, facilities and use of corporate office space, and rights to use certain trademarks. The Company incurred fees under these agreements of $1.8 million and $1.6 million for the three months ended March 31, 2015 and 2014, which reflect the amount of services provided by Vivint on behalf of the Company. | ||||||||
Payables to Vivint recorded in accounts payable—related party were $1.8 million and $2.1 million as of March 31, 2015 and December 31, 2014. These payables include amounts due to Vivint related to the services agreements and additional costs allocated, as well as other miscellaneous intercompany payables including freight, healthcare cost reimbursements and ancillary purchases. | ||||||||
Advances Receivable—Related Party | ||||||||
Amounts due from direct-sales personnel were $1.2 million as of March 31, 2015 and December 31, 2014. The Company provided a reserve of $0.7 million and $0.9 million as of March 31, 2015 and December 31, 2014 related to advances to direct-sales personnel who have terminated their employment agreement with the Company. | ||||||||
Advisory Agreements | ||||||||
In May 2014, the Company entered into an advisory agreement with Blackstone Advisory Partners L.P., an affiliate of the Sponsor (“BAP”), under which BAP will provide financial advisory and placement services related to the Company’s financing of residential solar energy systems. In February 2015, the Company provided BAP a notice to terminate the agreement, which remains in effect for six months following the date of such notice. Under the agreement, the Company is required under certain circumstances to pay a placement fee to BAP ranging from 0.75% to 1.5% of the transaction capital, depending on the identity of the investor and whether the financing relates to residential or commercial projects. This agreement replaced the 2013 advisory agreement described below. No fees were incurred for the three months ended March 31, 2015. | ||||||||
Effective May 2013, the Company entered into an advisory agreement with BAP that provided financial advisory and placement services related to the Company’s financing of residential solar energy systems. Under the agreement, BAP was paid a placement fee ranging from 0% to 2% of the transaction capital, depending on the identity of the investor and how contact with the investor is established. The Company incurred fees under these agreements of $2.2 million for the three months ended March 31, 2014. This amount was recorded in general and administrative expense in the Company’s condensed consolidated statements of operations. | ||||||||
Investment Funds | ||||||||
Fund investors for three of the investment funds are indirectly managed by the Sponsor and accordingly are considered related parties. See Note 10—Investment Funds. In July 2014, the Company also entered into a Backup Maintenance Servicing Agreement with Vivint in which Vivint will provide maintenance servicing of the investment fund assets in the event that the Company is removed as the service provider for certain of the investment funds. No services have been performed by Vivint under this agreement. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2015 | ||
Commitments And Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 15 | Commitments and Contingencies |
Non-Cancellable Operating Leases | ||
The Company has entered into lease agreements for corporate and operating facilities, warehouses and related equipment in states in which the Company conducts operations. The aggregate expense incurred under these operating leases was $2.3 million and $0.4 million for the three months ended March 31, 2015 and 2014. | ||
Build-to-Suit Lease Arrangements | ||
In September 2014, the Company entered into a non-cancellable lease whereby the Company will terminate the current lease for the corporate headquarters in Lehi, UT and move into another building being constructed in the same general location. Because of its involvement in certain aspects of the construction per the terms of the lease, the Company is deemed the owner of the building for accounting purposes during the construction period. Accordingly, the Company recorded a build-to-suit asset of $2.9 million as of March 31, 2015, included in property and equipment, net, and a corresponding build-to-suit lease liability related to the new lease. | ||
Long-term Purchase Agreements | ||
In 2015, the Company entered into long term purchase agreements with certain key suppliers. These agreements require the Company to make minimum volume purchases on a quarterly basis. As of March 31, 2015, the Company has met these minimum purchase requirements. As such, no additional liability has been incurred or recorded as of March 31, 2015. | ||
Indemnification Obligations | ||
From time to time, the Company enters into contracts that contingently require it to indemnify parties against claims. These contracts primarily relate to provisions in the Company’s services agreements with related parties that may require the Company to indemnify the related parties against services rendered; and certain agreements with the Company’s officers and directors under which the Company may be required to indemnify such persons for liabilities. In addition, under the terms of the agreements related to the Company’s investment funds and other material contracts, the Company may also be required to indemnify fund investors and other third parties for liabilities. The Company has not recorded a liability related to these indemnification provisions and the indemnification arrangements have not had any significant impact to the Company’s condensed consolidated financial statements to date. | ||
Legal Proceedings | ||
In December 2013, one of the Company’s former sales representatives, on behalf of himself and a purported class, filed a complaint for unspecified damages, injunctive relief and restitution in the Superior Court of the State of California in and for the County of San Diego against Vivint Solar Developer, LLC, one of the Company’s subsidiaries, and unnamed John Doe defendants alleging violations of the California Labor Code and the California Business and Professions Code and seeking penalties of an unspecified amount, interest on all economic damages and reasonable attorney’s fees and costs. In January 2014, the Company filed an answer denying the allegations in the complaint and asserting various affirmative defenses. In late 2014, the parties agreed to terms of settlement to resolve this case, depending on class participation. Based on the Court's initial review of the settlement agreement, the parties are discussing modifications relative to class participation and other terms. Any final settlement agreement is subject to court approval, which the Company anticipates to occur sometime in late 2015. The Company has recorded a $0.4 million reserve related to this proceeding in its consolidated financial statements. | ||
In May 2014, Vivint made the Company aware that the U.S. Attorney’s office for the State of Utah is engaged in an investigation that Vivint believes relates to certain political contributions made by some of Vivint’s executive officers that are directors of the Company and some of Vivint’s employees. The Company has no reason to believe that it, the executive officers or employees are targets of such investigation. | ||
