Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 23, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38995 | |
Entity Registrant Name | Sunnova Energy International Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 30-1192746 | |
Entity Address, Address Line One | 20 East Greenway Plaza, Suite 540 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77046 | |
City Area Code | 281 | |
Local Phone Number | 892-1588 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | NOVA | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 122,416,359 | |
Entity Central Index Key | 0001772695 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Current assets: | |||
Cash and cash equivalents | $ 467,902 | $ 360,257 | |
Accounts receivable—trade, net | 40,170 | 24,435 | |
Accounts receivable—other | 101,907 | 212,397 | |
Other current assets, net of allowance of $4,276 and $3,250 as of September 30, 2023 and December 31, 2022, respectively | 383,961 | 351,300 | |
Total current assets | 993,940 | 948,389 | |
Property and equipment, net | 5,119,027 | 3,784,801 | |
Customer notes receivable, net of allowance of $106,385 and $77,998 as of September 30, 2023 and December 31, 2022, respectively | 3,531,083 | 2,466,149 | |
Intangible assets, net | 141,175 | 162,512 | |
Goodwill | 13,150 | 13,150 | |
Other assets | 986,930 | 961,891 | |
Total assets | [1] | 10,785,305 | 8,336,892 |
Current liabilities: | |||
Accounts payable | 194,551 | 116,136 | |
Accrued expenses | 107,140 | 139,873 | |
Current portion of long-term debt | 470,133 | 214,431 | |
Other current liabilities | 96,949 | 71,506 | |
Total current liabilities | 868,773 | 541,946 | |
Long-term debt, net | 6,710,734 | 5,194,755 | |
Other long-term liabilities | 1,003,922 | 712,741 | |
Total liabilities | [1] | 8,583,429 | 6,449,442 |
Commitments and contingencies | |||
Redeemable noncontrolling interests | 124,082 | 165,737 | |
Stockholders' equity: | |||
Common stock, 122,405,788 and 114,939,079 shares issued as of September 30, 2023 and December 31, 2022, respectively, at $0.0001 par value | 12 | 11 | |
Additional paid-in capital—common stock | 1,749,419 | 1,637,847 | |
Accumulated deficit | (191,513) | (364,782) | |
Total stockholders' equity | 1,557,918 | 1,273,076 | |
Noncontrolling interests | 519,876 | 448,637 | |
Total equity | 2,077,794 | 1,721,713 | |
Total liabilities, redeemable noncontrolling interests and equity | $ 10,785,305 | $ 8,336,892 | |
[1]The consolidated assets as of September 30, 2023 and December 31, 2022 include $4,712,182 and $3,201,271, respectively, of assets of variable interest entities ("VIEs") that can only be used to settle obligations of the VIEs. These assets include cash of $51,260 and $40,382 as of September 30, 2023 and December 31, 2022, respectively; accounts receivable—trade, net of $13,789 and $8,542 as of September 30, 2023 and December 31, 2022, respectively; accounts receivable—other of $1,198 and $810 as of September 30, 2023 and December 31, 2022, respectively; other current assets of $805,774 and $422,364 as of September 30, 2023 and December 31, 2022, respectively; property and equipment, net of $3,778,707 and $2,680,587 as of September 30, 2023 and December 31, 2022, respectively; and other assets of $61,454 and $48,586 as of September 30, 2023 and December 31, 2022, respectively. The consolidated liabilities as of September 30, 2023 and December 31, 2022 include $88,275 and $66,441, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $17,502 and $9,015 as of September 30, 2023 and December 31, 2022, respectively; accrued expenses of $77 and $287 as of September 30, 2023 and December 31, 2022, respectively; other current liabilities of $6,112 and $4,420 as of September 30, 2023 and December 31, 2022, respectively; and other long-term liabilities of $64,584 and $52,719 as of September 30, 2023 and December 31, 2022, respectively. |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Other current asset, allowance | $ 4,276 | $ 3,250 | |
Customer notes receivable, allowance | $ 106,385 | $ 77,998 | |
Common stock, issued (in shares) | 122,405,788 | 114,939,079 | |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | |
Assets | [1] | $ 10,785,305 | $ 8,336,892 |
Cash | 467,902 | 360,257 | |
Accounts receivable—trade, net | 40,170 | 24,435 | |
Accounts receivable—other | 101,907 | 212,397 | |
Other current assets | 383,961 | 351,300 | |
Property and equipment, net | 5,119,027 | 3,784,801 | |
Other assets | 986,930 | 961,891 | |
Liabilities | [1] | 8,583,429 | 6,449,442 |
Accounts payable | 194,551 | 116,136 | |
Accrued expenses | 107,140 | 139,873 | |
Other current liabilities | 96,949 | 71,506 | |
Other long-term liabilities | 1,003,922 | 712,741 | |
Primary beneficiary | |||
Assets | 4,712,182 | 3,201,271 | |
Cash | 51,260 | 40,382 | |
Accounts receivable—trade, net | 13,789 | 8,542 | |
Accounts receivable—other | 1,198 | 810 | |
Other current assets | 805,774 | 422,364 | |
Property and equipment, net | 3,778,707 | 2,680,587 | |
Other assets | 61,454 | 48,586 | |
Liabilities | 88,275 | 66,441 | |
Accounts payable | 17,502 | 9,015 | |
Accrued expenses | 77 | 287 | |
Other current liabilities | 6,112 | 4,420 | |
Other long-term liabilities | $ 64,584 | $ 52,719 | |
[1]The consolidated assets as of September 30, 2023 and December 31, 2022 include $4,712,182 and $3,201,271, respectively, of assets of variable interest entities ("VIEs") that can only be used to settle obligations of the VIEs. These assets include cash of $51,260 and $40,382 as of September 30, 2023 and December 31, 2022, respectively; accounts receivable—trade, net of $13,789 and $8,542 as of September 30, 2023 and December 31, 2022, respectively; accounts receivable—other of $1,198 and $810 as of September 30, 2023 and December 31, 2022, respectively; other current assets of $805,774 and $422,364 as of September 30, 2023 and December 31, 2022, respectively; property and equipment, net of $3,778,707 and $2,680,587 as of September 30, 2023 and December 31, 2022, respectively; and other assets of $61,454 and $48,586 as of September 30, 2023 and December 31, 2022, respectively. The consolidated liabilities as of September 30, 2023 and December 31, 2022 include $88,275 and $66,441, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $17,502 and $9,015 as of September 30, 2023 and December 31, 2022, respectively; accrued expenses of $77 and $287 as of September 30, 2023 and December 31, 2022, respectively; other current liabilities of $6,112 and $4,420 as of September 30, 2023 and December 31, 2022, respectively; and other long-term liabilities of $64,584 and $52,719 as of September 30, 2023 and December 31, 2022, respectively. |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 198,398 | $ 149,364 | $ 526,471 | $ 362,098 |
Operating expense: | ||||
Cost of revenue—depreciation | 33,743 | 24,663 | 92,262 | 69,935 |
Cost of revenue—inventory sales | 50,694 | 40,917 | 129,016 | 89,884 |
Cost of revenue—other | 30,981 | 15,567 | 81,599 | 32,974 |
Operations and maintenance | 18,702 | 9,774 | 59,306 | 23,787 |
General and administrative | 111,545 | 75,897 | 314,190 | 214,362 |
Other operating (income) expense | (9,051) | 10,267 | (3,134) | (4,186) |
Total operating expense, net | 236,614 | 177,085 | 673,239 | 426,756 |
Operating loss | (38,216) | (27,721) | (146,768) | (64,658) |
Interest expense, net | 57,601 | 20,824 | 200,155 | 44,380 |
Interest income | (30,590) | (16,185) | (81,670) | (40,428) |
Other (income) expense | 561 | (12) | 3,969 | (327) |
Loss before income tax | (65,788) | (32,348) | (269,222) | (68,283) |
Income tax benefit | (9,325) | 0 | (1,632) | 0 |
Net loss | (56,463) | (32,348) | (267,590) | (68,283) |
Net income (loss) attributable to redeemable noncontrolling interests and noncontrolling interests | 6,684 | 32,195 | (37,269) | 72,455 |
Net loss attributable to stockholders | $ (63,147) | $ (64,543) | $ (230,321) | $ (140,738) |
Net loss per share attributable to stockholders - basic (in USD per share) | $ (0.53) | $ (0.56) | $ (1.97) | $ (1.23) |
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (0.53) | $ (0.56) | $ (1.97) | $ (1.23) |
Weighted average common shares outstanding - basic (in shares) | 119,554,008 | 114,816,879 | 116,971,318 | 114,293,251 |
Weighted average common shares outstanding - diluted (in shares) | 119,554,008 | 114,816,879 | 116,971,318 | 114,293,251 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (267,590) | $ (68,283) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 107,957 | 78,401 |
Impairment and loss on disposals, net | 24,930 | 2,971 |
Amortization of intangible assets | 21,324 | 21,333 |
Amortization of deferred financing costs | 17,007 | 9,690 |
Amortization of debt discount | 12,971 | 6,273 |
Non-cash effect of equity-based compensation plans | 19,812 | 20,059 |
Non-cash direct sales revenue | (43,034) | (4,448) |
Provision for current expected credit losses and other bad debt expense | 35,085 | 28,773 |
Unrealized gain on derivatives | (10,208) | (27,580) |
Unrealized (gain) loss on fair value instruments and equity securities | 846 | (4,136) |
Other non-cash items | 2,633 | (38,412) |
Changes in components of operating assets and liabilities: | ||
Accounts receivable | 99,753 | (100,537) |
Other current assets | (77,976) | (139,946) |
Other assets | (95,321) | (84,142) |
Accounts payable | (6,711) | 1,403 |
Accrued expenses | (35,193) | 41,571 |
Other current liabilities | 9,604 | (4,243) |
Other long-term liabilities | (10,680) | (4,542) |
Net cash used in operating activities | (194,791) | (265,795) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of property and equipment | (1,315,192) | (637,556) |
Payments for investments and customer notes receivable | (716,972) | (902,773) |
Proceeds from customer notes receivable | 126,980 | 79,870 |
Proceeds from investments in solar receivables | 8,708 | 9,388 |
Other, net | 4,707 | (282) |
Net cash used in investing activities | (1,891,769) | (1,451,353) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from long-term debt | 2,859,489 | 2,308,033 |
Payments of long-term debt | (1,090,338) | (571,261) |
Payments on notes payable | (4,356) | 0 |
Payments of deferred financing costs | (60,336) | (24,748) |
Purchase of capped call transactions | 0 | (48,420) |
Proceeds from issuance of common stock, net | 81,329 | |
Proceeds from issuance of common stock, net | (3,345) | |
Contributions from redeemable noncontrolling interests and noncontrolling interests | 520,611 | 236,661 |
Distributions to redeemable noncontrolling interests and noncontrolling interests | (30,159) | (20,847) |
Payments of costs related to redeemable noncontrolling interests and noncontrolling interests | (8,475) | (10,380) |
Proceeds from sales of investment tax credits for redeemable noncontrolling interests and noncontrolling interests | 4,950 | 0 |
Other, net | (6,662) | (601) |
Net cash provided by financing activities | 2,266,053 | 1,865,092 |
Net increase in cash, cash equivalents and restricted cash | 179,493 | 147,944 |
Cash, cash equivalents and restricted cash at beginning of period | 545,574 | 391,897 |
Cash, cash equivalents and restricted cash at end of period | 725,067 | 539,841 |
Restricted cash included in other current assets | (30,307) | (14,584) |
Restricted cash included in other assets | (226,858) | (112,676) |
Cash and cash equivalents at end of period | 467,902 | 412,581 |
Non-cash investing and financing activities: | ||
Change in accounts payable and accrued expenses related to purchases of property and equipment | 66,022 | 14,019 |
Change in accounts payable and accrued expenses related to payments for investments and customer notes receivable | 11,800 | 21,750 |
Supplemental cash flow information: | ||
Cash paid for interest | 213,016 | 105,375 |
Cash paid for income taxes | $ 11,693 | $ 0 |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-in Capital - Common Stock | Accumulated Deficit | Noncontrolling Interests |
Redeemable noncontrolling interest, beginning balance at Dec. 31, 2021 | $ 145,336 | |||||
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | (2,432) | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 3,757 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (1,122) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (57) | |||||
Equity in subsidiaries attributable to parent | (173) | |||||
Other, net | (123) | |||||
Redeemable noncontrolling interest, ending balance at Mar. 31, 2022 | 145,186 | |||||
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2021 | 113,386,600 | |||||
Stockholders' equity, beginning balance at Dec. 31, 2021 | 1,476,277 | $ 1,189,495 | $ 11 | $ 1,649,199 | $ (459,715) | $ 286,782 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (19,672) | (35,058) | (35,058) | 15,386 | ||
Issuance of stock, net (in shares) | 524,788 | |||||
Issuance of common stock, net | (2,976) | (2,976) | (2,976) | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 48,132 | 48,132 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (4,732) | (4,732) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (2,292) | (2,292) | ||||
Equity in subsidiaries attributable to parent | 173 | 69,769 | 69,769 | (69,596) | ||
Equity-based compensation expense | 10,864 | 10,864 | 10,864 | |||
Other, net | 174 | 174 | ||||
Stockholders' equity, ending balance (in shares) at Mar. 31, 2022 | 113,911,388 | |||||
Stockholders' equity, ending balance at Mar. 31, 2022 | 1,505,948 | 1,232,094 | $ 11 | 1,657,087 | (425,004) | 273,854 |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | 4,563 | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 13,423 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (1,239) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (193) | |||||
Equity in subsidiaries attributable to parent | (10,168) | |||||
Other, net | (65) | |||||
Redeemable noncontrolling interest, ending balance at Jun. 30, 2022 | 151,507 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (18,394) | (41,137) | (41,137) | 22,743 | ||
Issuance of stock, net (in shares) | 745,829 | |||||
Issuance of common stock, net | 15,828 | 15,828 | 15,828 | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 111,967 | 111,967 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (5,237) | (5,237) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (2,417) | (2,417) | ||||
Equity in subsidiaries attributable to parent | 10,168 | 83,316 | 83,316 | (73,148) | ||
Equity-based compensation expense | 4,732 | 4,732 | 4,732 | |||
Other, net | (2,011) | (1) | (1) | (2,010) | ||
Stockholders' equity, ending balance (in shares) at Jun. 30, 2022 | 114,657,217 | |||||
Stockholders' equity, ending balance at Jun. 30, 2022 | 1,620,584 | 1,294,832 | $ 11 | 1,677,647 | (382,826) | 325,752 |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | (1,507) | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 5,990 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (1,203) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (8) | |||||
Equity in subsidiaries attributable to parent | (1,240) | |||||
Other, net | (70) | |||||
Redeemable noncontrolling interest, ending balance at Sep. 30, 2022 | 153,469 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (30,841) | (64,543) | (64,543) | 33,702 | ||
Issuance of stock, net (in shares) | 238,653 | |||||
Issuance of common stock, net | (183) | (183) | (183) | |||
Capped call transactions | (48,420) | (48,420) | (48,420) | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 53,392 | 53,392 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (7,314) | (7,314) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (226) | (226) | ||||
Equity in subsidiaries attributable to parent | 1,240 | 52,191 | 52,191 | (50,951) | ||
Equity-based compensation expense | 4,463 | 4,463 | 4,463 | |||
Other, net | (854) | (854) | ||||
Stockholders' equity, ending balance (in shares) at Sep. 30, 2022 | 114,895,870 | |||||
Stockholders' equity, ending balance at Sep. 30, 2022 | 1,591,841 | 1,238,340 | $ 11 | 1,633,507 | (395,178) | 353,501 |
Redeemable noncontrolling interest, beginning balance at Dec. 31, 2022 | 165,737 | |||||
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | (20,404) | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 60,203 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (1,448) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (2,605) | |||||
Equity in subsidiaries attributable to parent | (21,528) | |||||
Other, net | (453) | |||||
Redeemable noncontrolling interest, ending balance at Mar. 31, 2023 | 179,502 | |||||
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2022 | 114,939,079 | |||||
Stockholders' equity, beginning balance at Dec. 31, 2022 | 1,721,713 | 1,273,076 | $ 11 | 1,637,847 | (364,782) | 448,637 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (89,942) | (81,083) | (81,083) | (8,859) | ||
Issuance of stock, net (in shares) | 645,580 | |||||
Issuance of common stock, net | (1,624) | (1,624) | $ 1 | (1,625) | ||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 114,748 | 114,748 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (7,106) | (7,106) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (1,460) | (1,460) | ||||
Equity in subsidiaries attributable to parent | 21,528 | 78,893 | 78,893 | (57,365) | ||
Equity-based compensation expense | 9,515 | 9,515 | 9,515 | |||
Other, net | (110) | (110) | ||||
Stockholders' equity, ending balance (in shares) at Mar. 31, 2023 | 115,584,659 | |||||
Stockholders' equity, ending balance at Mar. 31, 2023 | 1,767,262 | 1,278,777 | $ 12 | 1,645,737 | (366,972) | 488,485 |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | 860 | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 40,201 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (2,498) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (719) | |||||
Equity in subsidiaries attributable to parent | (111,121) | |||||
Other, net | (6,144) | |||||
Redeemable noncontrolling interest, ending balance at Jun. 30, 2023 | 100,081 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (101,641) | (86,091) | (86,091) | (15,550) | ||
Issuance of stock, net (in shares) | 809,283 | |||||
Issuance of common stock, net | 11,409 | 11,409 | 11,409 | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 104,204 | 104,204 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (7,320) | (7,320) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (721) | (721) | ||||
Equity in subsidiaries attributable to parent | 111,121 | 180,877 | 180,877 | (69,756) | ||
Equity-based compensation expense | 4,803 | 4,803 | 4,803 | |||
Other, net | (1,073) | (1,073) | ||||
Stockholders' equity, ending balance (in shares) at Jun. 30, 2023 | 116,393,942 | |||||
Stockholders' equity, ending balance at Jun. 30, 2023 | 1,888,044 | 1,389,775 | $ 12 | 1,661,949 | (272,186) | 498,269 |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | ||||||
Net income (loss) | (8,715) | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 137,580 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (3,347) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (2,575) | |||||