In September 2014, two former installation technicians of the Company, on behalf of themselves and a purported class, filed a complaint for damages, injunctive relief and restitution in the Superior Court of the State of California in and for the County of San Diego against the Company and unnamed John Doe defendants. The complaint alleges certain violations of the California Labor Code and the California Business and Professions Code based on, among other things, alleged improper classification of installer technicians, installer helpers, electrician technicians and electrician helpers, failure to pay minimum and overtime wages, failure to provide accurate itemized wage statements, and failure to provide wages on termination. In December 2014, the original plaintiffs and three additional plaintiffs filed an amended complaint with essentially the same allegations. On February 5, 2015, the Company filed an answer to the amended complaint, denying liability and asserting a number of defenses. The Company believes that it has strong defenses to the claims asserted in this matter, and the Company intends to defend the case vigorously. Although the Company cannot predict with certainty the ultimate resolution of this suit, it does not believe this matter will have a material adverse effect on the Company’s business, results of operations, cash flows or financial condition. | ||
In November and December 2014, two putative class action lawsuits were filed in the U.S. District Court for the Southern District of New York against the Company, its directors, certain of its officers and the underwriters of the Company’s initial public offering of common stock alleging violation of securities laws and seeking unspecified damages. In January 2015, the Court ordered these cases to be consolidated into the earlier filed case, Hyatt v. Vivint Solar, Inc. et al., 14-cv-9283 (KBF). The plaintiffs filed a consolidated amended complaint in February 2015. On May 6, 2015, the Company filed a motion to dismiss the complaint. The Company believes this lawsuit is without merit and intends to defend the case vigorously. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. | ||
In addition to the matters discussed above, in the normal course of business, the Company has from time to time been named as a party to various legal claims, actions and complaints. While the outcome of these matters cannot be predicted with certainty, the Company does not currently believe that the outcome of any of these claims will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or cash flows. | ||
The Company accrues for losses that are probable and can be reasonably estimated. The Company evaluates the adequacy of its legal reserves based on its assessment of many factors, including interpretations of the law and assumptions about the future outcome of each case based on available information. |
Basic_and_Diluted_Net_Income_L
Basic and Diluted Net Income (Loss) Per Share | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Basic and Diluted Net Income (Loss) Per Share | 16 | Basic and Diluted Net Income Per Share | ||||||
The Company computes basic net income per share by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income per share reflects the potential dilution of securities that could be exercised or converted into common shares, and is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding plus the effect of potentially dilutive shares to purchase common stock. | ||||||||
The following table sets forth the computation of the Company’s basic and diluted net income available per share to common stockholders for the three months ended March 31, 2015 and 2014 (in thousands, except per share amounts): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net income available to common stockholders | $ | 12,149 | $ | 7,041 | ||||
Denominator: | ||||||||
Shares used in computing net income available per share to common stockholders, | 105,303 | 75,000 | ||||||
basic | ||||||||
Weighted-average effect of potentially dilutive shares to purchase common stock | 3,748 | 1,064 | ||||||
Shares used in computing net income available per share to common stockholders, | 109,051 | 76,064 | ||||||
diluted | ||||||||
Net income available per share to common stockholders | ||||||||
Basic | $ | 0.12 | $ | 0.09 | ||||
Diluted | $ | 0.11 | $ | 0.09 | ||||
As of March 31, 2015 and 2014, stock options for 6.7 million and 6.5 million underlying shares of common stock granted under the Omnibus Plan and an award granted outside of the Omnibus Plan with terms substantially similar to those granted under the Omnibus Plan were subject to performance conditions. For purposes of the computation of diluted net income per share, 3.3 million of the performance-based stock options in the three months ended March 31, 2015 were considered to have met the performance obligation and included in the diluted share calculation even though the stock options were not vested or exercisable at the time. Accordingly, approximately 3.4 million and 6.5 million performance-based stock options were not included in the computation of diluted net income per share as of March 31, 2015 and 2014. In addition, options to be granted under the LTIP Pools were not included in the computation of diluted net income per share in either period as these shares had not been granted as of March 31, 2015. As of March 31, 2015, a de minimis number of shares was excluded from the dilutive share calculations as the effect on net income per share would have been antidilutive. As of March 31, 2014, there were no antidilutive shares. |
Subsequent_Events
Subsequent Events | 3 Months Ended | |
Mar. 31, 2015 | ||
Subsequent Events [Abstract] | ||
Subsequent Events | 17 | Subsequent Events |
Increase of Working Capital Facility | ||
In May 2015, the Company with Goldman Sachs Lender Partners LLC, as administrative agent, entered into an agreement to join an additional lender to the Working Capital Facility and increased the funding commitment by $19.0 million, for an aggregate total commitment of $150.0 million. With this agreement, the right to increase the borrowing capacity, upon the satisfaction of certain conditions and the approval of the lenders, was exhausted. The other terms of the Working Capital Facility remained unchanged. | ||
Commercial and Industrial Investment Fund | ||
In May 2015, a wholly owned subsidiary of the Company entered into a commercial and industrial (“C&I”) solar investment fund arrangement with a fund investor. The total commitment under the C&I investment fund arrangement is $150.0 million, which is expected to be contributed through 2016. Tranching of systems into the fund is subject to customary requirements and procedures. The Company’s wholly owned subsidiary has the right to elect to require the fund investor to sell all of its membership units to the Company’s wholly owned subsidiary beginning on the date that certain conditions are met, in approximately ten years. The purchase price for the fund investor’s interests is determined based on fair market value of those interests at the time the option is exercised. The Company has not yet completed its assessment of whether the investment fund arrangement is a VIE. | ||
Residential Investment Funds | ||
In May 2015, a wholly owned subsidiary of the Company entered into a residential solar investment fund arrangement with an existing fund investor. The total commitment under the residential investment fund arrangement is $175.0 million. The Company’s wholly owned subsidiary has the right to elect to require the fund investor to sell all of its membership units to the Company’s wholly owned subsidiary beginning on the date that certain conditions are met. The purchase price for the fund investor’s interests is determined based on the fair market value of those interests at the time the option is exercised. The Company has not yet completed its assessment of whether the investment fund arrangement is a VIE. | ||
In April 2015, the Company entered into an agreement with a related party fund investor to amend the operating agreements of three of the Company’s investment funds, to allow for deficit restoration obligations by the fund investor in all three funds and to adjust the yield target for one of the investment funds. Any cumulative impact of the amendments will be included in the calculation of income tax expense and in the allocation of net loss attributable to non-controlling interests and redeemable non-controlling interests during the three months ended June 30, 2015. | ||
In April 2015, the total available financing under one of the existing investment funds was increased by $25.0 million. | ||
Amendment to Non-Cancelable Operating Lease | ||
In April 2015, the Company amended an existing non-cancellable operating lease in Orem, UT to increase the leased premises by approximately 43,000 square feet in additional office space to meet the Company’s operational needs for one year until the Company’s new corporate headquarters building is completed, which is expected to be in the first quarter of 2016. Under the agreement, the Company will make lease payments of approximately $0.8 million over the one year term. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K filed with the SEC on March 13, 2015. The results of the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015 or for any other interim period or other future year. | |
The condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities (“VIEs”). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. For all periods presented, the Company has determined that it is the primary beneficiary in all of its operational VIEs. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 10—Investment Funds. | |
Use of Estimates | Use of Estimates |
The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, estimates that affect the Company’s principles of consolidation, revenue recognition, the useful lives of solar energy systems, the valuation and recoverability of intangible assets and goodwill acquired, useful lives of intangible assets, recoverability of long-lived assets, the recognition and measurement of loss contingencies, the valuation of stock-based compensation, the determination of valuation allowances associated with deferred tax assets, and the valuation of non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates. | |
Comprehensive Income | Comprehensive Income |
As the Company has no other comprehensive income or loss, comprehensive income is the same as net income available to common stockholders for all periods presented. | |
Other Changes | Other Changes |
During the three months ended March 31, 2015, there have been no changes to the Company’s significant accounting policies as described in the Company’s annual report on Form 10-K for the year ended December 31, 2014. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In April 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2015-05, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) – Customers Accounting for Fees Paid in a Cloud Computing Arrangement. This update provides guidance regarding the accounting for fees paid by a customer in cloud computing arrangements. If a cloud computing arrangement includes a software license, the payment of fees should be accounted for in the same manner as the acquisition of other software licenses. If there is no software license, the fees should be accounted for as a service contract. The update is effective in fiscal years beginning after December 15, 2015 and early adoption is permitted. An entity can elect to adopt the amendments either (1) prospectively to all arrangements entered into or materially modified after the effective date or (2) retrospectively. The Company is evaluating the impact this update will have on its consolidated financial statements and disclosures. | |
In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30) – Simplifying the Presentation of Debt Issuance Costs. This update simplifies the presentation of debt issuance costs and requires that debt issuance costs be presented as a direct reduction from the carrying amount of that debt liability similar to debt discounts. Existing recognition and measurement guidance is not impacted. The update is effective in fiscal years beginning after December 15, 2015 and early adoption is permitted. The Company has debt issuance costs and will apply the new presentation per the update upon its effectiveness beginning with the first quarter of 2016. | |
In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This update makes some targeted changes to current consolidation guidance. These changes impact both the voting and the variable interest consolidation models. In particular, the update will change how companies determine whether limited partnerships or similar entities are VIEs. The update is effective in fiscal years, including interim periods, beginning after December 15, 2015, and early adoption is permitted. The Company currently consolidates several VIEs and does not anticipate that ASU 2015-02 will have a significant impact on its consolidated financial statements and related disclosures. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Schedule of Fair Value of Financial Assets Measured on Recurring Basis | The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets measured on a recurring basis by level within the fair value hierarchy (in thousands): | |||||||||||||||
31-Mar-15 | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Financial Assets | ||||||||||||||||
Time deposits | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
Total financial assets | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
December 31, 2014 | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Financial Assets | ||||||||||||||||
Time deposits | $ | — | $ | 1,900 | $ | — | $ | 1,900 | ||||||||
Money market funds | 607 | — | — | 607 | ||||||||||||
Total financial assets | $ | 607 | $ | 1,900 | $ | — | $ | 2,507 | ||||||||
Solar_Energy_Systems_Tables
Solar Energy Systems (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Solar Energy Systems Disclosure [Abstract] | ||||||||
Solar Energy Systems | Solar energy systems, net consisted of the following (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
System equipment costs | $ | 566,123 | $ | 478,502 | ||||
Initial direct costs related to solar energy systems | 94,392 | 75,349 | ||||||
660,515 | 553,851 | |||||||
Less: Accumulated depreciation and amortization | (13,996 | ) | (10,186 | ) | ||||
646,519 | 543,665 | |||||||
Solar energy system inventory | 61,769 | 44,502 | ||||||
Solar energy systems, net | $ | 708,288 | $ | 588,167 | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Summary of Property and Equipment Net | Property and equipment, net consisted of the following (in thousands): | ||||||||||
Estimated | March 31, | December 31, | |||||||||
Useful Lives | 2015 | 2014 | |||||||||
Vehicles acquired under capital leases | 3 years | $ | 14,568 | $ | 13,351 | ||||||
Leasehold improvements | 1-3 years | 2,808 | 2,088 | ||||||||
Furniture and computer and other equipment | 3 years | 2,628 | 2,183 | ||||||||
20,004 | 17,622 | ||||||||||
Less: Accumulated depreciation and amortization | (6,099 | ) | (4,598 | ) | |||||||
13,905 | 13,024 | ||||||||||
Build-to-suit assets | 2,909 | — | |||||||||
Property and equipment, net | $ | 16,814 | $ | 13,024 | |||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||
Summary of Intangible Assets | Intangible assets consisted of the following (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Cost: | ||||||||