Equity in subsidiaries attributable to parent | (96,524) | |||||
Other, net | (2,418) | |||||
Redeemable noncontrolling interest, ending balance at Sep. 30, 2023 | 124,082 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (47,748) | (63,147) | (63,147) | 15,399 | ||
Issuance of stock, net (in shares) | 6,011,846 | |||||
Issuance of common stock, net | 81,976 | 81,976 | 81,976 | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 63,675 | 63,675 | ||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (8,440) | (8,440) | ||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (155) | (155) | ||||
Equity in subsidiaries attributable to parent | 96,524 | 143,820 | 143,820 | (47,296) | ||
Equity-based compensation expense | 5,494 | 5,494 | 5,494 | |||
Other, net | (1,576) | (1,576) | ||||
Stockholders' equity, ending balance (in shares) at Sep. 30, 2023 | 122,405,788 | |||||
Stockholders' equity, ending balance at Sep. 30, 2023 | $ 2,077,794 | $ 1,557,918 | $ 12 | $ 1,749,419 | $ (191,513) | $ 519,876 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation We are a leading Energy as a Service provider, serving over 386,000 customers in more than 45 United States ("U.S.") states and territories. Sunnova Energy Corporation was incorporated in Delaware on October 22, 2012 and formed Sunnova Energy International Inc. ("SEI") as a Delaware corporation on April 1, 2019. We completed our initial public offering on July 29, 2019 (our "IPO"); and in connection with our IPO, all of Sunnova Energy Corporation's ownership interests were contributed to SEI. Unless the context otherwise requires, references in this report to "Sunnova," the "Company," "we," "our," "us," or like terms, refer to SEI and its consolidated subsidiaries. We have a differentiated dealer model in which we partner with local dealers who originate, design and install our customers' solar energy systems, energy storage systems and related products and services on our behalf. Our focus on our dealer model enables us to leverage our dealers' specialized knowledge, connections and experience in local markets to drive customer origination while providing our dealers with access to high quality products at competitive prices, as well as technical oversight and expertise. We believe this structure provides operational flexibility, reduces exposure to labor shortages and lowers fixed costs relative to our peers, furthering our competitive advantage. We provide our services through long-term agreements with a diversified pool of customers. Our solar service agreements typically are structured as either a legal-form lease (a "lease") of a solar energy system and/or energy storage system to the customer, the sale of the solar energy system's output to the customer under a power purchase agreement ("PPA") or the purchase of a solar energy system, energy storage system and/or accessory either with financing provided by us (a "loan") or paid in full by the customer (a "sale"); however, we also offer service plans and repair services for systems we did not originate. We make it possible in some states for a customer to obtain a new roof and/or other ancillary products. We also allow customers originated through our homebuilder channel the option of purchasing the system when the customer closes on the purchase of a new home. The initial term of our solar service agreements is typically between 10 and 25 years, during which time we provide or arrange for ongoing services to customers, including monitoring, maintenance and warranty services. Our lease and PPA agreements typically include an opportunity for customers to renew for up to an additional 10 years, via two five-year or one 10-year renewal options. Our ancillary products include both cash sales and loans with an initial term between one year and 20 years. Customer payments and rates can be fixed for the duration of the solar service agreement or escalated at a pre-determined percentage annually. We also receive tax benefits and other incentives from leases and PPAs, a portion of which we finance through tax equity, non-recourse debt structures and hedging arrangements in order to fund our upfront costs, overhead and growth investments. Our future success depends in part on our ability to raise capital from third-party investors and commercial sources. We have an established track record of attracting capital from diverse sources. From our inception through September 30, 2023, we have raised more than $14.5 billion in total capital commitments from equity, debt and tax equity investors. Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements ("interim financial statements") include our consolidated balance sheets, statements of operations, statements of redeemable noncontrolling interests and equity and statements of cash flows and have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") from records maintained by us. We have condensed or omitted certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP pursuant to the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. As such, these interim financial statements should be read in conjunction with our 2022 annual audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K filed with the SEC on February 23, 2023. Our interim financial statements reflect all normal recurring adjustments necessary, in our opinion, to state fairly our financial position and results of operations for the reported periods. Amounts reported for interim periods may not be indicative of a full year period because of our continual growth, seasonal fluctuations in demand for power, timing of maintenance and other expenditures, changes in interest expense and other factors. Our interim financial statements include our accounts and those of our subsidiaries in which we have a controlling financial interest. In accordance with the provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810, Consolidation , we consolidate any VIE of which we are the primary beneficiary. We form VIEs with our investors in the ordinary course of business to facilitate the funding and monetization of certain attributes associated with our solar energy systems. The typical condition for a controlling financial interest is holding a majority of the voting interests of an entity. However, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve holding a majority of the voting interests. A primary beneficiary is defined as the party that has (a) the power to direct the activities of a VIE that most significantly impact the VIE's economic performance and (b) the obligation to absorb losses or receive benefits from the VIE that could potentially be significant to the VIE. We do not consolidate a VIE in which we have a majority ownership interest when we are not considered the primary beneficiary. We have considered the provisions within the contractual arrangements that grant us power to manage and make decisions that affect the operation of our VIEs, including determining the solar energy systems contributed to the VIEs, and the installation, operation and maintenance of the solar energy systems. We consider the rights granted to the other investors under the contractual arrangements to be more protective in nature rather than substantive participating rights. As such, we have determined we are the primary beneficiary of our VIEs and evaluate our relationships with our VIEs on an ongoing basis to determine whether we continue to be the primary beneficiary. We have eliminated all intercompany transactions in consolidation. Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications did not have a significant impact on our interim financial statements. Revisions We have revised our previously issued interim financial statements to correct immaterial errors pertaining to our interest rate derivative financial instruments, specifically the credit valuation adjustment to account for the counterparties' credit risk. We originally did not record the estimated reduction to the derivative assets related to the credit valuation adjustment as of March 31, 2022, June 30, 2022 and September 30, 2022. These immaterial errors impacted our consolidated balance sheets, consolidated statements of operations, consolidated statements of cash flows and consolidated statements of redeemable noncontrolling interests and equity. The following tables present the impact of these revisions on the interim financial statements: Consolidated Balance Sheets As of March 31, 2022 As Previously Revisions As (in thousands) Other assets $ 662,456 $ (1,475) $ 660,981 Accumulated deficit $ (423,529) $ (1,475) $ (425,004) As of June 30, 2022 As Previously Revisions As (in thousands) Other assets $ 802,862 $ (5,609) $ 797,253 Accumulated deficit $ (377,217) $ (5,609) $ (382,826) As of September 30, 2022 As Previously Revisions As (in thousands) Other assets $ 920,634 $ (8,105) $ 912,529 Accumulated deficit $ (387,073) $ (8,105) $ (395,178) Consolidated Statements of Operations Three Months Ended March 31, 2022 As Previously Revisions As (in thousands) Interest expense, net $ (2,490) $ 1,475 $ (1,015) Loss before income tax $ (20,629) $ (1,475) $ (22,104) Net loss $ (20,629) $ (1,475) $ (22,104) Net loss attributable to stockholders $ (33,583) $ (1,475) $ (35,058) Net loss per share attributable to stockholders—basic and diluted $ (0.30) $ (0.01) $ (0.31) Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 As Previously Revisions As As Previously Revisions As (in thousands) Interest expense, net $ 20,437 $ 4,134 $ 24,571 $ 17,947 $ 5,609 $ 23,556 Loss before income tax $ (9,697) $ (4,134) $ (13,831) $ (30,326) $ (5,609) $ (35,935) Net loss $ (9,697) $ (4,134) $ (13,831) $ (30,326) $ (5,609) $ (35,935) Net loss attributable to stockholders $ (37,003) $ (4,134) $ (41,137) $ (70,586) $ (5,609) $ (76,195) Net loss per share attributable to stockholders—basic and diluted $ (0.32) $ (0.04) $ (0.36) $ (0.62) $ (0.05) $ (0.67) Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 As Previously Revisions As As Previously Revisions As (in thousands) Interest expense, net $ 18,328 $ 2,496 $ 20,824 $ 36,275 $ 8,105 $ 44,380 Loss before income tax $ (29,852) $ (2,496) $ (32,348) $ (60,178) $ (8,105) $ (68,283) Net loss $ (29,852) $ (2,496) $ (32,348) $ (60,178) $ (8,105) $ (68,283) Net loss attributable to stockholders $ (62,047) $ (2,496) $ (64,543) $ (132,633) $ (8,105) $ (140,738) Net loss per share attributable to stockholders—basic and diluted $ (0.54) $ (0.02) $ (0.56) $ (1.16) $ (0.07) $ (1.23) Consolidated Statements of Cash Flows Three Months Ended March 31, 2022 As Previously Revisions As (in thousands) Net loss $ (20,629) $ (1,475) $ (22,104) Unrealized gain on derivatives $ (35,349) $ 1,475 $ (33,874) Net cash used in operating activities $ (92,129) $ — $ (92,129) Six Months Ended June 30, 2022 As Previously Revisions As (in thousands) Net loss $ (30,326) $ (5,609) $ (35,935) Unrealized gain on derivatives $ (6,626) $ 5,609 $ (1,017) Net cash used in operating activities $ (162,343) $ — $ (162,343) Nine Months Ended September 30, 2022 As Previously Revisions As (in thousands) Net loss $ (60,178) $ (8,105) $ (68,283) Unrealized gain on derivatives $ (35,685) $ 8,105 $ (27,580) Net cash used in operating activities $ (265,795) $ — $ (265,795) Consolidated Statements of Redeemable Noncontrolling Interests and Equity Accumulated Deficit As Previously Revisions As (in thousands) December 31, 2021 $ (459,715) $ — $ (459,715) Net loss attributable to stockholders (33,583) (1,475) (35,058) Equity in subsidiaries attributable to parent 69,769 — 69,769 March 31, 2022 (423,529) (1,475) (425,004) Net loss attributable to stockholders (37,003) (4,134) (41,137) Equity in subsidiaries attributable to parent 83,316 — 83,316 Other, net (1) — (1) June 30, 2022 (377,217) (5,609) (382,826) Net loss attributable to stockholders (62,047) (2,496) (64,543) Equity in subsidiaries attributable to parent 52,191 — 52,191 September 30, 2022 $ (387,073) $ (8,105) $ (395,178) |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Included below are updates to significant accounting policies disclosed in our 2022 annual audited consolidated financial statements. Use of Estimates The application of GAAP in the preparation of the interim financial statements requires us to make estimates and assumptions that affect the amounts reported in the interim financial statements and accompanying notes. We base our 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. Accounts Receivable Accounts Receivable—Trade. Accounts receivable—trade primarily represents trade receivables from customers that are generally collected in the subsequent month. Accounts receivable—trade is recorded net of an allowance for credit losses, which is based on our assessment of the collectability of customer accounts based on the best available data at the time. We review the allowance by considering factors such as historical experience, customer credit rating, contractual term, aging category and current economic conditions that may affect a customer's ability to pay to identify customers with potential disputes or collection issues. We write off accounts receivable when we deem them uncollectible. The following table presents the changes in the allowance for credit losses recorded against accounts receivable — trade, net in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 2,143 $ 1,198 $ 1,676 $ 1,044 Provision for current expected credit losses 1,474 802 3,579 1,891 Write off of uncollectible accounts (1,257) (717) (3,005) (1,769) Recoveries 96 83 206 200 Balance at end of period $ 2,456 $ 1,366 $ 2,456 $ 1,366 Accounts Receivable—Other. Accounts receivable—other primarily represents receivables from our dealers or other parties related to the sale of inventory and the use of inventory procured by us. Inventory Inventory is stated at the lower of cost and net realizable value using the first-in, first-out method. Inventory primarily represents (a) raw materials, such as energy storage systems, photovoltaic modules, inverters, meters and modems, (b) homebuilder construction in progress and (c) other associated equipment purchased. These materials are typically procured by us and used by our dealers, sold to our dealers or held for use as original parts on new solar energy systems or replacement parts on existing solar energy systems. We remove these items from inventory and record the transaction in typically one of these manners: (a) expense to operations and maintenance expense when installed as a replacement part for a solar energy system, (b) recognize in accounts receivable—other when procured by us and used by our dealers, (c) expense to cost of revenue—inventory sales if sold directly to a dealer or other party, (d) capitalize to property and equipment when installed on an existing home or business or (e) capitalize to property and equipment when placed in service under the homebuilder program. We periodically evaluate our inventory for unusable and obsolete items based on assumptions about future demand and market conditions. Based on this evaluation, provisions are made to write inventory down to net realizable value. The following table presents the detail of inventory as recorded in other current assets in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Energy storage systems and components $ 69,082 $ 74,968 Homebuilder construction in progress 43,179 43,116 Modules and inverters 23,872 32,798 Meters and modems 1,541 1,166 Other — 65 Total $ 137,674 $ 152,113 Fair Value of Financial Instruments Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions market participants would use in pricing an asset or a liability. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes inputs that may be used to measure fair value as follows: • Level 1—Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date. • Level 2—Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy must be determined based on the lowest level input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability. Our financial instruments include cash, cash equivalents, accounts receivable, customer notes receivable, investments in solar receivables, accounts payable, accrued expenses, long-term debt, interest rate swaps and caps and contingent consideration. The carrying values of accounts receivable, accounts payable and accrued expenses approximate the fair values due to the fact that they are short-term in nature (Level 1). We estimate the fair value of our customer notes receivable based on interest rates currently offered under the loan program with similar maturities and terms (Level 3). We estimate the fair value of our investments in solar receivables based on a discounted cash flows model that utilizes market data related to solar irradiance, production factors by region and projected electric utility rates in order to build up revenue projections (Level 3). In addition, lease-related revenue and maintenance and service costs were supported through the use of available market studies and data. We estimate the fair value of our fixed-rate long-term debt based on an analysis of debt with similar book values, maturities and required market yields based on current interest rates (Level 3). We determine the fair values of the interest rate derivative transactions based on a discounted cash flow method using contractual terms of the transactions and counterparty credit risk as key inputs. The floating interest rate is based on observable rates consistent with the frequency of the interest cash flows (Level 2). For contingent consideration, we estimate the fair value of the installation earnout using the Monte Carlo model based on the forecasted placements for the installations and the microgrid earnout using a scenario-based methodology based on the probabilities of the microgrid earnout, both using Level 3 inputs. See Note 6, Customer Notes Receivable, Note 7, Long-Term Debt and Note 8, Derivative Instruments. The following tables present our financial instruments measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022: As of September 30, 2023 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 64,250 $ — $ — $ 64,250 Derivative assets 129,643 — 129,643 — Total $ 193,893 $ — $ 129,643 $ 64,250 Financial liabilities: Contingent consideration $ 12,874 $ — $ — $ 12,874 Total $ 12,874 $ — $ — $ 12,874 As of December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 72,171 $ — $ — $ 72,171 Derivative assets 112,712 — 112,712 — Total $ 184,883 $ — $ 112,712 $ 72,171 Financial liabilities: Contingent consideration $ 26,787 $ — $ — $ 26,787 Total $ 26,787 $ — $ — $ 26,787 Changes in the fair value of our investments in solar receivables are included in other operating expense/income in the consolidated statements of operations. The following table summarizes the change in the fair value of our financial assets accounted for at fair value on a recurring basis using Level 3 inputs as recorded in other current assets and other assets (see Note 4, Detail of Certain Balance Sheet Captions) in the unaudited condensed consolidated balance