Customer contracts | $ | 43,783 | $ | 43,783 | ||||
Customer relationships | 164 | 738 | ||||||
Trademarks/trade names | 201 | 1,664 | ||||||
Developed technology | 522 | 1,295 | ||||||
In-process research and development | — | 2,097 | ||||||
Internal-use software | 385 | 370 | ||||||
Total carrying value | 45,055 | 49,947 | ||||||
Accumulated amortization: | ||||||||
Customer contracts | (34,661 | ) | (31,013 | ) | ||||
Customer relationships | (35 | ) | (135 | ) | ||||
Trademarks/trade names | (22 | ) | (152 | ) | ||||
Developed technology | (71 | ) | (160 | ) | ||||
Internal-use software | (26 | ) | — | |||||
Total accumulated amortization | (34,815 | ) | (31,460 | ) | ||||
Total intangible assets, net | $ | 10,240 | $ | 18,487 | ||||
Accrued_Compensation_Tables
Accrued Compensation (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accrued Compensation Disclosure [Abstract] | ||||||||
Summary of Accrued Compensation | Accrued compensation consisted of the following (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Accrued payroll | $ | 9,091 | $ | 9,888 | ||||
Accrued commissions | 7,291 | 6,575 | ||||||
Accrued employee taxes | 645 | 331 | ||||||
Total accrued compensation | $ | 17,027 | $ | 16,794 | ||||
Accrued_and_Other_Current_Liab1
Accrued and Other Current Liabilities (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Payables And Accruals [Abstract] | ||||||||
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Income tax payable | $ | 21,642 | $ | 4,097 | ||||
Sales and use tax payable | 6,468 | 5,052 | ||||||
Accrued professional fees | 2,983 | 1,289 | ||||||
Deferred rent | 1,336 | 1,090 | ||||||
Accrued unused commitment fees and interest | 563 | 478 | ||||||
Fleet expenses | 255 | 470 | ||||||
Other accrued expenses | 1,853 | 1,540 | ||||||
Total accrued and other current liabilities | $ | 35,100 | $ | 14,016 | ||||
Investment_Funds_Tables
Investment Funds (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Schedule Of Investments [Abstract] | ||||||||
Aggregate Carrying Value of Funds Assets and Liabilities | The aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 11,750 | $ | 12,641 | ||||
Accounts receivable, net | 3,230 | 1,542 | ||||||
Total current assets | 14,980 | 14,183 | ||||||
Solar energy systems, net | 628,946 | 525,903 | ||||||
Total assets | $ | 643,926 | $ | 540,086 | ||||
Liabilities | ||||||||
Current liabilities: | ||||||||
Distributions payable to non-controlling interests and redeemable non-controlling | $ | 7,162 | $ | 6,780 | ||||
interests | ||||||||
Current portion of deferred revenue | 323 | 237 | ||||||
Accrued and other current liabilities | 56 | — | ||||||
Total current liabilities | 7,541 | 7,017 | ||||||
Deferred revenue, net of current portion | 5,894 | 4,335 | ||||||
Total liabilities | $ | 13,435 | $ | 11,352 | ||||
Redeemable_NonControlling_Inte1
Redeemable Non-Controlling Interests and Equity (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Noncontrolling Interest [Abstract] | ||||||||||||
Schedule of Reserved Shares of Common Stock for Issuance | The Company had reserved shares of common stock for issuance as follows (in thousands): | |||||||||||
March 31, | December 31, | |||||||||||
2015 | 2014 | |||||||||||
Stock options issued and outstanding | 10,062 | 10,053 | ||||||||||
Restricted Stock Units issued and outstanding | 179 | 22 | ||||||||||
Shares available for grant under equity incentive plans | 12,829 | 8,783 | ||||||||||
Long-term incentive plan | 4,059 | 4,059 | ||||||||||
Total | 27,129 | 22,917 | ||||||||||
Schedule of Changes in Redeemable Non-Controlling Interests | The changes in redeemable non-controlling interests were as follows (in thousands): | |||||||||||
Balance as of December 31, 2014 | $ | 128,427 | ||||||||||
Contributions from redeemable non-controlling interests | 4,876 | |||||||||||
Distributions to redeemable non-controlling interests | (996 | ) | ||||||||||
Net loss | (1,091 | ) | ||||||||||
Balance as of March 31, 2015 | $ | 131,216 | ||||||||||
Schedule of Changes in Total Stockholders' Equity and Non-Controlling Interests | The changes in stockholders’ equity and non-controlling interests were as follows (in thousands): | |||||||||||
Total | ||||||||||||
Stockholders' | Non-controlling | |||||||||||
Equity | Interests | Total Equity | ||||||||||
Balance as of December 31, 2014 | $ | 477,989 | $ | 135,147 | $ | 613,136 | ||||||
Stock-based compensation expense | 2,707 | — | 2,707 | |||||||||
Refund of fees related to issuance of common stock | 35 | — | 35 | |||||||||
Contributions from non-controlling interests | — | 76,342 | 76,342 | |||||||||
Distributions to non-controlling interests | — | (1,751 | ) | (1,751 | ) | |||||||
Net income (loss) | 12,149 | (71,033 | ) | (58,884 | ) | |||||||
Balance as of March 31, 2015 | $ | 492,880 | $ | 138,705 | $ | 631,585 | ||||||
Equity_Compensation_Plans_Tabl
Equity Compensation Plans (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||||||||||||||
Summary of Stock Option Activity | Stock options are granted under the 2014 Plan and Omnibus Plan as described above. Stock option activity for the three months ended March 31, 2015 was as follows (in thousands, except term and per share amounts): | |||||||||||||||
Weighted | ||||||||||||||||
Weighted- | Average | |||||||||||||||
Shares | Average | Remaining | Aggregate | |||||||||||||
Underlying | Exercise | Contractual | Intrinsic | |||||||||||||
Options | Price | Term | Value | |||||||||||||
Outstanding—December 31, 2014 | 10,053 | $ | 1.21 | $ | 80,790 | |||||||||||
Granted | 53 | 10.72 | ||||||||||||||
Exercised | — | — | ||||||||||||||
Cancelled | (44 | ) | 1 | |||||||||||||
Outstanding—March 31, 2015 | 10,062 | $ | 1.26 | 8.5 | $ | 109,486 | ||||||||||
Options vested and exercisable—March 31, 2015 | 855 | $ | 1.15 | 8.5 | $ | 9,394 | ||||||||||
Options vested and expected to vest—March 31, 2015 | 8,723 | $ | 1.28 | 8.5 | $ | 94,797 | ||||||||||
Weighted Average Assumptions to Estimate Fair Value of Stock Options | The Company estimates the fair value of the time-based stock options granted on each grant date using the Black-Scholes-Merton option pricing model and applies the accelerated attribution method for expense recognition. The fair values using the Black-Scholes-Merton method were estimated on each grant date using the following weighted-average assumptions: | |||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
Expected term (in years) | 6.25 | 6.18 | ||||||||||||||
Volatility | 88.5 | % | 87.1 | % | ||||||||||||
Risk-free interest rate | 1.9 | % | 1.9 | % | ||||||||||||
Dividend yield | 0 | % | 0 | % | ||||||||||||
Restricted Stock Units Activity | Restricted Stock Units, or RSUs, are granted under the 2014 Plan as described above. RSU activity for the three months ended March 31, 2015 was as follows (awards in thousands): | |||||||||||||||
Weighted | ||||||||||||||||
Average | ||||||||||||||||
Number of | Grant Date | |||||||||||||||
Awards | Fair Value | |||||||||||||||
Outstanding at December 31, 2014 | 22 | $ | 16 | |||||||||||||
Granted | 157 | 10.72 | ||||||||||||||
Vested | — | — | ||||||||||||||
Forfeited | — | — | ||||||||||||||
Outstanding at March 31, 2015 | 179 | $ | 11.38 | |||||||||||||
Summary of Stock-Based Compensation Expense | Stock-based Compensation Expense | |||||||||||||||
Stock-based compensation was included in operating expenses as follows (in thousands): | ||||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
Cost of revenue—operating leases and incentives | $ | 278 | $ | 18 | ||||||||||||
Sales and marketing | 233 | 94 | ||||||||||||||