sheets: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 72,171 $ 82,658 Additions 969 — Settlements (8,931) (8,090) Gain (loss) recognized in earnings 41 (2,912) Balance at end of period $ 64,250 $ 71,656 Changes in the fair value of our contingent consideration are included in other operating expense/income Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 26,787 $ 67,895 Settlements (10,831) (16,014) Gain recognized in earnings (3,082) (6,720) Balance at end of period $ 12,874 $ 45,161 The following table summarizes the significant unobservable inputs used in the valuation of our liabilities as of September 30, 2023 using Level 3 inputs: Unobservable Weighted Liabilities: Contingent consideration - installation earnout Volatility 35.00% Revenue risk premium 15.00% Risk-free discount rate 5.25% Contingent consideration - microgrid earnout Probability of success 10.00% Risk-free discount rate 5.25% Significant increases or decreases in the volatility, revenue risk premium, probability of success or risk-free discount rate in isolation could result in a significantly higher or lower fair value measurement. Revenue The following table presents the detail of revenue as recorded in the unaudited condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) PPA revenue $ 38,300 $ 31,891 $ 99,201 $ 84,235 Lease revenue 37,966 25,912 103,468 71,717 Inventory sales revenue 51,356 45,528 137,762 99,773 Service revenue 19,323 4,309 55,282 7,024 Solar renewable energy certificate revenue 16,136 16,241 38,982 37,172 Cash sales revenue 24,284 18,933 62,827 45,695 Loan revenue 9,283 5,012 24,538 12,582 Other revenue 1,750 1,538 4,411 3,900 Total $ 198,398 $ 149,364 $ 526,471 $ 362,098 We recognize revenue from contracts with customers as we satisfy our performance obligations at a transaction price reflecting an amount of consideration based upon an estimated rate of return, net of cash incentives. We express this rate of return as the solar rate per kilowatt hour ("kWh") in the customer contract. The amount of revenue we recognize does not equal customer cash payments because we satisfy performance obligations ahead of cash receipt or evenly as we provide continuous access on a stand-ready basis to the solar energy system. We reflect the differences between revenue recognition and cash payments received in accounts receivable, other assets or deferred revenue, as appropriate. Revenue allocated to remaining performance obligations represents contracted revenue we have not yet recognized and includes deferred revenue as well as amounts that will be invoiced and recognized as revenue in future periods. Contracted but not yet recognized revenue was approximately $4.7 billion as of September 30, 2023, of which we expect to recognize approximately 3% over the next 12 months. We do not expect the annual recognition to vary significantly over approximately the next 20 years as the vast majority of existing solar service agreements have at least 20 years remaining, given the average age of the fleet of solar energy systems under contract is less than four years. Certain customers may receive cash incentives. We defer recognition of the payment of these cash incentives and recognize them over the life of the contract as a reduction to revenue. The deferred payment is recorded in other assets for customers who receive the cash incentives under our lease and PPA agreements, and as a contra-liability in other long-term liabilities for customers who receive the cash incentives under our loan agreements. PPAs. Customers purchase electricity from us under PPAs. Pursuant to ASC 606, we recognize revenue based upon the amount of electricity delivered as determined by remote monitoring equipment at solar rates specified under the PPAs. All customers must pass our credit evaluation process. The PPAs generally have a term of 20 or 25 years with an opportunity for customers to renew for up to an additional 10 years, via two five-year or one 10-year renewal options. Leases . We are the lessor under lease agreements for solar energy systems and energy storage systems, which do not meet the definition of a lease under ASC 842 and are accounted for as contracts with customers under ASC 606. We recognize revenue on a straight-line basis over the contract term as we satisfy our obligation to provide continuous access to the solar energy system. All customers must pass our credit evaluation process. The lease agreements generally have a term of 20 or 25 years with an opportunity for customers to renew for up to an additional 10 years, via two five-year or one 10-year renewal options. In most cases, we provide customers under our lease agreements a performance guarantee that each solar energy system will achieve a certain specified minimum solar energy production output, which is a significant proportion of its expected output. The specified minimum solar energy production output may not be achieved due to natural fluctuations in the weather or equipment failures from exposure and wear and tear outside of our control, among other factors. We determine the amount of the guaranteed output based on a number of different factors, including: (a) the specific site information related to the tilt of the panels, azimuth (a horizontal angle measured clockwise in degrees from a reference direction) of the panels, size of the system, and shading on site; (b) the calculated amount of available irradiance (amount of energy for a given flat surface facing a specific direction) based on historical average weather data and (c) the calculated amount of energy output of the solar energy system. While actual irradiance levels can significantly change year over year due to natural fluctuations in the weather, we expect the levels to average out over the term of a lease and to approximate the levels used in determining the amount of the performance guarantee. Generally, weather fluctuations are the most likely reason a solar energy system may not achieve a certain specified minimum solar energy production output. If the solar energy system does not produce the guaranteed production amount, we are required to refund a portion of the previously remitted customer payments, where the repayment is calculated as the product of (a) the shortfall production amount and (b) the dollar amount (guaranteed rate) per kWh that is fixed throughout the term of the contract. These remittances of a customer's payments, if needed, are payable as early as the first anniversary of the solar energy system's placed in service date and then every annual period thereafter. See Note 14, Commitments and Contingencies. Inventory Sales . Inventory sales revenue represents revenue from the direct sale of inventory to our dealers or other parties. We recognize the related revenue under ASC 606 upon shipment or upon sale when a bill and hold agreement is in place. Shipping and handling costs are included in cost of revenue—inventory sales in the consolidated statements of operations. Service Revenue. Service revenue includes revenue from the direct sale of solar energy systems and energy storage systems to customers with financing provided by us and sales of service plans and repair services. We recognize revenue from the direct sale of energy storage systems in the period in which the storage components are placed in service. Service plans are available to customers whose solar energy system was not originally sold by Sunnova. We recognize revenue from service plan contracts on a straight-line basis over the life of the contract, which is typically 10 years. We recognize revenue from repair services in the period in which the service was performed. Solar Renewable Energy Certificates. Each solar renewable energy certificate ("SREC") represents the environmental benefit of one megawatt hour (1,000 kWh) generated by a solar energy system. SRECs can be sold separate from the actual electricity generated by the renewable-based generation source. We account for the SRECs we generate from our solar energy systems as governmental incentives with no costs incurred to obtain them and do not consider those SRECs output of the underlying solar energy systems. We classify these SRECs as inventory held until sold and delivered to third parties. As we did not incur costs to obtain these governmental incentives, the inventory carrying value for the SRECs was $0 as of September 30, 2023 and December 31, 2022. We enter into economic hedges related to expected production of SRECs through forward contracts. While these fixed price forward contracts serve as an economic hedge against spot price fluctuations for the SRECs, the contracts do not qualify for hedge accounting and are not designated as cash flow hedges or fair value hedges. The contracts require us to physically deliver the SRECs upon settlement. We recognize the related revenue under ASC 606 upon satisfaction of the performance obligation to transfer the SRECs to the stated counterparty. Payments are typically received within one month of transferring the SREC to the counterparty. The costs related to the sales of SRECs are generally limited to broker fees (recorded in cost of revenue—other), which are only paid in connection with certain transactions. In certain circumstances we are required to purchase SRECs on the open market to fulfill minimum delivery requirements under our forward contracts. Cash Sales. Cash sales revenue represents revenue from a customer's purchase of a solar energy system from us typically when purchasing a new home. We recognize the related revenue under ASC 606 upon verification of the home closing. Loans. See discussion of loan revenue in the " Loans " section below. Other Revenue. Other revenue includes certain state and utility incentives. We recognize revenue from state and utility incentives in the periods in which they are earned. Loans We offer a loan program, under which the customer finances the purchase of a solar energy system, energy storage system and/or accessory through a solar service agreement, typically for a term of 10, 15 or 25 years. We recognize cash payments received from customers on a monthly basis under our loan program (a) as interest income, to the extent attributable to earned interest on the contract that financed the customer's purchase; (b) as a reduction of a note receivable on the balance sheet, to the extent attributable to a return of principal (whether scheduled or prepaid) on the contract that financed the customer's purchase; and (c) as revenue, to the extent attributable to payments for operations and maintenance services provided by us. To qualify for the loan program, a customer must pass our credit evaluation process, which requires the customer to have a minimum FICO ® score of 600 to 710 depending on certain circumstances, and we secure the loans with the solar energy systems, energy storage systems or accessories financed. The credit evaluation process is performed once for each customer at the time the customer is entering into the solar service agreement with us. Our investments in solar energy systems, energy storage systems and accessories related to the loan program that are not yet placed in service are recorded in other assets in the consolidated balance sheets and are transferred to customer notes receivable upon being placed in service. Customer notes receivable are recorded at amortized cost, net of an allowance for credit losses (as described below), in other current assets and customer notes receivable in the consolidated balance sheets. Accrued interest receivable related to our customer notes receivable is recorded in accounts receivable—trade, net in the consolidated balance sheets. Interest income from customer notes receivable is recorded in interest income in the consolidated statements of operations. The amortized cost of our customer notes receivable is equal to the principal balance of customer notes receivable outstanding and does not include accrued interest receivable. Customer notes receivable continue to accrue interest until they are written off against the allowance, which occurs when the balance is 180 days or more past due unless the balance is in the process of collection. Customer notes receivable are considered past due one day after the due date based on the contractual terms of the loan agreement. In all cases, customer notes receivable balances are placed on a nonaccrual status or written off at an earlier date when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously written off and expected to be written off. Accrued interest receivable for customer notes receivable placed on a nonaccrual status is recorded as a reduction to interest income. Interest received on such customer notes receivable is accounted for on a cash basis until the customer notes receivable qualifies for the return to accrual status. Customer notes receivable are returned to accrual status when there is no longer any principal or interest amounts past due and future payments are reasonably assured. The allowance for credit losses is deducted from the customer notes receivable amortized cost to present the net amount expected to be collected. It is measured on a collective (pool) basis when similar risk characteristics (such as financial asset type, customer credit rating, contractual term and vintage) exist. In determining the allowance for credit losses, we identify customers with potential disputes or collection issues and consider our historical level of credit losses and current economic trends that might impact the level of future credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics, such as differences in underwriting standards. Expected credit losses are estimated over the contractual term of the loan agreements based on the best available data at the time and adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals and modifications unless either of the following applies: (a) we have a reasonable expectation at the reporting date that a troubled debt restructuring will be executed with an individual customer or (b) the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancelable by us. Expected credit losses are recorded in general and administrative expense in the consolidated statements of operations. See Note 6, Customer Notes Receivable. Deferred Revenue Deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes (a) payments for unfulfilled performance obligations that will be recognized on a straight-line basis over the remaining term of the respective solar service agreements, net of any cash incentives earned by the customers, (b) down payments and partial or full prepayments from customers and (c) differences due to the timing of energy production versus billing for certain types of PPAs. Deferred revenue was $297.8 million as of December 31, 2021. The following table presents the detail of deferred revenue as recorded in other current liabilities and other long-term liabilities in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Loans $ 871,981 $ 586,128 PPAs and leases 34,122 24,893 Solar receivables 4,405 4,602 Total (1) $ 910,508 $ 615,623 (1) Of this amount, $46.4 million and $30.2 million is recorded in other current liabilities as of September 30, 2023 and December 31, 2022, respectively. During the nine months ended September 30, 2023 and 2022, we recognized revenue of $28.8 million and $12.3 million, respectively, from amounts recorded in deferred revenue at the beginning of the respective years. Goodwill Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed. Goodwill is reviewed for impairment at least annually or whenever events or changes in circumstances indicate the carrying amount may be impaired. When assessing goodwill for impairment, we use qualitative and if necessary, quantitative methods in accordance with GAAP. As of September 30, 2023, we utilized a qualitative assessment and concluded it was more likely than not the fair value was greater than the carrying amount and thus, a goodwill impairment does not exist. As such, no further testing is required. Our review considered performance compared to released guidance, renewable market factors, liquidity and market capitalization including stock price along with other market factors including interest rate changes and inflation. Our annual assessment date is October 31 and should, among other events and circumstances, industry conditions deteriorate, the outlook for future operating results and cash flow decline or regulations change, costs of equity or debt capital increase, valuations for comparable public companies or our market capitalization experiences a sustained decline, we may need to further reassess the recoverability of goodwill in future periods. Self-Insurance In January 2023, we changed our health insurance policy for qualifying employees in the U.S. from a fully-insured policy to a self-insured policy in order to administer insurance coverage to our employees at a lower cost to us. The change in insurance policy did not have a significant impact on our consolidated financial statements and related disclosures. Under the self-insured policy, we maintain stop-loss coverage from a third party that limits our exposure to large claims. We record a liability associated with these benefits that includes an estimate of both claims filed and losses incurred but not yet reported based on historical claims experience. In estimating this accrual, we utilize a third-party actuary to estimate a range of expected losses, which are based on an analysis of historical data. Assumptions are monitored and adjusted when warranted by changing circumstances. We record our liability for estimated losses under our self-insured policy in accrued liabilities in the consolidated balance sheets. As of September 30, 2023, our liability for self-insured claims was $4.3 million, which represents our best estimate of the future cost of claims incurred as of that date. We believe we have adequate reserves for these claims as of September 30, 2023; however, the actual value of such claims could be significantly affected if future occurrences and claims differ from these assumptions. Sales of Investment Tax Credits ("ITCs") In September 2023, we entered into tax credit purchase agreements with a third-party purchaser to sell to such third-party purchaser, for cash, the Section 48(a) ITCs generated by certain solar energy systems that have or will be placed in service, subject to certain conditions set forth therein. We account for ITCs using the flow-through method. For tax credit purchase agreements entered into by certain of our consolidated tax equity partnerships, we record our share of the sale as income tax benefit and the tax equity investor's share as an increase to redeemable noncontrolling interest or noncontrolling interest. During the nine months ended September 30, 2023, we recognized ITC sales of $14.4 million, of which $11.8 million is recorded in income tax benefit in the unaudited condensed consolidated statements of operations and $2.6 million is recorded in redeemable noncontrolling interest in the unaudited condensed consolidated balance sheets. New Accounting Guidance New accounting pronouncements are issued by the FASB or other standard setting bodies and are adopted as of the specified effective date. In March 2022, the FASB issued Accounting Standards Update ("ASU") No. 2022-02, Financial Instruments—Credit Losses: Troubled Debt Restructurings and Vintage Disclosures , to eliminate the accounting guidance for troubled debt restructurings while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. This ASU is effective for annual and interim reporting periods beginning in January 2023. We adopted this ASU in January 2023 and determined it did not have a significant impact on our consolidated financial statements and related disclosures. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment The following table presents the detail of property and equipment, net as recorded in the unaudited condensed consolidated balance sheets: Useful Lives As of As of (in years) (in thousands) Solar energy systems and energy storage systems 35 $ 4,826,091 $ 3,719,727 Construction in progress 619,171 329,893 Asset retirement obligations 30 71,125 57,063 Information technology systems 3 102,170 72,797 Computers and equipment 3-5 6,944 4,976 Leasehold improvements 3-6 6,170 5,558 Furniture and fixtures 7 1,172 1,172 Vehicles 4-5 1,640 1,640 Other 5-6 157 157 Property and equipment, gross 5,634,640 4,192,983 Less: accumulated depreciation (515,613) (408,182) Property and equipment, net $ 5,119,027 $ 3,784,801 The amounts included in the above table for solar energy systems and energy storage systems and substantially all the construction in progress relate to our customer contracts (including PPAs and leases). These assets had accumulated depreciation of $451.9 million and $360.1 million as of September 30, 2023 and December 31, 2022, respectively. |