General and administrative | 2,178 | 325 | ||||||||||||||
Research and development | 18 | — | ||||||||||||||
Total stock-based compensation | $ | 2,707 | $ | 437 | ||||||||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Related Party Transactions [Abstract] | ||||||||
Components of Related Party Transactions | The Company’s operations included the following related party transactions (in thousands): | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Cost of revenue—operating leases and incentives | $ | 1,490 | $ | 1,295 | ||||
Sales and marketing | 378 | 189 | ||||||
General and administrative | 213 | 2,506 | ||||||
Interest expense(1) | — | 1,400 | ||||||
-1 | Includes revolving lines of credit—related party. See Note 9—Debt Obligations. |
Basic_and_Diluted_Net_Income_L1
Basic and Diluted Net Income (Loss) Per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Computation of Basic and Diluted Net Loss per Share to Common Stockholders | The following table sets forth the computation of the Company’s basic and diluted net income available per share to common stockholders for the three months ended March 31, 2015 and 2014 (in thousands, except per share amounts): | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net income available to common stockholders | $ | 12,149 | $ | 7,041 | ||||
Denominator: | ||||||||
Shares used in computing net income available per share to common stockholders, | 105,303 | 75,000 | ||||||
basic | ||||||||
Weighted-average effect of potentially dilutive shares to purchase common stock | 3,748 | 1,064 | ||||||
Shares used in computing net income available per share to common stockholders, | 109,051 | 76,064 | ||||||
diluted | ||||||||
Net income available per share to common stockholders | ||||||||
Basic | $ | 0.12 | $ | 0.09 | ||||
Diluted | $ | 0.11 | $ | 0.09 | ||||
Organization_Additional_Inform
Organization - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Delaware corporation incorporation date | 12-Aug-11 |
Contractual term of customers | 20 years |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Other comprehensive income (loss), net of tax | $0 |
Fair_Value_Measurements_Schedu
Fair Value Measurements - Schedule of Fair Value of Financial Assets Measured on Recurring Basis (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | $1,900 | $2,507 |
Level I | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | 607 | |
Level II | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | 1,900 | 1,900 |
Time Deposits | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | 1,900 | 1,900 |
Time Deposits | Level II | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | 1,900 | 1,900 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | 607 | |
Money Market Funds | Level I | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Assets | $607 |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Fair Value Disclosures [Abstract] | |||
Long-term debt | $122,500,000 | $105,000,000 | |
Realized gains or losses on financial assets | $0 | $0 |
Solar_Energy_Systems_Details
Solar Energy Systems (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $660,515 | $553,851 |
Less: Accumulated depreciation and amortization | -13,996 | -10,186 |
Solar energy systems, net excluding inventory | 646,519 | 543,665 |
Solar energy system inventory | 61,769 | 44,502 |
Solar energy systems, net | 708,288 | 588,167 |
System Equipment Costs | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | 566,123 | 478,502 |
Initial Direct Costs Related to Solar Energy Systems | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems, gross | $94,392 | $75,349 |
Solar_Energy_Systems_Additiona
Solar Energy Systems - Additional Information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Property Subject To Or Available For Operating Lease [Line Items] | ||
Depreciation and amortization expense | $4,208 | $1,309 |
Solar Energy System Inventory | ||
Property Subject To Or Available For Operating Lease [Line Items] | ||
Depreciation and amortization expense | $3,800 | $1,300 |
Property_and_Equipment_Summary
Property and Equipment - Summary of Property and Equipment Net (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Property, gross | $20,004 | $17,622 |
Less: Accumulated depreciation and amortization | -6,099 | -4,598 |
Property and equipment, net, excluding Build-to-suit assets | 13,905 | 13,024 |
Build-to-suit assets | 2,909 | |
Property and equipment, net | 16,814 | 13,024 |
Vehicles Acquired Under Capital Leases | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 3 years | |
Property, gross | 14,568 | 13,351 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, gross | 2,808 | 2,088 |
Leasehold Improvements | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 1 year | |
Leasehold Improvements | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 3 years | |
Furniture and Computer and Other Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 3 years | |
Property, gross | $2,628 | $2,183 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Depreciation and amortization expense | $4,208 | $1,309 |
Build-to-suit assets | 2,909 | |
Property and equipment | ||
Property Plant And Equipment [Line Items] | ||
Depreciation and amortization expense | 1,600 | 500 |
Vehicles Acquired Under Capital Leases | Solar Energy Systems | ||
Property Plant And Equipment [Line Items] | ||
Depreciation and amortization expense | $1,100 | $500 |
Intangible_Assets_Summary_of_I
Intangible Assets - Summary of Intangible Assets (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | $45,055 | $49,947 |
Intangible assets, accumulated amortization | -34,815 | -31,460 |
Total intangible assets, net | 10,240 | 18,487 |
Customer Contracts | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 43,783 | 43,783 |
Intangible assets, accumulated amortization | -34,661 | -31,013 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 164 | 738 |
Intangible assets, accumulated amortization | -35 | -135 |
Trademarks/Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 201 | 1,664 |
Intangible assets, accumulated amortization | -22 | -152 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 522 | 1,295 |
Intangible assets, accumulated amortization | -71 | -160 |
In-process Research and Development | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 2,097 | |
Internal-use software | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 385 | 370 |
Intangible assets, accumulated amortization | ($26) |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Finite Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $3,763,000 | $3,737,000 |
Impairment charges related to discontinued operations | 4,500,000 | |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Impairment charges related to discontinued operations | 400,000 | |
Solmetric's SunEye and PV Designer Products | In-process Research and Development | Solmetric | ||
Finite Lived Intangible Assets [Line Items] | ||
Impairment charges related to discontinued operations | 2,100,000 | |
Solmetric's SunEye and PV Designer Products | Trademarks/Trade Names | Solmetric | ||
Finite Lived Intangible Assets [Line Items] | ||
Impairment charges related to discontinued operations | 1,300,000 | |
Solmetric's SunEye and PV Designer Products | Developed Technology | Solmetric | ||
Finite Lived Intangible Assets [Line Items] | ||
Impairment charges related to discontinued operations | $700,000 |
Accrued_Compensation_Summary_o
Accrued Compensation - Summary of Accured Compensation (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accrued Compensation Disclosure [Abstract] | ||
Accrued payroll | $9,091 | $9,888 |