Detail of Certain Balance Sheet
Detail of Certain Balance Sheet Captions | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Detail of Certain Balance Sheet Captions | Detail of Certain Balance Sheet Captions The following table presents the detail of other current assets as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Inventory $ 137,674 $ 152,113 Current portion of customer notes receivable 165,884 114,910 Restricted cash 30,307 51,733 Prepaid assets 28,805 17,492 Deferred receivables 12,984 7,392 Current portion of investments in solar receivables 7,618 7,107 Other 689 553 Total $ 383,961 $ 351,300 The following table presents the detail of other assets as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Construction in progress - customer notes receivable $ 190,019 $ 382,611 Restricted cash 226,858 133,584 Exclusivity and other bonus arrangements with dealers, net 171,402 121,313 Investments in solar receivables 56,632 65,064 Straight-line revenue adjustment, net 60,059 53,086 Other 281,960 206,233 Total $ 986,930 $ 961,891 The following table presents the detail of other current liabilities as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Interest payable $ 36,041 $ 35,258 Deferred revenue 46,403 30,172 Current portion of operating and finance lease liability 4,001 3,247 Current portion of performance guarantee obligations 2,675 2,495 Other 7,829 334 Total $ 96,949 $ 71,506 |
Asset Retirement Obligations ("
Asset Retirement Obligations ("ARO") | 9 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations ("ARO") | Asset Retirement Obligations ("ARO") AROs consist primarily of costs to remove solar energy system assets and costs to restore the solar energy system sites to the original condition, which we estimate based on current market rates. For each solar energy system, we recognize the fair value of the ARO as a liability and capitalize that cost as part of the cost basis of the related solar energy system. The related assets are depreciated on a straight-line basis over 30 years, which is the estimated average time a solar energy system will be installed in a location before being removed, and the related liabilities are accreted to the full value over the same period of time. We revise our estimated future liabilities based on recent actual experiences, including third party cost estimates, average size of solar energy systems and inflation rates, which we evaluate at least annually. Changes in our estimated future liabilities are recorded as either a reduction or addition in the carrying amount of the remaining unamortized asset and the ARO and either decrease or increase our depreciation and accretion expense amounts prospectively. The following table presents the changes in AROs as recorded in other long-term liabilities in the unaudited condensed consolidated balance sheets: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 69,869 $ 54,396 Additional obligations incurred 14,106 7,962 Accretion expense 3,491 2,687 Other (61) (79) Balance at end of period $ 87,405 $ 64,966 |
Customer Notes Receivable
Customer Notes Receivable | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
Customer Notes Receivable | Customer Notes Receivable We offer a loan program, under which the customer finances the purchase of a solar energy system, energy storage system and/or accessory through a solar service agreement for a term of 10, 15 or 25 years. The following table presents the detail of customer notes receivable as recorded in the unaudited condensed consolidated balance sheets and the corresponding fair values: As of As of (in thousands) Customer notes receivable $ 3,807,628 $ 2,662,307 Allowance for credit losses (110,661) (81,248) Customer notes receivable, net $ 3,696,967 $ 2,581,059 Estimated fair value, net $ 3,609,218 $ 2,554,948 The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 102,337 $ 57,043 $ 81,248 $ 41,138 Provision for current expected credit losses 8,324 10,945 29,413 26,814 Recoveries — — — 36 Balance at end of period $ 110,661 $ 67,988 $ 110,661 $ 67,988 As of September 30, 2023 and December 31, 2022, we invested $190.0 million and $382.6 million, respectively, in loan solar energy systems, energy storage systems and accessories not yet placed in service. For the three months ended September 30, 2023 and 2022, interest income related to our customer notes receivable was $26.8 million and $15.1 million, respectively. For the nine months ended September 30, 2023 and 2022, interest income related to our customer notes receivable was $69.9 million and $39.1 million, respectively. As of September 30, 2023 and December 31, 2022, accrued interest receivable related to our customer notes receivable was $25.8 million and $10.2 million, respectively. As of September 30, 2023 and December 31, 2022, there was $25.8 million and $12.6 million, respectively, of customer notes receivable not accruing interest and there was $568,000 and $278,000, respectively, of allowance recorded for loans on nonaccrual status. For the three months ended September 30, 2023 and 2022, interest income of $0 was recognized for loans on nonaccrual status and accrued interest receivable of $15,000 and $8,000, respectively, was written off by reversing interest income. For the nine months ended September 30, 2023 and 2022, interest income of $0 was recognized for loans on nonaccrual status and accrued interest receivable of $32,000 and $505,000, respectively, was written off by reversing interest income. We consider the performance of our customer notes receivable portfolio and its impact on our allowance for credit losses. We also evaluate the credit quality based on the aging status and payment activity. The following table presents the aging of the amortized cost of customer notes receivable: As of As of (in thousands) 1-90 days past due $ 147,369 $ 91,668 91-180 days past due 32,861 16,859 Greater than 180 days past due 62,252 14,504 Total past due 242,482 123,031 Not past due 3,565,146 2,539,276 Total $ 3,807,628 $ 2,662,307 As of September 30, 2023 and December 31, 2022, the amortized cost of our customer notes receivable more than 90 days past due but not on nonaccrual status was $69.3 million and $31.4 million, respectively. The following table presents the amortized cost by origination year of our customer notes receivable based on payment activity: Amortized Cost by Origination Year 2023 2022 2021 2020 2019 Prior Total (in thousands) Payment performance: Performing $ 1,237,601 $ 1,360,949 $ 703,184 $ 215,362 $ 111,257 $ 117,023 $ 3,745,376 Nonperforming (1) 1,655 26,752 16,337 4,979 4,543 7,986 62,252 Total $ 1,239,256 $ 1,387,701 $ 719,521 $ 220,341 $ 115,800 $ 125,009 $ 3,807,628 (1) A nonperforming loan is a loan in which the customer is in default and has not made any scheduled principal or interest payments for 181 days or more. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our subsidiaries with long-term debt include Sunnova Energy Corporation, Sunnova EZ-Own Portfolio, LLC ("EZOP"), Sunnova Helios II Issuer, LLC ("HELII"), Sunnova RAYS I Issuer, LLC ("RAYSI"), Sunnova Helios III Issuer, LLC ("HELIII"), Sunnova TEP Holdings, LLC ("TEPH"), Sunnova Sol Issuer, LLC ("SOLI"), Sunnova Helios IV Issuer, LLC ("HELIV"), Sunnova Asset Portfolio 8, LLC ("AP8"), Sunnova Sol II Issuer, LLC ("SOLII"), Sunnova Helios V Issuer, LLC ("HELV"), Sunnova Sol III Issuer, LLC ("SOLIII"), Sunnova Helios VI Issuer, LLC ("HELVI"), Sunnova Helios VII Issuer, LLC ("HELVII"), Sunnova Helios VIII Issuer, LLC ("HELVIII"), Sunnova Sol IV Issuer, LLC ("SOLIV"), Sunnova Helios IX Issuer, LLC ("HELIX"), Sunnova Helios X Issuer, LLC ("HELX"), Sunnova Inventory Supply, LLC ("IS"), Sunnova Sol V Issuer, LLC ("SOLV"), Sunnova Helios XI Issuer, LLC ("HELXI"), Sunnova Helios XII Issuer, LLC ("HELXII") and Sunnova Asset Portfolio 9, LLC ("AP9"). The following table presents the detail of long-term debt, net as recorded in the unaudited condensed consolidated balance sheets: Nine Months Ended As of September 30, 2023 Year Ended As of December 31, 2022 Long-term Current Long-term Current (in thousands, except interest rates) SEI 0.25% convertible senior notes 0.71 % $ 575,000 $ — 0.71 % $ 575,000 $ — 2.625% convertible senior notes 3.03 % 600,000 — 3.11 % 600,000 — Debt discount, net (20,471) — (24,324) — Deferred financing costs, net (802) — (920) — Sunnova Energy Corporation Notes payable 5.54 % — 5,878 — — 5.875% senior notes 6.55 % 400,000 — 6.52 % 400,000 — 11.75% senior notes 9.92 % 400,000 — — — Debt discount, net (13,833) — (3,767) — Deferred financing costs, net (13,080) — (7,339) — EZOP Revolving credit facility 8.65 % 639,500 — 5.10 % 500,000 — Debt discount, net (343) — (532) — HELII Solar asset-backed notes 5.66 % 194,933 9,065 5.69 % 204,016 8,632 Debt discount, net (26) — (30) — Deferred financing costs, net (3,090) — (3,591) — RAYSI Solar asset-backed notes 5.55 % 106,666 6,280 5.54 % 105,878 9,957 Debt discount, net (807) — (960) — Deferred financing costs, net (3,120) — (3,451) — HELIII Solar loan-backed notes 4.45 % 87,862 10,095 4.42 % 94,247 10,438 Debt discount, net (1,318) — (1,536) — Deferred financing costs, net (1,265) — (1,474) — TEPH Revolving credit facility 9.99 % 766,000 — 7.74 % 425,700 — Debt discount, net (1,320) — (2,043) — SOLI Solar asset-backed notes 3.91 % 339,489 13,672 3.92 % 348,962 16,063 Debt discount, net (77) — (87) — Deferred financing costs, net (6,035) — (6,827) — HELIV Solar loan-backed notes 4.17 % 99,165 11,011 4.15 % 105,655 11,494 Debt discount, net (453) — (564) — Deferred financing costs, net (2,114) — (2,609) — AP8 Revolving credit facility 9.50 % — 213,400 20.52 % 74,535 465 SOLII Solar asset-backed notes 3.42 % 224,368 7,340 3.41 % 232,276 6,409 Debt discount, net (58) — (64) — Deferred financing costs, net (4,106) — (4,576) — HELV Solar loan-backed notes 2.50 % 136,508 13,709 2.47 % 143,940 14,367 Debt discount, net (577) — (690) — Deferred financing costs, net (2,234) — (2,661) — SOLIII Solar asset-backed notes 2.81 % 261,947 16,763 2.78 % 275,779 16,632 Debt discount, net (106) — (117) — Deferred financing costs, net (5,061) — (5,616) — HELVI Solar loan-backed notes 2.11 % 162,708 13,733 2.08 % 167,669 16,770 Debt discount, net (34) — (40) — Deferred financing costs, net (2,488) — (2,909) — HELVII Solar loan-backed notes 2.54 % 125,045 10,384 2.50 % 126,856 16,058 Debt discount, net (33) — (38) — Deferred financing costs, net (1,898) — (2,193) — HELVIII Solar loan-backed notes 3.63 % 243,105 22,967 3.54 % 250,014 31,099 Debt discount, net (4,579) — (5,267) — Deferred financing costs, net (3,570) — (4,080) — SOLIV Solar asset-backed notes 5.91 % 329,677 8,355 5.76 % 338,251 8,080 Debt discount, net (9,885) — (11,190) — Deferred financing costs, net (7,077) — (7,996) — HELIX Solar loan-backed notes 5.65 % 191,394 23,945 5.46 % 193,837 29,632 Debt discount, net (3,171) — (3,589) — Deferred financing costs, net (2,931) — (3,303) — HELX Solar loan-backed notes 7.29 % 200,868 22,671 6.23 % 162,301 18,335 Debt discount, net (18,035) — (12,459) — Deferred financing costs, net (3,268) — (3,319) — IS Revolving credit facility 8.67 % 30,100 — — — SOLV Solar asset-backed notes 6.90 % 314,261 7,554 — — Debt discount, net (16,344) — — — Deferred financing costs, net (7,054) — — — HELXI Solar loan-backed notes 6.25 % 251,057 29,644 — — Debt discount, net (12,451) — — — Deferred financing costs, net (5,494) — — — HELXII Solar loan-backed notes 6.67 % 215,462 23,667 — — Debt discount, net (13,724) — — — Deferred financing costs, net (4,495) — — — AP9 Revolving credit facility 11.79 % 13,096 — — — Debt discount, net (650) — — — Total $ 6,710,734 $ 470,133 $ 5,194,755 $ 214,431 Availability. As of September 30, 2023, we had $312.2 million of available borrowing capacity under our various financing arrangements, consisting of $235.5 million under the EZOP revolving credit facility, $3.3 million under the TEPH revolving credit facility, $1.6 million under the AP8 revolving credit facility, $19.9 million under the IS revolving credit facility and $51.9 million under the AP9 revolving credit facility. There was no available borrowing capacity under any of our other financing arrangements. As of September 30, 2023, we were in compliance with all debt covenants under our financing arrangements. Weighted Average Effective Interest Rates. The weighted average effective interest rates disclosed in the table above are the weighted average stated interest rates for each debt instrument plus the effect on interest expense for other items classified as interest expense, such as the amortization of deferred financing costs, amortization of debt discounts and commitment fees on unused balances for the period of time the debt was outstanding during the indicated periods. EZOP Debt. In February 2023, we amended the EZOP revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $450.0 million to $675.0 million, (b) increase the uncommitted maximum facility amount from $575.0 million to $800.0 million, (c) amend certain provisions related to the allocation of certain payments made to the lenders, (d) amend certain provisions related to excess concentration limits and eligibility criteria to permit us and our affiliates to provide warranties of, and replacements for, load controllers and generators in connection with the related solar loan contracts and (e) add provisions to allow EZOP to request an increase in the aggregate commitment amount (subject to certain conditions) by adding additional lenders to the EZOP revolving credit facility. In February 2023, Credit Suisse AG ("Credit Suisse") sold a significant part of its Securitized Products Group (the "Credit Suisse Securitized Products Sale") to Apollo Global Management ("Apollo"). Subsequently, Apollo publicly announced the majority of the assets and professionals associated with the sale are now part of or managed by ATLAS SP Partners, a new stand-alone credit firm focused on asset-backed financing and capital markets solutions ("Atlas"). In March 2023, in connection with the Credit Suisse Securitized Products Sale, certain of our subsidiaries consented to the assignment of the loans and commitments of the Credit Suisse lenders to the Atlas lenders (such assignment, the "EZOP Assignment") under the EZOP revolving credit facility. In connection with the EZOP Assignment, Credit Suisse AG, New York Branch ("CSNYB") resigned as the agent under the EZOP revolving credit facility, Atlas Securitized Products Holdings, L.P. (the "Successor Agent") was appointed as the successor agent thereunder and, in connection with such appointment, the Successor Agent assumed the agent roles under the EZOP revolving credit facility. In connection with the appointment of Atlas as Successor Agent, the borrowers and the lenders party to the applicable agency resignation and appointment agreements consented to, among other things, Atlas' ability to assign the agent role under the EZOP revolving credit facility to one of its affiliates subject to certain conditions set forth therein. In March 2023, after the EZOP Assignment, we amended the EZOP revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $675.0 million to $775.0 million, (b) increase the uncommitted maximum facility amount from $800.0 million to $900.0 million, (c) amend and supplement certain defaulting lender provisions and (d) update the references from CSNYB, the predecessor agent, to Atlas, the successor agent, and remove or modify certain provisions related to the borrowing, funding and allocation of payments among the previous lender syndicate (that previously included lenders affiliated with Credit Suisse that, prior to the date of the amendment to the EZOP revolving credit facility and pursuant to the EZOP Assignment, had assigned their loans and commitments to lenders affiliated with Atlas). In August 2023, we amended the EZOP revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $775.0 million to $875.0 million, (b) increase the uncommitted maximum facility amount from $900.0 million to $1.0 billion, (c) extend the maturity date from November 2024 to November 2025 and (d) amend the Advance Rate (as defined therein). TEPH Debt. In March 2023, in connection with the Credit Suisse Securitized Products Sale, certain of our subsidiaries consented to the assignment of the loans and commitments of the Credit Suisse lenders to the Atlas lenders (such assignment, the "TEPH Assignment") under the TEPH revolving credit facility. In connection with the TEPH Assignment, CSNYB resigned as the agent under the TEPH revolving credit facility, Atlas was appointed as the successor agent thereunder and, in connection with such appointment, the Successor Agent assumed the agent roles under the TEPH revolving credit facility. In connection with the appointment of Atlas as Successor Agent, the borrowers and the lenders party to the applicable agency resignation and appointment agreements consented to, among other things, Atlas' ability to assign the agent role under the TEPH revolving credit facility to one of its affiliates subject to certain conditions set forth therein. In March 2023, after the TEPH Assignment, we amended the TEPH revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $600.0 million to $700.0 million, (b) increase the uncommitted maximum facility amount from $689.7 million to $789.7 million, (c) add provisions to allow TEPH to request an increase in the aggregate commitment amount (subject to certain conditions) by adding additional lenders to the TEPH revolving credit facility, (d) amend and supplement certain defaulting lender provisions, (e) modify the hedging provisions to give all hedge counterparties the benefit of certain payment priorities and certain other terms previously limited to qualifying hedge counterparties (as defined by the TEPH revolving credit facility), to extend the time period for the event of default resulting from hedge counterparties ceasing to be qualifying hedge counterparties and to make other hedge-related amendments, (f) update the references from CSNYB, the predecessor administrative agent, to Atlas, the successor administrative agent, and remove or modify certain provisions related to the borrowing, funding and allocation of payments among the previous lender syndicate (that previously included lenders affiliated with Credit Suisse that, prior to the date of the amendment to the TEPH revolving credit facility and pursuant to the TEPH Assignment, had assigned their loans and commitments to lenders affiliated with Atlas), (g) add European Union bail-in provisions and (h) add certain syndication-related provisions. In August 2023, we amended the TEPH revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $700.0 million to $769.3 million, (b) increase the uncommitted maximum facility amount from $789.7 million to $859.0 million and (c) extend the maturity date from November 2024 to November 2025. AP8 Debt. In March 2023, we amended the AP8 revolving credit facility to, among other things, increase the aggregate commitment amount from $75.0 million to $150.0 million. In June 2023, we amended the AP8 revolving credit facility to, among other things, increase the aggregate commitment amount from $150.0 million to $185.0 million. In August 2023, we amended the AP8 revolving credit facility to, among other things, increase the aggregate commitment amount from $185.0 million to $215.0 million. We believe we will be able to satisfy this obligation due in September 2024 through refinancing of the facility or alternatively through the use of our existing cash resources and liquidity. IS Debt. In March 2023, IS entered into a secured revolving credit facility with Texas Capital Bank, as agent, and the lenders party thereto, for an aggregate commitment amount of $50.0 million with a maturity date of the earlier of (a) March 2026 and (b) six months from the latest maturity date of any material parent credit facility (defined as a parent credit facility with a commitment amount of $250.0 million or more that, if terminated could individually be expected to result in a liquidity event (as defined by the IS revolving credit facility)). The proceeds of the loans under the IS revolving credit facility are available to purchase or otherwise acquire certain accounts receivable and inventory, fund certain reserve accounts that are required to be maintained by IS in accordance with the revolving credit agreement and pay fees and expenses incurred in connection with the IS revolving credit facility. Interest on the borrowings under the IS revolving credit facility is due monthly. Borrowings under the IS revolving credit facility bear interest at an annual rate based on Term SOFR (as defined by the IS revolving credit facility). SOLV Debt . In April 2023, we pooled and transferred eligible solar energy systems and the related asset receivables into wholly-owned subsidiaries of SOLV, a special purpose entity, that issued $300.0 million in aggregate principal amount of Series 2023-1 Class A solar asset-backed notes and $23.5 million in aggregate principal amount of Series 2023-1 Class B solar asset-backed notes (collectively, the "SOLV Notes") with a maturity date of April 2058. The SOLV Notes were issued at a discount of 5.01% and 11.63% for the Class A and Class B notes, respectively, and bear interest at an annual rate equal to 5.40% and 7.35% for the Class A and Class B notes, respectively. The cash flows generated by the solar energy systems of SOLV's subsidiaries are used to service the quarterly principal and interest payments on the SOLV Notes and satisfy SOLV's expenses, and any remaining cash can be distributed to Sunnova Sol V Depositor, LLC, SOLV's sole member. In connection with the SOLV Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to a transaction management agreement and management and servicing agreements. In addition, Sunnova Energy Corporation has guaranteed (a) the obligations of certain of our subsidiaries to manage and service the solar energy systems pursuant to a transaction management agreement and management and servicing agreements, (b) the managing members' obligations, in such capacity, under the related financing fund's limited liability company agreement and (c) certain of our subsidiaries' obligations to repurchase or substitute certain ineligible solar energy systems eventually sold to SOLV pursuant to the sale and contribution agreement. SOLV is also required to maintain certain reserve accounts for the benefit of the holders of the SOLV Notes, each of which must remain funded at all times to the levels specified in the SOLV Notes. The indenture requires SOLV to track the debt service coverage ratio (such ratio, the "DSCR") of (a) the amount of certain payments received from customers, certain performance based incentives, certain energy credits and any applicable insurance proceeds as of a specific date to (b) interest and scheduled principal due on the SOLV Notes as of such date, with the potential to enter into an early amortization period if the DSCR drops below a certain threshold. The holders of the SOLV Notes have no recourse to our other assets except as expressly set forth in the SOLV Notes. HELXI Debt. In May 2023, we pooled and transferred eligible solar loans and the related receivables into HELXI, a special purpose entity, that issued $174.9 million in aggregate principal amount of Series 2023-A Class A solar loan-backed notes, $80.1 million in aggregate principal amount of Series 2023-A Class B solar loan-backed notes and $31.7 million in aggregate principal amount of Series 2023-A Class C solar loan-backed notes (collectively, the "HELXI Notes") with a maturity date of May 2050. The HELXI Notes were issued at a discount of 2.57% for Class A, 5.31% for Class B and 13.56% for Class C and bear interest at an annual rate of 5.30%, 5.60% and 6.00% for the Class A, Class B and Class C notes, respectively. The cash flows generated by these solar loans are used to service the monthly principal and interest payments on the HELXI Notes and satisfy HELXI's expenses, and any remaining cash can be distributed to Sunnova Helios XI Depositor, LLC, HELXI's sole member. In connection with the HELXI Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to management and service agreements. In addition, Sunnova Energy Corporation has guaranteed, among other things, (a) the obligations of certain of our subsidiaries to manage and service the solar energy systems pursuant to management and servicing agreements and (b) certain of our subsidiaries' obligations to repurchase or substitute certain ineligible solar loans eventually sold to HELXI pursuant to the related sale and contribution agreement. HELXI is also required to maintain certain reserve accounts for the benefit of the holders of the HELXI Notes, each of which must be funded at all times to the levels specified in the HELXI Notes. The holders of the HELXI Notes have no recourse to our other assets except as expressly set forth in the HELXI Notes. HELXII Debt. In August 2023, we pooled and transferred eligible solar loans and the related receivables into HELXII, a special purpose entity, that issued $148.5 million in aggregate principal amount of Series 2023-B Class A solar loan-backed notes, $71.1 million in aggregate principal amount of Series 2023-B Class B solar loan-backed notes and $23.1 million in aggregate principal amount of Series 2023-B Class C solar loan-backed notes (collectively, the "HELXII Notes") with a maturity date of August 2050. The HELXII Notes were issued at a discount of 4.23% for Class A, 6.67% for Class B and 12.64% for Class C and bear interest at an annual rate of 5.30%, 5.60% and 6.00% for the Class A, Class B and Class C notes, respectively. The cash flows generated by these solar loans are used to service the monthly principal and interest payments on the HELXII Notes and satisfy HELXII's expenses, and any remaining cash can be distributed to Sunnova Helios XII Depositor, LLC, HELXII's sole member. In connection with the HELXII Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to management and service agreements. In addition, Sunnova Energy Corporation has guaranteed, among other things, (a) the obligations of certain of our subsidiaries to manage and service the solar energy systems pursuant to management and servicing agreements and (b) certain of our subsidiaries' obligations to repurchase or substitute certain ineligible solar loans eventually sold to HELXII pursuant to the related sale and contribution agreement. HELXII is also required to maintain certain reserve accounts for the benefit of the holders of the HELXII Notes, each of which must be funded at all times to the levels specified in the HELXII Notes. The holders of the HELXII Notes have no recourse to our other assets except as expressly set forth in the HELXII Notes. AP9 Debt . In September 2023, AP9 entered into a secured revolving credit facility with Citibank, N.A., as administrative agent, and the lenders party thereto, for an aggregate commitment amount of $65.0 million with a maturity date of October 2027. The proceeds of the loans under the AP9 revolving credit facility are available to purchase or otherwise acquire home improvement loans, fund certain reserve accounts that are required to be maintained by AP9 in accordance with the AP9 revolving credit facility and pay fees and expenses incurred in connection with the AP9 revolving credit facility. Interest on the borrowings under the AP9 revolving credit facility is due monthly. Borrowings under the AP9 revolving credit facility bear interest at an annual rate based on either Term SOFR or a CP Yield Rate (as defined by the AP9 revolving credit facility). Sunnova Energy Corporation Debt . In June 2023, Sunnova Energy Corporation entered into an arrangement to finance $6.8 million of insurance premiums at an annual interest rate of 7.24% over ten months. In August 2023, Sunnova Energy Corporation entered into an arrangement to finance $1.5 million of insurance premiums at an annual interest rate of 7.49% over ten months. In September 2023, Sunnova Energy Corporation entered into an arrangement to finance $1.9 million of insurance premiums at an annual interest rate of 7.49% over nine months. In September 2023, Sunnova Energy Corporation issued and sold an aggregate principal amount of $400.0 million of 11.75% senior notes ("11.75% senior notes") at a discount to the initial purchasers of approximately 2.74%, for an aggregate purchase price of approximately $389.0 million. The 11.75% senior notes mature in October 2028 and are initially guaranteed on a senior unsecured basis by SEI and a wholly-owned subsidiary of Sunnova Energy Corporation. Fair Values of Long-Term Debt . The fair values of our long-term debt and the corresponding carrying amounts are as follows: As of September 30, 2023 As of December 31, 2022 Carrying Estimated Carrying Estimated (in thousands) SEI 0.25% convertible senior notes $ 575,000 $ 510,607 $ 575,000 $ 511,733 SEI 2.625% convertible senior notes 600,000 561,077 600,000 574,693 Sunnova Energy Corporation notes payable 5,878 5,878 — — Sunnova Energy Corporation 5.875% senior notes 400,000 358,407 400,000 359,283 Sunnova Energy Corporation 11.75% senior notes 400,000 399,397 — — EZOP revolving credit facility 639,500 639,500 500,000 500,000 HELII solar asset-backed notes 203,998 190,769 212,648 206,045 RAYSI solar asset-backed notes 112,946 98,595 115,835 104,594 HELIII solar loan-backed notes 97,957 85,697 104,685 93,706 TEPH revolving credit facility 766,000 766,000 425,700 425,700 SOLI solar asset-backed notes 353,161 299,219 365,025 313,174 HELIV solar loan-backed notes 110,176 95,114 117,149 100,913 AP8 revolving credit facility 213,400 213,400 75,000 75,000 SOLII solar asset-backed notes 231,708 184,006 238,685 189,728 HELV solar loan-backed notes 150,217 128,945 158,307 135,408 SOLIII solar asset-backed notes 278,710 226,217 292,411 237,425 HELVI solar loan-backed notes 176,441 149,601 184,439 157,289 HELVII solar loan-backed notes 135,429 116,533 142,914 124,476 HELVIII solar loan-backed notes 266,072 233,492 281,113 252,483 SOLIV solar asset-backed notes 338,032 315,855 346,331 334,335 HELIX solar loan-backed notes 215,339 198,336 223,469 210,070 HELX solar loan-backed notes 223,539 217,342 180,636 183,165 IS revolving credit facility 30,100 30,100 — — SOLV solar asset-backed notes 321,815 307,706 — — HELXI solar loan-backed notes 280,701 268,627 — — HELXII solar loan-backed notes 239,129 235,836 — — AP9 revolving credit facility 13,096 13,096 — — Total (1) $ 7,378,344 $ 6,849,352 $ 5,539,347 $ 5,089,220 (1) Amounts exclude the net deferred financing costs (classified as debt) and net debt discounts of $197.5 million and $130.2 million as of September 30, 2023 and December 31, 2022, respectively. For the notes payable, EZOP, TEPH, AP8, IS and AP9 debt, the estimated fair values approximate the carrying amounts primarily due to the variable nature of the interest rates of the underlying instruments. For the convertible senior notes, senior notes and the HELII, RAYSI, HELIII, SOLI, HELIV, SOLII, HELV, SOLIII, HELVI, HELVII, HELVIII, SOLIV, HELIX, HELX, SOLV, HELXI and HELXII debt, we determined the estimated fair values based on an analysis of debt with similar book values, maturities and required market yields based on current interest rates. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Interest Rate Swaps and Caps on EZOP Debt. During the nine months ended September 30, 2023 and 2022, EZOP entered into interest rate swaps and caps for an aggregate notional amount of $924.4 million and $506.6 million, respectively, to economically hedge its exposure to the variable interest rates on a portion of the outstanding EZOP debt. No collateral was posted for the interest rate swaps and caps as they are secured under the EZOP revolving credit facility. In August 2023, the notional amount of the interest rate swaps and caps began decreasing to match EZOP's estimated monthly principal payments on the debt. During the nine months ended September 30, 2023 and 2022, EZOP unwound interest rate swaps and caps with an aggregate notional amount of $659.6 million and $360.2 million, respectively, and recorded a realized gain of $26.8 million and $19.6 million, respectively. Interest Rate Swaps and Caps on TEPH Debt. During the nine months ended September 30, 2023 and 2022, TEPH entered into interest rate swaps and caps for an aggregate notional amount of $601.6 million and $333.7 million, respectively, to economically hedge its exposure to the variable interest rates on a portion of the outstanding TEPH debt. No collateral was posted for the interest rate swaps and caps as they are secured under the TEPH revolving credit facility. In October 2023, the notional amount of the interest rate swaps and caps will begin decreasing to match TEPH's estimated quarterly principal payments on the debt. During the nine months ended September 30, 2023 and 2022, TEPH unwound interest rate swaps and caps with an aggregate notional amount of $241.1 million and $515.4 million, respectively, and recorded a realized gain of $6.2 million and $27.8 million, respectively. Interest Rate Swaps and Caps on AP8 Debt. During the nine months ended September 30, 2023 and 2022, AP8 entered into interest rate swaps and caps for an aggregate notional amount of $140.0 million and $0, respectively, to economically hedge its exposure to the variable interest rates on a portion of the outstanding AP8 debt. No collateral was posted for the interest rate swaps and caps as they are secured under the AP8 revolving credit facility. The notional amount of the interest rate swaps and caps is locked for the life of the contract. During the nine months ended September 30, 2023 and 2022, AP8 unwound interest rate swaps and caps with an aggregate notional amount of $0 and recorded a realized gain of $470,000 and $0, respectively. Interest Rate Swaps and Caps on AP9 Debt. During the nine months ended September 30, 2023 and 2022, AP9 entered into interest rate swaps and caps for an aggregate notional amount of $25.0 million and $0, respectively, to economically hedge its exposure to the variable interest rates on a portion of the outstanding AP9 debt. No collateral was posted for the interest rate swaps and caps as they are secured under the AP9 revolving credit facility. In September 2025, the notional amount of the interest rate swaps and caps will begin decreasing to match AP9's estimated monthly principal payments on the debt. During the nine months ended September 30, 2023 and 2022, AP9 unwound interest rate swaps and caps with an aggregate notional amount of $0 and recorded a realized gain of $0. The following table presents a summary of the outstanding derivative instruments: As of September 30, 2023 As of December 31, 2022 Effective Termination Fixed Aggregate Effective Termination Fixed Aggregate (in thousands, except interest rates) EZOP July 2023 - September 2023 September 2029 - November 2035 2.000% $ 575,550 June 2022 - July 2034 0.890% $ 489,477 TEPH July 2022 - September 2023 October 2031 - October 2041 2.620% - 4.035% 743,740 July 2022 - January 2035 - 1.520% - 2.630% 383,749 AP8 November 2022 - August 2023 September 2025 4.250% 215,000 November 2022 September 2025 4.250% 75,000 AP9 September 2023 September 2027 4.250% 25,000 — Total $ 1,559,290 $ 948,226 The following table presents the fair value of the interest rate swaps and caps as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Other assets $ 129,643 $ 112,712 We did not designate the interest rate swaps and caps as hedging instruments for accounting purposes. As a result, we recognize changes in fair value immediately in interest expense, net. The following table presents the impact of the interest rate swaps and caps as recorded in the unaudited condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Realized gain $ (17,753) $ (1,928) $ (33,522) $ (47,434) Unrealized gain (18,219) (26,563) (10,208) (27,580) Total $ (35,972) $ (28,491) $ (43,730) $ (75,014) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesOur effective income tax rate is 14% and 0% for the three months ended September 30, 2023 and 2022, respectively, and is 1% and 0% for the nine months ended September 30, 2023 and 2022, respectively. Total income tax differs from the amounts computed by applying the statutory income tax rate to loss before income tax primarily as a result of our full valuation allowance, foreign tax expense and tax benefit from ITC sales. We assessed whether we had any significant uncertain tax positions taken in a filed tax return, planned to be taken in a future tax return or claim, or otherwise subject to interpretation and determined there were none not more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position, or prospectively approved when such approval may be sought in advance. Accordingly, we recorded no reserve for uncertain tax positions. Should a provision for any interest or penalties relative to unrecognized tax benefits be necessary, it is our policy to accrue for such in our income tax accounts. There were no such accruals as of September 30, 2023 and December 31, 2022 and we do not expect a significant change in gross unrecognized tax benefits in the next twelve months. Our tax years after 2011 remain subject to examination by the Internal Revenue Service and by the taxing authorities in the states and territories in which we operate. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests and Noncontrolling Interests | 9 Months Ended |