Accrued commissions | 7,291 | 6,575 |
Accrued employee taxes | 645 | 331 |
Total accrued compensation | $17,027 | $16,794 |
Accrued_and_Other_Current_Liab2
Accrued and Other Current Liabilities - Schedule of Accrued and Other Current Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ||
Income tax payable | $21,642 | $4,097 |
Sales and use tax payable | 6,468 | 5,052 |
Accrued professional fees | 2,983 | 1,289 |
Deferred rent | 1,336 | 1,090 |
Accrued unused commitment fees and interest | 563 | 478 |
Fleet expenses | 255 | 470 |
Other accrued expenses | 1,853 | 1,540 |
Total accrued and other current liabilities | $35,100 | $14,016 |
Debt_Obligations_Additional_In
Debt Obligations - Additional Information (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Oct. 09, 2014 | Dec. 31, 2014 | Feb. 28, 2015 | |
Line Of Credit Facility [Line Items] | |||||
Interest expense | $2,127,000 | $1,401,000 | |||
Restricted cash and cash equivalents | 12,160,000 | 6,516,000 | |||
Minimum | |||||
Line Of Credit Facility [Line Items] | |||||
Restricted cash and cash equivalents | 10,000,000 | 5,000,000 | |||
Bank Of America Working Capital Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Aggregate borrowing capacity | 131,000,000 | ||||
Credit facility increasing amount | 150,000,000 | ||||
Credit facility borrowing outstanding | 0 | ||||
Revolving credit facility maturity date | 31-Mar-20 | ||||
Debt Instrument interest rate description | (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; and (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable dependent on the type of borrowing at the end of (1) the interest period that the Company may elect as a term and not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility | ||||
Debt instrument interest rate | 2.25% | ||||
Minimum cash balance requirement | 25,000,000 | ||||
Deferred debt issuance costs, current portion | 400,000 | ||||
Deferred debt issuance costs, long-term portion | 1,900,000 | ||||
Interest expense | 0 | ||||
Bank Of America Working Capital Credit Facility | Eurodollar Reserve Percentage Plus | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 3.25% | ||||
Bank Of America Working Capital Credit Facility | Federal Funds Rate Plus | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 0.50% | ||||
Bank Of America Working Capital Credit Facility | Euro Dollar Rate Plus | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 1.00% | ||||
Bank Of America Aggregation Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Aggregate borrowing capacity | 375,000,000 | ||||
Credit facility increasing amount | 550,000,000 | ||||
Credit facility borrowing outstanding | 122,500,000 | ||||
Revolving credit facility maturity date | 12-Mar-18 | ||||
Debt Instrument interest rate description | Interest accrues on borrowings at a floating rate equal to either (1)(a) the London Interbank Offer Rate (“LIBORâ€) or (b) the greatest of (i) the Federal Funds Rate plus 0.5%, (ii) the administrative agent’s prime rate and (iii) LIBOR plus 1% and (2) a margin that varies between 3.25% during the period during which the Company may incur borrowings and 3.50% after such period. Interest is payable at the end of each interest period that the Company may elect as a term of either one, two or three months. | ||||
Deferred debt issuance costs, current portion | 3,000,000 | ||||
Deferred debt issuance costs, long-term portion | 6,000,000 | ||||
Interest expense | 2,100,000 | 0 | |||
Remaining borrowing capacity | 252,500,000 | ||||
Restricted cash and cash equivalents | 2,200,000 | ||||
Bank Of America Aggregation Credit Facility | Minimum | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 3.25% | ||||
Bank Of America Aggregation Credit Facility | Maximum | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 3.50% | ||||
Bank Of America Aggregation Credit Facility | Federal Funds Rate Plus | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 0.50% | ||||
Bank Of America Aggregation Credit Facility | L I B O R Plus | |||||
Line Of Credit Facility [Line Items] | |||||
Debt instrument interest rate | 1.00% | ||||
Revolving Lines of Credit | 2013 Loan Agreement and 2012 Loan Agreement | |||||
Line Of Credit Facility [Line Items] | |||||
Interest expense | 0 | 1,400,000 | |||
Repayment of revolving line of credit | $58,800,000 |
Investment_Funds_Additional_In
Investment Funds - Additional Information (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
InvestmnetFund | ||
Investment Holdings [Line Items] | ||
Summary of investment fund | As of March 31, 2015, the Company had formed 14 investment funds for the purpose of funding the purchase of solar energy systems. | |
Number of investment funds | 14 | |
Investors cash contribution to variable interest equity | $561,400,000 | $480,200,000 |
Restricted cash | 12,160,000 | 6,516,000 |
Minimum | ||
Investment Holdings [Line Items] | ||
Restricted cash | 10,000,000 | 5,000,000 |
Fund | ||
Investment Holdings [Line Items] | ||
Investors committed capital contribution to variable interest equity | 150,000,000 | |
Investor | ||
Investment Holdings [Line Items] | ||
Investors cash contribution to variable interest equity | $110,000,000 |
Investment_Funds_Aggregate_Car
Investment Funds - Aggregate Carrying Value of Funds Assets and Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||||
Current assets: | ||||||
Cash and cash equivalents | $194,235 | $261,649 | $13,425 | $6,038 | ||
Accounts receivable, net | 3,374 | 1,837 | ||||
Total current assets | 218,206 | 281,066 | ||||
Solar energy systems, net | 708,288 | 588,167 | ||||
TOTAL ASSETS | 1,160,747 | [1] | 1,064,324 | [1] | ||
Current liabilities: | ||||||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 7,162 | 6,780 | ||||
Current portion of deferred revenue | 330 | 314 | ||||
Total current liabilities | 129,643 | 94,892 | ||||
Deferred revenue, net of current portion | 5,939 | 4,466 | ||||
Total liabilities | 397,946 | [1] | 322,761 | [1] | ||
Variable Interest Entities | ||||||
Current assets: | ||||||
Cash and cash equivalents | 11,750 | 12,641 | ||||
Accounts receivable, net | 3,230 | 1,542 | ||||
Total current assets | 14,980 | 14,183 | ||||
Solar energy systems, net | 628,946 | 525,903 | ||||
TOTAL ASSETS | 643,926 | 540,086 | ||||
Current liabilities: | ||||||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 7,162 | 6,780 | ||||
Current portion of deferred revenue | 323 | 237 | ||||
Accrued and other current liabilities | 56 | |||||
Total current liabilities | 7,541 | 7,017 | ||||
Deferred revenue, net of current portion | 5,894 | 4,335 | ||||
Total liabilities | $13,435 | $11,352 | ||||
[1] | The Company’s assets as of March 31, 2015 and December 31, 2014 include $643.9 million and $540.1 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $628.9 million and $525.9 million as of March 31, 2015 and December 31, 2014; cash and cash equivalents of $11.8 million and $12.6 million as of March 31, 2015 and December 31, 2014; and accounts receivable, net, of $3.2 million and $1.5 million as of March 31, 2015 and December 31, 2014. The Company’s liabilities as of March 31, 2015 and December 31, 2014 included $13.4 million and $11.4 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $7.2 million and $6.8 million as of March 31, 2015 and December 31, 2014; deferred revenue of $6.2 million and $4.6 million as of March 31, 2015 and December 31, 2014; and accrued and other current liabilities of $0.1 million and $0 as of March 31, 2015 and December 31, 2014. For further information see Note 10—Investment Funds. |
Redeemable_NonControlling_Inte2