Sep. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interests and Noncontrolling Interests | Redeemable Noncontrolling Interests and Noncontrolling Interests Redeemable Noncontrolling Interests In February 2023, the Class A member of Sunnova TEP 7-B, LLC increased its capital commitment from approximately $30.0 million to approximately $125.0 million. In March 2023, the Class A member of Sunnova TEP 7-C, LLC increased its capital commitment from approximately $41.0 million to approximately $51.3 million. In May 2023, we admitted a tax equity investor as the Class A member of Sunnova TEP 7-E, LLC ("TEP7E"), a subsidiary of Sunnova TEP 7-E Manager, LLC, which is the Class B member of TEP7E. The Class A member of TEP7E made a total capital commitment of approximately $51.0 million. In June 2023, we exercised our purchase option to purchase 100% of the Class A member's interest in Sunnova TEP I, LLC ("TEPI") for $5.9 million. This purchase resulted in an increase in our equity in TEPI of $67.0 million. In August 2023, we admitted a tax equity investor as the Class A member of Sunnova TEP 7-G, LLC ("TEP7G"), a subsidiary of Sunnova TEP 7-G Manager, LLC, which is the Class B member of TEP7G. The Class A member of TEP7G made a total capital commitment of approximately $104.0 million. In September 2023, we admitted a tax equity investor as the Class A member of Sunnova TEP 7-F, LLC ("TEP7F"), a subsidiary of Sunnova TEP 7-F Manager, LLC, which is the Class B member of TEP7F. The Class A member of TEP7F made a total capital commitment of approximately $134.9 million. The carrying values of the redeemable noncontrolling interests were equal to or greater than the redemption values as of September 30, 2023 and December 31, 2022. Noncontrolling Interests In April 2023, the Class A member of Sunnova TEP V-C, LLC increased its capital commitment from approximately $150.0 million to approximately $150.2 million. In April 2023, the Class A member of Sunnova TEP 6-A, LLC increased its capital commitment from approximately $50.0 million to approximately $57.7 million. In June 2023, the Class A member of Sunnova TEP 7-D, LLC increased its capital commitment from approximately $150.0 million to approximately $250.0 million. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity During the nine months ended September 30, 2023 and 2022, we issued 693,443 and 694,446 shares of our common stock to Len x , LLC pursuant to the terms of the earnout agreement, as amended, entered into in connection with the acquisition of SunStreet Energy Group, LLC. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation In February 2023, the aggregate number of shares of common stock that may be issued pursuant to awards under the 2019 Long-Term Incentive Plan (the "LTIP") was increased by 1,525,652, an amount that, together with the shares remaining available for grant under the LTIP, is equal to 5,746,588 shares, or approximately 5% of the number of shares of common stock outstanding as of December 31, 2022. Stock Options The following table summarizes stock option activity: Number Weighted Weighted Weighted Aggregate (in thousands) Outstanding, December 31, 2022 3,259,459 $ 18.48 4.75 $ 10,341 Granted 1,017,493 $ 15.01 9.49 $ 8.82 Exercised (36,360) $ 13.11 $ 182 Forfeited (140,680) $ 21.96 $ 11.70 Outstanding, September 30, 2023 4,099,912 $ 17.54 5.19 $ 102 Exercisable, September 30, 2023 2,656,858 $ 16.44 3.07 $ 102 Vested and expected to vest, September 30, 2023 4,099,912 $ 17.54 5.19 $ 102 Non-vested, September 30, 2023 1,443,054 $ 10.78 The number of stock options that vested during the three months ended September 30, 2023 and 2022 was 0. The number of stock options that vested during the nine months ended September 30, 2023 and 2022 was 16,816. The grant date fair value of stock options that vested during the three months ended September 30, 2023 and 2022 was $0. The grant date fair value of stock options that vested during the nine months ended September 30, 2023 and 2022 was $309,000. As of September 30, 2023, there was $10.5 million of total unrecognized compensation expense related to stock options, which is expected to be recognized over the remaining weighted average period of 2.04 years. Restricted Stock Units The following table summarizes restricted stock unit activity: Number of Weighted Outstanding, December 31, 2022 1,609,615 $ 20.62 Granted 2,085,532 $ 14.67 Vested (961,682) $ 17.88 Forfeited (311,648) $ 17.94 Outstanding, September 30, 2023 2,421,817 $ 16.93 The number of restricted stock units that vested during the three months ended September 30, 2023 and 2022 was 145,115 and 245,740, respectively. The number of restricted stock units that vested during the nine months ended September 30, 2023 and 2022 was 961,682 and 948,404, respectively. The grant date fair value of restricted stock units that vested during the three months ended September 30, 2023 and 2022 was $2.2 million and $3.4 million, respectively. The grant date fair value of restricted stock units that vested during the nine months ended September 30, 2023 and 2022 was $17.2 million and $18.5 million, respectively. As of September 30, 2023, there was $31.3 million of total unrecognized compensation expense related to restricted stock units, which is expected to be recognized over the remaining weighted average period of 1.54 years. Employee Stock Purchase Plan ("ESPP") As of September 30, 2023 and December 31, 2022, the number of shares of common stock issued under the ESPP was 20,966 and 7,106, respectively. |
Basic and Diluted Net Loss Per
Basic and Diluted Net Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss Per Share | Basic and Diluted Net Loss Per Share The following table sets forth the computation of our basic and diluted net loss per share: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands, except share and per share amounts) Net loss attributable to stockholders—basic and diluted $ (63,147) $ (64,543) $ (230,321) $ (140,738) Net loss per share attributable to stockholders—basic and diluted $ (0.53) $ (0.56) $ (1.97) $ (1.23) Weighted average common shares outstanding—basic and diluted 119,554,008 114,816,879 116,971,318 114,293,251 The following table presents the weighted average shares of common stock equivalents that were excluded from the computation of diluted net loss per share for the periods presented because including them would have been anti-dilutive: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Equity-based compensation awards 6,400,263 5,033,658 5,971,205 4,906,182 Convertible senior notes 34,150,407 25,294,010 34,150,407 19,548,462 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal. We are a party to a number of lawsuits, claims and governmental proceedings that are ordinary, routine matters incidental to our business. In addition, in the ordinary course of business, we periodically have disputes with dealers and customers. We do not expect the outcomes of these matters to have, either individually or in the aggregate, a material adverse effect on our financial position or results of operations. Performance Guarantee Obligations. As of September 30, 2023, we recorded $5.6 million related to our guarantee of certain specified minimum solar energy production output under our leases and loans, of which $2.7 million is recorded in other current liabilities and $2.9 million is recorded in other long-term liabilities in the unaudited condensed consolidated balance sheet. As of December 31, 2022, we recorded $4.8 million related to these guarantees, of which $2.5 million is recorded in other current liabilities and $2.3 million is recorded in other long-term liabilities in the unaudited condensed consolidated balance sheet. The changes in our aggregate performance guarantee obligations are as follows: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 4,845 $ 5,293 Accruals 3,620 1,811 Settlements (2,855) (3,170) Balance at end of period $ 5,610 $ 3,934 Operating and Finance Leases . We lease real estate and certain office equipment under operating leases and vehicles and certain other office equipment under finance leases. The following table presents the detail of lease expense as recorded in general and administrative expense in the unaudited condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Operating lease expense $ 754 $ 676 $ 2,138 $ 2,061 Finance lease expense: Amortization expense 308 201 787 562 Interest on lease liabilities 31 15 69 42 Short-term lease expense 62 37 128 97 Variable lease expense 367 190 835 712 Total $ 1,522 $ 1,119 $ 3,957 $ 3,474 The following table presents the detail of right-of-use assets and lease liabilities as recorded in other assets other current liabilities other long-term liabilities As of As of (in thousands) Right-of-use assets: Operating leases $ 13,805 $ 14,706 Finance leases 3,523 2,476 Total right-of-use assets $ 17,328 $ 17,182 Current lease liabilities: Operating leases $ 2,845 $ 2,451 Finance leases 1,156 796 Long-term leases liabilities: Operating leases 14,406 15,751 Finance leases 1,393 957 Total lease liabilities $ 19,800 $ 19,955 Other information related to leases was as follows: Nine Months Ended 2023 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (1) $ 2,187 $ 1,242 Operating cash flows from finance leases $ 69 $ 42 Financing cash flows from finance leases $ 725 $ 601 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 703 $ 226 Finance leases $ 1,835 $ 758 (1) Includes reimbursements in 2023 and 2022 of approximately $225,000 and $45,000, respectively, for leasehold improvements. As of As of Weighted average remaining lease term (years): Operating leases 5.74 6.60 Finance leases 3.06 2.86 Weighted average discount rate: Operating leases 4.07 % 3.95 % Finance leases 5.81 % 4.37 % Future minimum lease payments under our non-cancelable leases as of September 30, 2023 were as follows: Operating Finance (in thousands) Remaining 2023 $ 894 $ 351 2024 3,496 1,180 2025 3,392 716 2026 3,236 370 2027 3,304 147 2028 and thereafter 5,485 — Total 19,807 2,764 Amount representing interest (2,160) (215) Amount representing leasehold incentives (396) — Present value of future payments 17,251 2,549 Current portion of lease liability (2,845) (1,156) Long-term portion of lease liability $ 14,406 $ 1,393 Guarantees or Indemnifications . We enter into contracts that include indemnifications and guarantee provisions. In general, we enter into contracts with indemnities for matters such as breaches of representations and warranties and covenants contained in the contract and/or against certain specified liabilities. Examples of these contracts include dealer agreements, debt agreements, asset purchases and sales agreements, service agreements and procurement agreements. We are unable to estimate our maximum potential exposure under these agreements until an event triggering payment occurs. Dealer Commitments. As of September 30, 2023 and December 31, 2022, the net unamortized balance of payments to dealers for exclusivity and other similar arrangements was $171.4 million and $121.3 million, respectively. Under these agreements, we paid $55.0 million and $33.6 million during the nine months ended September 30, 2023 and 2022, respectively. We could be obligated to make maximum payments, excluding additional amounts payable on a per watt basis if even higher thresholds are met, as follows: Dealer (in thousands) Remaining 2023 $ 7,845 2024 78,529 2025 60,561 2026 36,904 2027 30,000 2028 and thereafter — Total $ 213,839 Purchase Commitments. In October 2023, we amended an agreement with a supplier in which we agreed to purchase approximately $325.0 million of energy storage systems through December 2024, with approximately $80.0 million in the fourth quarter of 2023 and approximately $245.0 million in 2024. Under this agreement, we purchased $12.8 million and $55.4 million during the three months ended September 30, 2023 and 2022, respectively, and we purchased $119.3 million and $141.1 million during the nine months ended September 30, 2023 and 2022, respectively. Information Technology Commitments. We have certain long-term contractual commitments related to information technology software services and licenses. Future commitments as of September 30, 2023 were as follows: Information (in thousands) Remaining 2023 $ 22,649 2024 10,181 2025 4,282 2026 2,561 2027 3,300 2028 and thereafter — Total $ 42,973 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events EZOP Debt . In October 2023, we amended the EZOP revolving credit facility to, among other things, reallocate commitments among the lenders. HESI Debt . In October 2023, we entered into a note purchase agreement, which at closing will indirectly benefit from a partial guarantee provided by the U.S. Department of Energy ("DOE") Loan Programs Office. The notes will not be directly guaranteed by the DOE. The offering consists of $219.6 million in aggregate principal amount of Series 2023-GRID1 Class A solar loan-backed notes and $24.4 million in aggregate principal amount of Series 2023-GRID1 Class B solar loan-backed notes (collectively, the "HESI Notes") with a maturity date of December 2050. The HESI Notes were issued at a discount of 2.46% for Class A and 9.40% for Class B and bear interest at an annual rate of 5.75% and 8.25% for the Class A and Class B notes, respectively. The offering is expected to close in November 2023, subject to customary closing conditions. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | |||||||
Net Income (Loss) | $ (63,147) | $ (64,543) | $ (41,137) | $ (35,058) | $ (76,195) | $ (230,321) | $ (140,738) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements ("interim financial statements") include our consolidated balance sheets, statements of operations, statements of redeemable noncontrolling interests and equity and statements of cash flows and have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") from records maintained by us. We have condensed or omitted certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP pursuant to the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. As such, these interim financial statements should be read in conjunction with our 2022 annual audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K filed with the SEC on February 23, 2023. Our interim financial statements reflect all normal recurring adjustments necessary, in our opinion, to state fairly our financial position and results of operations for the reported periods. Amounts reported for interim periods may not be indicative of a full year period because of our continual growth, seasonal fluctuations in demand for power, timing of maintenance and other expenditures, changes in interest expense and other factors. Our interim financial statements include our accounts and those of our subsidiaries in which we have a controlling financial interest. In accordance with the provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810, Consolidation , we consolidate any VIE of which we are the primary beneficiary. We form VIEs with our investors in the ordinary course of business to facilitate the funding and monetization of certain attributes associated with our solar energy systems. The typical condition for a controlling financial interest is holding a majority of the voting interests of an entity. However, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve holding a majority of the voting interests. A primary beneficiary is defined as the party that has (a) the power to direct the activities of a VIE that most significantly impact the VIE's economic performance and (b) the |
Reclassifications and Revisions | Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications did not have a significant impact on our interim financial statements. Revisions |
Use of Estimates | Use of Estimates The application of GAAP in the preparation of the interim financial statements requires us to make estimates and assumptions that affect the amounts reported in the interim financial statements and accompanying notes. We base our 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. |
Accounts Receivable | Accounts ReceivableAccounts Receivable—Trade. Accounts receivable—trade primarily represents trade receivables from customers that are generally collected in the subsequent month. Accounts receivable—trade is recorded net of an allowance for credit losses, which is based on our assessment of the collectability of customer accounts based on the best available data at the time. We review the allowance by considering factors such as historical experience, customer credit rating, contractual term, aging category and current economic conditions that may affect a customer's ability to pay to identify customers with potential disputes or collection issues. We write off accounts receivable when we deem them uncollectible. Accounts Receivable—Other. Accounts receivable—other primarily represents receivables from our dealers or other parties related to the sale of inventory and the use of inventory procured by us. |