Redeemable Non-Controlling Interests and Equity - Schedule of Reserved Shares of Common Stock for Issuance (Details) | Mar. 31, 2015 | Dec. 31, 2014 |
Equity [Abstract] | ||
Stock options issued and outstanding | 10,062,000 | 10,053,000 |
Restricted Stock Units issued and outstanding | 179,000 | 22,000 |
Shares available for grant under equity incentive plans | 12,829,000 | 8,783,000 |
Long-term incentive plan | 4,059,000 | 4,059,000 |
Total | 27,129,000 | 22,917,000 |
Redeemable_NonControlling_Inte3
Redeemable Non-Controlling Interests and Equity - Schedule of Changes in Redeemable Non-Controlling Interests (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Redeemable Noncontrolling Interest [Line Items] | ||
Balance at beginning of period | $128,427 | |
Contributions from redeemable non-controlling interests | 4,876 | |
Distributions to redeemable non-controlling interests | -996 | |
Net loss | -72,124 | -43,584 |
Balance at end of period | 131,216 | |
Redeemable Non Controlling Interests | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Net loss | ($1,091) |
Redeemable_NonControlling_Inte4
Redeemable Non-Controlling Interests and Equity - Schedule of Changes in Total Stockholders' Equity and Non-Controlling Interests (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Balance at beginning of year | $613,136 | |
Balance at beginning of year | 477,989 | |
Balance at beginning of year | 135,147 | |
Stock-based compensation | 2,707 | 437 |
Refund of fees related to issuance of common stock | 35 | |
Contributions from non-controlling interests | 76,342 | |
Distributions to non-controlling interests | -1,751 | |
Net income (loss) | -59,975 | -36,543 |
Net income (loss) | 12,149 | 7,041 |
Net income (loss) | -72,124 | -43,584 |
Balance at end of year | 631,585 | |
Balance at end of year | 492,880 | |
Balance at end of year | 138,705 | |
Profit Loss Excluding Redeemable Noncontrolling Interest | ||
Net income (loss) | -58,884 | |
Total Stockholders' Equity | ||
Balance at beginning of year | 477,989 | |
Stock-based compensation | 2,707 | |
Refund of fees related to issuance of common stock | 35 | |
Net income (loss) | 12,149 | |
Balance at end of year | 492,880 | |
Noncontrolling Interests | ||
Balance at beginning of year | 135,147 | |
Contributions from non-controlling interests | 76,342 | |
Distributions to non-controlling interests | -1,751 | |
Net income (loss) | -71,033 | |
Balance at end of year | $138,705 |
Redeemable_NonControlling_Inte5
Redeemable Non-Controlling Interests and Equity - Additional Information (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Put Option | |
Redeemable Noncontrolling Interest [Line Items] | |
Fund options expected to exercise | $0 |
Put Option | Minimum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | 700,000 |
Put Option | Maximum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | 4,100,000 |
Call Option | |
Redeemable Noncontrolling Interest [Line Items] | |
Fund options expected to exercise | 0 |
Call Option | Minimum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | 700,000 |
Call Option | Maximum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | $7,000,000 |
Equity_Compensation_Plans_Addi
Equity Compensation Plans - Additional Information (Details) (USD $) | 3 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 31, 2013 | Apr. 30, 2015 | Jul. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common stock shares reserved for issuance | 27,129,000 | 22,917,000 | |||||||
Long-term incentive plan | 4,059,000 | 4,059,000 | |||||||
Stock-based compensation expense | $2,707,000 | $437,000 | |||||||
2014 Equity Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common stock shares reserved for issuance | 8,800,000 | ||||||||
Percentage of outstanding shares of common stock | 4.00% | ||||||||
Number of additional shares available for issuance | 4,200,000 | ||||||||
Two Thousand And Thirteen Omnibus Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of additional shares available for issuance | 0 | ||||||||
Fair value of stock options vested | 500,000 | 0 | |||||||
Two Thousand And Thirteen Omnibus Incentive Plan | Time Based Condition | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock options subject to ratable time-based vesting percentage | 33.33% | 33.33% | |||||||
Award vesting period | 5 years | 5 years | |||||||
Weighted-average grant-date fair value of stock options granted | $8.01 | $3.95 | |||||||
Share-based award, stock options exercises in period | 0 | 0 | |||||||
Unrecognized stock-based compensation expense | 10,300,000 | ||||||||
Time-based awards, period for recognition | 2 years 4 months 24 days | ||||||||
Two Thousand And Thirteen Omnibus Incentive Plan | Time Based Condition | Share-based Compensation Award, Tranche One | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock options contractual period | 10 years | 10 years | |||||||
Two Thousand And Thirteen Omnibus Incentive Plan | Performance Condition | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock options subject to ratable time-based vesting percentage | 66.67% | 66.67% | |||||||
Time-based awards, period for recognition | 1 year 8 months 12 days | ||||||||
Non-omnibus Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock option plan, number of shares available for grant | 600,000 | ||||||||
Long Term Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock option plan, number of shares available for grant | 0 | ||||||||
Long-term incentive plan | 4,100,000 | ||||||||
Stock-based compensation expense | 0 | ||||||||
Share based compensation expense will be recognized in the second quarter of 2015 | $8,300,000 | ||||||||
Long Term Incentive Plan | Subsequent Event | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Shares Underlying Options, Granted, Percentage | 16.67% |
Equity_Compensation_Plans_Summ
Equity Compensation Plans - Summary of Stock Option Activity (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Shares Underlying Options, Outstanding, Balance | 10,053,000 | |
Shares Underlying Options, Granted | 53,000 | |
Shares Underlying Options, Cancelled | -44,000 | |
Shares Underlying Options, Outstanding, Balance | 10,062,000 | |
Shares Underlying Options, Options vested and exercisable | 855,000 | |
Shares Underlying Options, Options vested and expected to vest | 8,723,000 | |
Weighted-Average Exercise Price, Outstanding, Balance | $1.21 | |
Weighted-Average Exercise Price, Granted | $10.72 | |
Weighted-Average Exercise Price, Exercised | $0 | |
Weighted-Average Exercise Price, Cancelled | $1 | |
Weighted-Average Exercise Price, Outstanding, Balance | $1.26 | |
Weighted-Average Exercise Price, Options vested and exercisable | $1.15 | |
Weighted-Average Exercise Price, Options vested and expected to vest | $1.28 | |
Weighted-Average Remaining Contractual Term, Outstanding, Balance | 8 years 6 months | |
Weighted-Average Remaining Contractual Term, Options vested and exercisable | 8 years 6 months | |
Weighted-Average Remaining Contractual Term, Options vested and expected to vest | 8 years 6 months | |
Aggregate Intrinsic Value, Outstanding, Balance | $109,486 | $80,790 |
Aggregate Intrinsic Value, Options vested and exercisable | 9,394 | |
Aggregate Intrinsic Value, Options vested and expected to vest | $94,797 |
Equity_Compensation_Plans_Blac
Equity Compensation Plans - Black-Scholes-Merton Option Pricing Model Used to Estimate Fair Value(Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Expected term (in years) | 6 years 3 months | 6 years 2 months 5 days |
Volatility | 88.50% | 87.10% |
Risk-free interest rate | 1.90% | 1.90% |
Dividend yield | 0.00% | 0.00% |
Equity_Compensation_Plans_Rest
Equity Compensation Plans - Restricted Stock Units Activity (Details) (USD $) | 3 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Awards, Outstanding at December 31, 2014 | 22 |
Number of Awards, Granted | 157 |
Number of Awards, Outstanding at March 31, 2015 | 179 |
Weighted Average Grant Date Fair Value, Outstanding at December 31, 2014 | $16 |
Weighted Average Grant Date Fair Value, Granted | $10.72 |
Weighted Average Grant Date Fair Value, Outstanding at March 31, 2015 | $11.38 |
Equity_Compensation_Plans_Summ1
Equity Compensation Plans - Summary of Stock-Based Compensation Expense (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Schedule Of Stock Options [Line Items] | ||
Stock-based compensation expense | $2,707,000 | $437,000 |
Cost of Revenue-Operating Leases and Incentives | ||
Schedule Of Stock Options [Line Items] | ||
Stock-based compensation expense | 278,000 | 18,000 |
Sales and Marketing | ||
Schedule Of Stock Options [Line Items] | ||
Stock-based compensation expense | 233,000 | 94,000 |
General and Administrative | ||
Schedule Of Stock Options [Line Items] | ||
Stock-based compensation expense | 2,178,000 | 325,000 |
Research and Development | ||
Schedule Of Stock Options [Line Items] | ||
Stock-based compensation expense | $18,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | -17.30% | -13.70% | |
Prepaid tax asset, net | $148,347,000 | $111,910,000 | |
Useful life of assets | 30 years | ||
Unrecognized tax benefits | 0 | 0 | |
Unrecognized tax benefits, income tax penalties and interest accrued | $0 | $0 |
Related_Party_Transactions_Com
Related Party Transactions - Components of Related Party Transactions (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | ||
Related Party Transaction [Line Items] | |||
Cost of revenue—operating leases and incentives | $23,880,000 | $11,187,000 | |
Sales and marketing | 6,433,000 | 5,219,000 | |
General and administrative | 18,630,000 | 12,354,000 | |
Interest expense | 2,127,000 | 1,401,000 | |
Related Party | |||
Related Party Transaction [Line Items] | |||
Cost of revenue—operating leases and incentives | 1,490,000 | 1,295,000 | |
Sales and marketing | 378,000 | 189,000 | |
General and administrative | 213,000 | 2,506,000 | |
Interest expense | $1,400,000 | [1] | |
[1] | Includes revolving lines of credit—related party. See Note 9—Debt Obligations. |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | 31-May-14 | 31-May-13 | |
Related Party Transaction [Line Items] | |||||
Accounts payable—related party | $1,824,000 | $2,132,000 | |||
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Amounts due from direct-sales personnel | 1,200,000 | 1,200,000 | |||
Provision for advances to direct-sales personnel | 700,000 | 900,000 | |||
Vivint Services | |||||
Related Party Transaction [Line Items] | |||||
Fees incurred in conjunction with agreements entered | 1,800,000 | 1,600,000 | |||
Accounts payable—related party | 1,800,000 | 2,100,000 | |||
Blackstone Advisory Partners L.P. | |||||
Related Party Transaction [Line Items] | |||||
Placement fees | 0 | ||||
Blackstone Advisory Partners L.P. | General and Administrative | |||||
Related Party Transaction [Line Items] | |||||
Placement fees | $2,200,000 | ||||
Blackstone Advisory Partners L.P. | Minimum | |||||
Related Party Transaction [Line Items] | |||||
Percentage of placement fee | 0.75% | 0.00% | |||
Blackstone Advisory Partners L.P. | Maximum | |||||
Related Party Transaction [Line Items] | |||||
Percentage of placement fee | 1.50% | 2.00% |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Other Commitments [Line Items] | ||
Build-to-suit assets | $2,909,000 | |
Legal Reserve | ||
Other Commitments [Line Items] | ||
Legal proceedings reserve | 400,000 | |
Long Term Purchase Agreement | ||
Other Commitments [Line Items] | ||
Long term purchase agreement, description | In 2015, the Company entered into long term purchase agreements with certain key suppliers. These agreements require the Company to make minimum volume purchases on a quarterly basis. As of March 31, 2015, the Company has met these minimum purchase requirements. | |
Long term purchase agreement, additional liability | 0 | |
Non-Cancellable Operating Leases | ||
Other Commitments [Line Items] | ||
Aggregate operating lease expense | 2,300,000 | 400,000 |
Build To Suit Lease Arrangements | ||
Other Commitments [Line Items] | ||
Build-to-suit assets | $2,900,000 |
Basic_and_Diluted_Net_Income_P
Basic and Diluted Net Income Per Share - Computation of Basic and Diluted Net Loss per Share to Common Stockholders (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator: | ||
Net income available to common stockholders | $12,149 | $7,041 |
Denominator: | ||
Shares used in computing net income available per share to common stockholders, basic | 105,303 | 75,000 |
Weighted-average effect of potentially dilutive shares to purchase common stock | 3,748 | 1,064 |
Shares used in computing net income available per share to common stockholders, diluted | 109,051 | 76,064 |
Net income available per share to common stockholders: | ||
Basic | $0.12 | $0.09 |
Diluted | $0.11 | $0.09 |
Basic_and_Diluted_Net_Income_P1
Basic and Diluted Net Income Per Share - Additional Information (Details) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | |||
Number of shares outstanding | 10,062,000 | 10,053,000 | |
Performance-based stock options not included in the computation of diluted net income per share | 3,400,000 | 6,500,000 | |
Omnibus Plan | |||
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | |||
Number of shares outstanding | 6,700,000 | 6,500,000 | |
Long Term Incentive Plan | |||
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | ||
Performance Shares | |||
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | |||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 3,300,000 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Details) (USD $) | 1 Months Ended | 0 Months Ended | |
In Millions, unless otherwise specified | Apr. 30, 2015 | 14-May-15 | Mar. 31, 2015 |
sqft | |||
Bank Of America Working Capital Credit Facility | |||
Subsequent Event [Line Items] | |||
Credit facility increasing amount | $150 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Commitment under investment fund arrangement | 25 | ||
Increase of lease office premises | 43,000 | ||
Repayments of lease obligations | 0.8 | ||
Repayments of lease obligations, term | 1 year | ||
Subsequent Event | Commercial and Industrial Investment Fund | |||
Subsequent Event [Line Items] | |||
Commitment under investment fund arrangement | 150 | ||
Description on selling membership units | Tranching of systems into the fund is subject to customary requirements and procedures. The Company’s wholly owned subsidiary has the right to elect to require the fund investor to sell all of its membership units to the Company’s wholly owned subsidiary beginning on the date that certain conditions are met, in approximately ten years. | ||
Commitment under the fund arrangement, description | The total commitment under the C&I investment fund arrangement is $150.0 million, which is expected to be contributed through 2016 | ||
Subsequent Event | Residential Investment Funds | |||
Subsequent Event [Line Items] | |||
Commitment under investment fund arrangement | 175 | ||
Commitment under the fund arrangement, description | The total commitment under the residential investment fund arrangement is $175.0 million | ||
Number of residential solar investment fund | 1 | ||
Subsequent Event | Bank Of America Working Capital Credit Facility | |||
Subsequent Event [Line Items] | |||
Increase in funding commitment | 19 | ||
Credit facility increasing amount | $150 |