Inventory | InventoryInventory is stated at the lower of cost and net realizable value using the first-in, first-out method. Inventory primarily represents (a) raw materials, such as energy storage systems, photovoltaic modules, inverters, meters and modems, (b) homebuilder construction in progress and (c) other associated equipment purchased. These materials are typically procured by us and used by our dealers, sold to our dealers or held for use as original parts on new solar energy systems or replacement parts on existing solar energy systems. We remove these items from inventory and record the transaction in typically one of these manners: (a) expense to operations and maintenance expense when installed as a replacement part for a solar energy system, (b) recognize in accounts receivable—other when procured by us and used by our dealers, (c) expense to cost of revenue—inventory sales if sold directly to a dealer or other party, (d) capitalize to property and equipment when installed on an existing home or business or (e) capitalize to property and equipment when placed in service under the homebuilder program. We periodically evaluate our inventory for unusable and obsolete items based on assumptions about future demand and market conditions. Based on this evaluation, provisions are made to write inventory down to net realizable value. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions market participants would use in pricing an asset or a liability. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes inputs that may be used to measure fair value as follows: • Level 1—Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date. • Level 2—Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy must be determined based on the lowest level input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability. Our financial instruments include cash, cash equivalents, accounts receivable, customer notes receivable, investments in solar receivables, accounts payable, accrued expenses, long-term debt, interest rate swaps and caps and contingent consideration. The carrying values of accounts receivable, accounts payable and accrued expenses approximate the fair values due to the fact that they are short-term in nature (Level 1). We estimate the fair value of our customer notes receivable based on interest rates currently offered under the loan program with similar maturities and terms (Level 3). We estimate the fair value of our investments in solar receivables based on a discounted cash flows model that utilizes market data related to solar irradiance, production factors by region and projected electric utility rates in order to build up revenue projections (Level 3). In addition, lease-related revenue and maintenance and service costs were supported through the use of available market studies and data. We estimate the fair value of our fixed-rate long-term debt based on an analysis of debt with similar book values, maturities and required market yields based on current interest rates (Level 3). We determine the fair values of the interest rate derivative transactions based on a discounted cash flow method using contractual terms of the transactions and counterparty credit risk as key inputs. The floating interest rate is based on observable rates consistent with the frequency of the interest cash flows (Level 2). For contingent consideration, we estimate the fair value of the installation earnout using the Monte Carlo model based on the forecasted placements for the installations and the microgrid earnout using a scenario-based methodology based on the probabilities of the microgrid earnout, both using Level 3 inputs. See Note 6, Customer Notes Receivable, Note 7, Long-Term Debt and Note 8, Derivative Instruments. other operating expense/income |
Revenue / Loans / Deferred Revenue | Revenue We recognize revenue from contracts with customers as we satisfy our performance obligations at a transaction price reflecting an amount of consideration based upon an estimated rate of return, net of cash incentives. We express this rate of return as the solar rate per kilowatt hour ("kWh") in the customer contract. The amount of revenue we recognize does not equal customer cash payments because we satisfy performance obligations ahead of cash receipt or evenly as we provide continuous access on a stand-ready basis to the solar energy system. We reflect the differences between revenue recognition and cash payments received in accounts receivable, other assets or deferred revenue, as appropriate. Revenue allocated to remaining performance obligations represents contracted revenue we have not yet recognized and includes deferred revenue as well as amounts that will be invoiced and recognized as revenue in future periods. Contracted but not yet recognized revenue was approximately $4.7 billion as of September 30, 2023, of which we expect to recognize approximately 3% over the next 12 months. We do not expect the annual recognition to vary significantly over approximately the next 20 years as the vast majority of existing solar service agreements have at least 20 years remaining, given the average age of the fleet of solar energy systems under contract is less than four years. Certain customers may receive cash incentives. We defer recognition of the payment of these cash incentives and recognize them over the life of the contract as a reduction to revenue. The deferred payment is recorded in other assets for customers who receive the cash incentives under our lease and PPA agreements, and as a contra-liability in other long-term liabilities for customers who receive the cash incentives under our loan agreements. PPAs. Customers purchase electricity from us under PPAs. Pursuant to ASC 606, we recognize revenue based upon the amount of electricity delivered as determined by remote monitoring equipment at solar rates specified under the PPAs. All customers must pass our credit evaluation process. The PPAs generally have a term of 20 or 25 years with an opportunity for customers to renew for up to an additional 10 years, via two five-year or one 10-year renewal options. Leases . We are the lessor under lease agreements for solar energy systems and energy storage systems, which do not meet the definition of a lease under ASC 842 and are accounted for as contracts with customers under ASC 606. We recognize revenue on a straight-line basis over the contract term as we satisfy our obligation to provide continuous access to the solar energy system. All customers must pass our credit evaluation process. The lease agreements generally have a term of 20 or 25 years with an opportunity for customers to renew for up to an additional 10 years, via two five-year or one 10-year renewal options. In most cases, we provide customers under our lease agreements a performance guarantee that each solar energy system will achieve a certain specified minimum solar energy production output, which is a significant proportion of its expected output. The specified minimum solar energy production output may not be achieved due to natural fluctuations in the weather or equipment failures from exposure and wear and tear outside of our control, among other factors. We determine the amount of the guaranteed output based on a number of different factors, including: (a) the specific site information related to the tilt of the panels, azimuth (a horizontal angle measured clockwise in degrees from a reference direction) of the panels, size of the system, and shading on site; (b) the calculated amount of available irradiance (amount of energy for a given flat surface facing a specific direction) based on historical average weather data and (c) the calculated amount of energy output of the solar energy system. While actual irradiance levels can significantly change year over year due to natural fluctuations in the weather, we expect the levels to average out over the term of a lease and to approximate the levels used in determining the amount of the performance guarantee. Generally, weather fluctuations are the most likely reason a solar energy system may not achieve a certain specified minimum solar energy production output. If the solar energy system does not produce the guaranteed production amount, we are required to refund a portion of the previously remitted customer payments, where the repayment is calculated as the product of (a) the shortfall production amount and (b) the dollar amount (guaranteed rate) per kWh that is fixed throughout the term of the contract. These remittances of a customer's payments, if needed, are payable as early as the first anniversary of the solar energy system's placed in service date and then every annual period thereafter. See Note 14, Commitments and Contingencies. Inventory Sales . Inventory sales revenue represents revenue from the direct sale of inventory to our dealers or other parties. We recognize the related revenue under ASC 606 upon shipment or upon sale when a bill and hold agreement is in place. Shipping and handling costs are included in cost of revenue—inventory sales in the consolidated statements of operations. Service Revenue. Service revenue includes revenue from the direct sale of solar energy systems and energy storage systems to customers with financing provided by us and sales of service plans and repair services. We recognize revenue from the direct sale of energy storage systems in the period in which the storage components are placed in service. Service plans are available to customers whose solar energy system was not originally sold by Sunnova. We recognize revenue from service plan contracts on a straight-line basis over the life of the contract, which is typically 10 years. We recognize revenue from repair services in the period in which the service was performed. Solar Renewable Energy Certificates. Each solar renewable energy certificate ("SREC") represents the environmental benefit of one megawatt hour (1,000 kWh) generated by a solar energy system. SRECs can be sold separate from the actual electricity generated by the renewable-based generation source. We account for the SRECs we generate from our solar energy systems as governmental incentives with no costs incurred to obtain them and do not consider those SRECs output of the underlying solar energy systems. We classify these SRECs as inventory held until sold and delivered to third parties. As we did not incur costs to obtain these governmental incentives, the inventory carrying value for the SRECs was $0 as of September 30, 2023 and December 31, 2022. We enter into economic hedges related to expected production of SRECs through forward contracts. While these fixed price forward contracts serve as an economic hedge against spot price fluctuations for the SRECs, the contracts do not qualify for hedge accounting and are not designated as cash flow hedges or fair value hedges. The contracts require us to physically deliver the SRECs upon settlement. We recognize the related revenue under ASC 606 upon satisfaction of the performance obligation to transfer the SRECs to the stated counterparty. Payments are typically received within one month of transferring the SREC to the counterparty. The costs related to the sales of SRECs are generally limited to broker fees (recorded in cost of revenue—other), which are only paid in connection with certain transactions. In certain circumstances we are required to purchase SRECs on the open market to fulfill minimum delivery requirements under our forward contracts. Cash Sales. Cash sales revenue represents revenue from a customer's purchase of a solar energy system from us typically when purchasing a new home. We recognize the related revenue under ASC 606 upon verification of the home closing. Loans. See discussion of loan revenue in the " Loans " section below. Other Revenue. Other revenue includes certain state and utility incentives. We recognize revenue from state and utility incentives in the periods in which they are earned. Loans We offer a loan program, under which the customer finances the purchase of a solar energy system, energy storage system and/or accessory through a solar service agreement, typically for a term of 10, 15 or 25 years. We recognize cash payments received from customers on a monthly basis under our loan program (a) as interest income, to the extent attributable to earned interest on the contract that financed the customer's purchase; (b) as a reduction of a note receivable on the balance sheet, to the extent attributable to a return of principal (whether scheduled or prepaid) on the contract that financed the customer's purchase; and (c) as revenue, to the extent attributable to payments for operations and maintenance services provided by us. To qualify for the loan program, a customer must pass our credit evaluation process, which requires the customer to have a minimum FICO ® score of 600 to 710 depending on certain circumstances, and we secure the loans with the solar energy systems, energy storage systems or accessories financed. The credit evaluation process is performed once for each customer at the time the customer is entering into the solar service agreement with us. Our investments in solar energy systems, energy storage systems and accessories related to the loan program that are not yet placed in service are recorded in other assets in the consolidated balance sheets and are transferred to customer notes receivable upon being placed in service. Customer notes receivable are recorded at amortized cost, net of an allowance for credit losses (as described below), in other current assets and customer notes receivable in the consolidated balance sheets. Accrued interest receivable related to our customer notes receivable is recorded in accounts receivable—trade, net in the consolidated balance sheets. Interest income from customer notes receivable is recorded in interest income in the consolidated statements of operations. The amortized cost of our customer notes receivable is equal to the principal balance of customer notes receivable outstanding and does not include accrued interest receivable. Customer notes receivable continue to accrue interest until they are written off against the allowance, which occurs when the balance is 180 days or more past due unless the balance is in the process of collection. Customer notes receivable are considered past due one day after the due date based on the contractual terms of the loan agreement. In all cases, customer notes receivable balances are placed on a nonaccrual status or written off at an earlier date when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously written off and expected to be written off. Accrued interest receivable for customer notes receivable placed on a nonaccrual status is recorded as a reduction to interest income. Interest received on such customer notes receivable is accounted for on a cash basis until the customer notes receivable qualifies for the return to accrual status. Customer notes receivable are returned to accrual status when there is no longer any principal or interest amounts past due and future payments are reasonably assured. The allowance for credit losses is deducted from the customer notes receivable amortized cost to present the net amount expected to be collected. It is measured on a collective (pool) basis when similar risk characteristics (such as financial asset type, customer credit rating, contractual term and vintage) exist. In determining the allowance for credit losses, we identify customers with potential disputes or collection issues and consider our historical level of credit losses and current economic trends that might impact the level of future credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics, such as differences in underwriting standards. Expected credit losses are estimated over the contractual term of the loan agreements based on the best available data at the time and adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals and modifications unless either of the following applies: (a) we have a reasonable expectation at the reporting date that a troubled debt restructuring will be executed with an individual customer or (b) the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancelable by us. Expected credit losses are recorded in general and administrative expense in the consolidated statements of operations. See Note 6, Customer Notes Receivable. Deferred Revenue |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed. Goodwill is reviewed for impairment at least annually or whenever events or changes in circumstances indicate the carrying amount may be impaired. When assessing goodwill for impairment, we use qualitative and if necessary, quantitative methods in accordance with GAAP. As of September 30, 2023, we utilized a qualitative assessment and concluded it was more likely than not the fair value was greater than the carrying amount and thus, a goodwill impairment does not exist. As such, no further testing is required. Our review considered performance compared to released guidance, renewable market factors, liquidity and market capitalization including stock price along with other market factors including interest rate changes and inflation. Our annual assessment date is October 31 and should, among other events and circumstances, industry conditions deteriorate, the outlook for future operating results and cash flow decline or regulations change, costs of equity or debt capital increase, valuations for comparable public companies or our market capitalization experiences a sustained decline, we may need to further reassess the recoverability of goodwill in future periods. |
Self-Insurance | Self-Insurance In January 2023, we changed our health insurance policy for qualifying employees in the U.S. from a fully-insured policy to a self-insured policy in order to administer insurance coverage to our employees at a lower cost to us. The change in insurance policy did not have a significant impact on our consolidated financial statements and related disclosures. Under the self-insured policy, we maintain stop-loss coverage from a third party that limits our exposure to large claims. We record a liability associated with these benefits that includes an estimate of both claims filed and losses incurred but not yet reported based on historical claims experience. In estimating this accrual, we utilize a third-party actuary to estimate a range of expected losses, which are based on an analysis of historical data. Assumptions are monitored and adjusted when warranted by changing circumstances. We record our liability for estimated losses under our self-insured policy in accrued liabilities in the consolidated balance sheets. As of September 30, 2023, our liability for self-insured claims was $4.3 million, which represents our best estimate of the future cost of claims incurred as of that date. We believe we have adequate reserves for these claims as of September 30, 2023; however, the actual value of such claims could be significantly affected if future occurrences and claims differ from these assumptions. |
New Accounting Guidance | New Accounting Guidance New accounting pronouncements are issued by the FASB or other standard setting bodies and are adopted as of the specified effective date. In March 2022, the FASB issued Accounting Standards Update ("ASU") No. 2022-02, Financial Instruments—Credit Losses: Troubled Debt Restructurings and Vintage Disclosures , to eliminate the accounting guidance for troubled debt restructurings while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. This ASU is effective for annual and interim reporting periods beginning in January 2023. We adopted this ASU in January 2023 and determined it did not have a significant impact on our consolidated financial statements and related disclosures. |
Organization, Consolidation and
Organization, Consolidation and Presentation of Financial Statements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of accounting revisions | The following tables present the impact of these revisions on the interim financial statements: Consolidated Balance Sheets As of March 31, 2022 As Previously Revisions As (in thousands) Other assets $ 662,456 $ (1,475) $ 660,981 Accumulated deficit $ (423,529) $ (1,475) $ (425,004) As of June 30, 2022 As Previously Revisions As (in thousands) Other assets $ 802,862 $ (5,609) $ 797,253 Accumulated deficit $ (377,217) $ (5,609) $ (382,826) As of September 30, 2022 As Previously Revisions As (in thousands) Other assets $ 920,634 $ (8,105) $ 912,529 Accumulated deficit $ (387,073) $ (8,105) $ (395,178) Consolidated Statements of Operations Three Months Ended March 31, 2022 As Previously Revisions As (in thousands) Interest expense, net $ (2,490) $ 1,475 $ (1,015) Loss before income tax $ (20,629) $ (1,475) $ (22,104) Net loss $ (20,629) $ (1,475) $ (22,104) Net loss attributable to stockholders $ (33,583) $ (1,475) $ (35,058) Net loss per share attributable to stockholders—basic and diluted $ (0.30) $ (0.01) $ (0.31) Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 As Previously Revisions As As Previously Revisions As (in thousands) Interest expense, net $ 20,437 $ 4,134 $ 24,571 $ 17,947 $ 5,609 $ 23,556 Loss before income tax $ (9,697) $ (4,134) $ (13,831) $ (30,326) $ (5,609) $ (35,935) Net loss $ (9,697) $ (4,134) $ (13,831) $ (30,326) $ (5,609) $ (35,935) Net loss attributable to stockholders $ (37,003) $ (4,134) $ (41,137) $ (70,586) $ (5,609) $ (76,195) Net loss per share attributable to stockholders—basic and diluted $ (0.32) $ (0.04) $ (0.36) $ (0.62) $ (0.05) $ (0.67) Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 As Previously Revisions As As Previously Revisions As (in thousands) Interest expense, net $ 18,328 $ 2,496 $ 20,824 $ 36,275 $ 8,105 $ 44,380 Loss before income tax $ (29,852) $ (2,496) $ (32,348) $ (60,178) $ (8,105) $ (68,283) Net loss $ (29,852) $ (2,496) $ (32,348) $ (60,178) $ (8,105) $ (68,283) Net loss attributable to stockholders $ (62,047) $ (2,496) $ (64,543) $ (132,633) $ (8,105) $ (140,738) Net loss per share attributable to stockholders—basic and diluted $ (0.54) $ (0.02) $ (0.56) $ (1.16) $ (0.07) $ (1.23) Consolidated Statements of Cash Flows Three Months Ended March 31, 2022 As Previously Revisions As (in thousands) Net loss $ (20,629) $ (1,475) $ (22,104) Unrealized gain on derivatives $ (35,349) $ 1,475 $ (33,874) Net cash used in operating activities $ (92,129) $ — $ (92,129) Six Months Ended June 30, 2022 As Previously Revisions As (in thousands) Net loss $ (30,326) $ (5,609) $ (35,935) Unrealized gain on derivatives $ (6,626) $ 5,609 $ (1,017) Net cash used in operating activities $ (162,343) $ — $ (162,343) Nine Months Ended September 30, 2022 As Previously Revisions As (in thousands) Net loss $ (60,178) $ (8,105) $ (68,283) Unrealized gain on derivatives $ (35,685) $ 8,105 $ (27,580) Net cash used in operating activities $ (265,795) $ — $ (265,795) Consolidated Statements of Redeemable Noncontrolling Interests and Equity Accumulated Deficit As Previously Revisions As (in thousands) December 31, 2021 $ (459,715) $ — $ (459,715) Net loss attributable to stockholders (33,583) (1,475) (35,058) Equity in subsidiaries attributable to parent 69,769 — 69,769 March 31, 2022 (423,529) (1,475) (425,004) Net loss attributable to stockholders (37,003) (4,134) (41,137) Equity in subsidiaries attributable to parent 83,316 — 83,316 Other, net (1) — (1) June 30, 2022 (377,217) (5,609) (382,826) Net loss attributable to stockholders (62,047) (2,496) (64,543) Equity in subsidiaries attributable to parent 52,191 — 52,191 September 30, 2022 $ (387,073) $ (8,105) $ (395,178) |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Changes in the allowance for credit losses | The following table presents the changes in the allowance for credit losses recorded against accounts receivable — trade, net in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 2,143 $ 1,198 $ 1,676 $ 1,044 Provision for current expected credit losses 1,474 802 3,579 1,891 Write off of uncollectible accounts (1,257) (717) (3,005) (1,769) Recoveries 96 83 206 200 Balance at end of period $ 2,456 $ 1,366 $ 2,456 $ 1,366 The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 102,337 $ 57,043 $ 81,248 $ 41,138 Provision for current expected credit losses 8,324 10,945 29,413 26,814 Recoveries — — — 36 Balance at end of period $ 110,661 $ 67,988 $ 110,661 $ 67,988 |
Schedule of inventory | The following table presents the detail of inventory as recorded in other current assets in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Energy storage systems and components $ 69,082 $ 74,968 Homebuilder construction in progress 43,179 43,116 Modules and inverters 23,872 32,798 Meters and modems 1,541 1,166 Other — 65 Total $ 137,674 $ 152,113 |
Schedule of Financial Instruments Measured at Fair Value on a Recurring Basis | The following tables present our financial instruments measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022: As of September 30, 2023 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 64,250 $ — $ — $ 64,250 Derivative assets 129,643 — 129,643 — Total $ 193,893 $ — $ 129,643 $ 64,250 Financial liabilities: Contingent consideration $ 12,874 $ — $ — $ 12,874 Total $ 12,874 $ — $ — $ 12,874 As of December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 72,171 $ — $ — $ 72,171 Derivative assets 112,712 — 112,712 — Total $ 184,883 $ — $ 112,712 $ 72,171 Financial liabilities: Contingent consideration $ 26,787 $ — $ — $ 26,787 Total $ 26,787 $ — $ — $ 26,787 |
Schedule of Changes in Fair Value of Financial Assets on a Recurring Basis | The following table summarizes the change in the fair value of our financial assets accounted for at fair value on a recurring basis using Level 3 inputs as recorded in other current assets and other assets (see Note 4, Detail of Certain Balance Sheet Captions) in the unaudited condensed consolidated balance sheets: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 72,171 $ 82,658 Additions 969 — Settlements (8,931) (8,090) Gain (loss) recognized in earnings 41 (2,912) Balance at end of period $ 64,250 $ 71,656 |
Schedule of changes in fair value of liabilities accounted for an a recurring basis | The following table summarizes the change in the fair value of our financial liabilities accounted for at fair value on a recurring basis using Level 3 inputs as recorded in other long-term liabilities in the unaudited condensed consolidated balance sheets: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 26,787 $ 67,895 Settlements (10,831) (16,014) Gain recognized in earnings (3,082) (6,720) Balance at end of period $ 12,874 $ 45,161 The following table summarizes the significant unobservable inputs used in the valuation of our liabilities as of September 30, 2023 using Level 3 inputs: Unobservable Weighted Liabilities: Contingent consideration - installation earnout Volatility 35.00% Revenue risk premium 15.00% Risk-free discount rate 5.25% Contingent consideration - microgrid earnout Probability of success 10.00% Risk-free discount rate 5.25% Significant increases or decreases in the volatility, revenue risk premium, probability of success or risk-free discount rate in isolation could result in a significantly higher or lower fair value measurement. |
Disaggregation of revenue | The following table presents the detail of revenue as recorded in the unaudited condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) PPA revenue $ 38,300 $ 31,891 $ 99,201 $ 84,235 Lease revenue 37,966 25,912 103,468 71,717 Inventory sales revenue 51,356 45,528 137,762 99,773 Service revenue 19,323 4,309 55,282 7,024 Solar renewable energy certificate revenue 16,136 16,241 38,982 37,172 Cash sales revenue 24,284 18,933 62,827 45,695 Loan revenue 9,283 5,012 24,538 12,582 Other revenue 1,750 1,538 4,411 3,900 Total $ 198,398 $ 149,364 $ 526,471 $ 362,098 |
Deferred revenue schedule | The following table presents the detail of deferred revenue as recorded in other current liabilities and other long-term liabilities in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Loans $ 871,981 $ 586,128 PPAs and leases 34,122 24,893 Solar receivables 4,405 4,602 Total (1) $ 910,508 $ 615,623 (1) Of this amount, $46.4 million and $30.2 million is recorded in other current liabilities as of September 30, 2023 and December 31, 2022, respectively. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | The following table presents the detail of property and equipment, net as recorded in the unaudited condensed consolidated balance sheets: Useful Lives As of As of (in years) (in thousands) Solar energy systems and energy storage systems 35 $ 4,826,091 $ 3,719,727 Construction in progress 619,171 329,893 Asset retirement obligations 30 71,125 57,063 Information technology systems 3 102,170 72,797 Computers and equipment 3-5 6,944 4,976 Leasehold improvements 3-6 6,170 5,558 Furniture and fixtures 7 1,172 1,172 Vehicles 4-5 1,640 1,640 Other 5-6 157 157 Property and equipment, gross 5,634,640 4,192,983 Less: accumulated depreciation (515,613) (408,182) Property and equipment, net $ 5,119,027 $ 3,784,801 |
Detail of Certain Balance She_2
Detail of Certain Balance Sheet Captions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of other current assets | The following table presents the detail of other current assets as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Inventory $ 137,674 $ 152,113 Current portion of customer notes receivable 165,884 114,910 Restricted cash 30,307 51,733 Prepaid assets 28,805 17,492 Deferred receivables 12,984 7,392 Current portion of investments in solar receivables 7,618 7,107 Other 689 553 Total $ 383,961 $ 351,300 |
Schedule of other assets | The following table presents the detail of other assets as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Construction in progress - customer notes receivable $ 190,019 $ 382,611 Restricted cash 226,858 133,584 Exclusivity and other bonus arrangements with dealers, net 171,402 121,313 Investments in solar receivables 56,632 65,064 Straight-line revenue adjustment, net 60,059 53,086 Other 281,960 206,233 Total $ 986,930 $ 961,891 |
Schedule of other current liabilities | The following table presents the detail of other current liabilities as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Interest payable $ 36,041 $ 35,258 Deferred revenue 46,403 30,172 Current portion of operating and finance lease liability 4,001 3,247 Current portion of performance guarantee obligations 2,675 2,495 Other 7,829 334 Total $ 96,949 $ 71,506 |
Asset Retirement Obligations _2
Asset Retirement Obligations ("ARO") (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of changes in AROs | The following table presents the changes in AROs as recorded in other long-term liabilities in the unaudited condensed consolidated balance sheets: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 69,869 $ 54,396 Additional obligations incurred 14,106 7,962 Accretion expense 3,491 2,687 Other (61) (79) Balance at end of period $ 87,405 $ 64,966 |
Customer Notes Receivable (Tabl
Customer Notes Receivable (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
Fair values of notes receivable and corresponding carrying amounts | The following table presents the detail of customer notes receivable as recorded in the unaudited condensed consolidated balance sheets and the corresponding fair values: As of As of (in thousands) Customer notes receivable $ 3,807,628 $ 2,662,307 Allowance for credit losses (110,661) (81,248) Customer notes receivable, net $ 3,696,967 $ 2,581,059 Estimated fair value, net $ 3,609,218 $ 2,554,948 |
Changes in the allowance for credit losses | The following table presents the changes in the allowance for credit losses recorded against accounts receivable — trade, net in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 2,143 $ 1,198 $ 1,676 $ 1,044 Provision for current expected credit losses 1,474 802 3,579 1,891 Write off of uncollectible accounts (1,257) (717) (3,005) (1,769) Recoveries 96 83 206 200 Balance at end of period $ 2,456 $ 1,366 $ 2,456 $ 1,366 The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the unaudited condensed consolidated balance sheets: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Balance at beginning of period $ 102,337 $ 57,043 $ 81,248 $ 41,138 Provision for current expected credit losses 8,324 10,945 29,413 26,814 Recoveries — — — 36 Balance at end of period $ 110,661 $ 67,988 $ 110,661 $ 67,988 |
Financing receivable, past due | The following table presents the aging of the amortized cost of customer notes receivable: As of As of (in thousands) 1-90 days past due $ 147,369 $ 91,668 91-180 days past due 32,861 16,859 Greater than 180 days past due 62,252 14,504 Total past due 242,482 123,031 Not past due 3,565,146 2,539,276 Total $ 3,807,628 $ 2,662,307 |
Financing receivable amortized cost of customer notes receivable | The following table presents the amortized cost by origination year of our customer notes receivable based on payment activity: Amortized Cost by Origination Year 2023 2022 2021 2020 2019 Prior Total (in thousands) Payment performance: Performing $ 1,237,601 $ 1,360,949 $ 703,184 $ 215,362 $ 111,257 $ 117,023 $ 3,745,376 Nonperforming (1) 1,655 26,752 16,337 4,979 4,543 7,986 62,252 Total $ 1,239,256 $ 1,387,701 $ 719,521 $ 220,341 $ 115,800 $ 125,009 $ 3,807,628 (1) A nonperforming loan is a loan in which the customer is in default and has not made any scheduled principal or interest payments for 181 days or more. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | The following table presents the detail of long-term debt, net as recorded in the unaudited condensed consolidated balance sheets: Nine Months Ended As of September 30, 2023 Year Ended As of December 31, 2022 Long-term Current Long-term Current (in thousands, except interest rates) SEI 0.25% convertible senior notes 0.71 % $ 575,000 $ — 0.71 % $ 575,000 $ — 2.625% convertible senior notes 3.03 % 600,000 — 3.11 % 600,000 — Debt discount, net (20,471) — (24,324) — Deferred financing costs, net (802) — (920) — Sunnova Energy Corporation Notes payable 5.54 % — 5,878 — — 5.875% senior notes 6.55 % 400,000 — 6.52 % 400,000 — 11.75% senior notes 9.92 % 400,000 — — — Debt discount, net (13,833) — (3,767) — Deferred financing costs, net (13,080) — (7,339) — EZOP Revolving credit facility 8.65 % 639,500 — 5.10 % 500,000 — Debt discount, net (343) — (532) — HELII Solar asset-backed notes 5.66 % 194,933 9,065 5.69 % 204,016 8,632 Debt discount, net (26) — (30) — Deferred financing costs, net (3,090) — (3,591) — RAYSI Solar asset-backed notes 5.55 % 106,666 6,280 5.54 % 105,878 9,957 Debt discount, net (807) — (960) — Deferred financing costs, net (3,120) — (3,451) — HELIII Solar loan-backed notes 4.45 % 87,862 10,095 4.42 % 94,247 10,438 Debt discount, net (1,318) — (1,536) — Deferred financing costs, net (1,265) — (1,474) — TEPH Revolving credit facility 9.99 % 766,000 — 7.74 % 425,700 — Debt discount, net (1,320) — (2,043) — SOLI Solar asset-backed notes 3.91 % 339,489 13,672 3.92 % 348,962 16,063 Debt discount, net (77) — (87) — Deferred financing costs, net (6,035) — (6,827) — HELIV Solar loan-backed notes 4.17 % 99,165 11,011 4.15 % 105,655 11,494 Debt discount, net (453) — (564) — Deferred financing costs, net (2,114) — (2,609) — AP8 Revolving credit facility 9.50 % — 213,400 20.52 % 74,535 465 SOLII Solar asset-backed notes 3.42 % 224,368 7,340 3.41 % 232,276 6,409 Debt discount, net (58) — (64) — Deferred financing costs, net (4,106) — (4,576) — HELV Solar loan-backed notes 2.50 % 136,508 13,709 2.47 % 143,940 14,367 Debt discount, net (577) — (690) — Deferred financing costs, net (2,234) — (2,661) — SOLIII Solar asset-backed notes 2.81 % 261,947 16,763 2.78 % 275,779 16,632 Debt discount, net (106) — (117) — Deferred financing costs, net (5,061) — (5,616) — HELVI Solar loan-backed notes 2.11 % 162,708 13,733 2.08 % 167,669 16,770 Debt discount, net (34) — (40) — Deferred financing costs, net (2,488) — (2,909) — HELVII Solar loan-backed notes 2.54 % 125,045 10,384 2.50 % 126,856 16,058 Debt discount, net (33) — (38) — Deferred financing costs, net (1,898) — (2,193) — HELVIII Solar loan-backed notes 3.63 % 243,105 22,967 3.54 % 250,014 31,099 Debt discount, net (4,579) — (5,267) — Deferred financing costs, net (3,570) — (4,080) — SOLIV Solar asset-backed notes 5.91 % 329,677 8,355 5.76 % 338,251 8,080 Debt discount, net (9,885) — (11,190) — Deferred financing costs, net (7,077) — (7,996) — HELIX Solar loan-backed notes 5.65 % 191,394 23,945 5.46 % 193,837 29,632 Debt discount, net (3,171) — (3,589) — Deferred financing costs, net (2,931) — (3,303) — HELX Solar loan-backed notes 7.29 % 200,868 22,671 6.23 % 162,301 18,335 Debt discount, net (18,035) — (12,459) — Deferred financing costs, net (3,268) — (3,319) — IS Revolving credit facility 8.67 % 30,100 — — — SOLV Solar asset-backed notes 6.90 % 314,261 7,554 — — Debt discount, net (16,344) — — — Deferred financing costs, net (7,054) — — — HELXI Solar loan-backed notes 6.25 % 251,057 29,644 — — Debt discount, net (12,451) — — — Deferred financing costs, net (5,494) — — — HELXII Solar loan-backed notes 6.67 % 215,462 23,667 — — Debt discount, net (13,724) — — — Deferred financing costs, net (4,495) — — — AP9 Revolving credit facility 11.79 % 13,096 — — — Debt discount, net (650) — — — Total $ 6,710,734 $ 470,133 $ 5,194,755 $ 214,431 |
Schedule of carrying values and estimated fair values of debt instruments | Fair Values of Long-Term Debt . The fair values of our long-term debt and the corresponding carrying amounts are as follows: As of September 30, 2023 As of December 31, 2022 Carrying Estimated Carrying Estimated (in thousands) SEI 0.25% convertible senior notes $ 575,000 $ 510,607 $ 575,000 $ 511,733 SEI 2.625% convertible senior notes 600,000 561,077 600,000 574,693 Sunnova Energy Corporation notes payable 5,878 5,878 — — Sunnova Energy Corporation 5.875% senior notes 400,000 358,407 400,000 359,283 Sunnova Energy Corporation 11.75% senior notes 400,000 399,397 — — EZOP revolving credit facility 639,500 639,500 500,000 500,000 HELII solar asset-backed notes 203,998 190,769 212,648 206,045 RAYSI solar asset-backed notes 112,946 98,595 115,835 104,594 HELIII solar loan-backed notes 97,957 85,697 104,685 93,706 TEPH revolving credit facility 766,000 766,000 425,700 425,700 SOLI solar asset-backed notes 353,161 299,219 365,025 313,174 HELIV solar loan-backed notes 110,176 95,114 117,149 100,913 AP8 revolving credit facility 213,400 213,400 75,000 75,000 SOLII solar asset-backed notes 231,708 184,006 238,685 189,728 HELV solar loan-backed notes 150,217 128,945 158,307 135,408 SOLIII solar asset-backed notes 278,710 226,217 292,411 237,425 HELVI solar loan-backed notes 176,441 149,601 184,439 157,289 HELVII solar loan-backed notes 135,429 116,533 142,914 124,476 HELVIII solar loan-backed notes 266,072 233,492 281,113 252,483 SOLIV solar asset-backed notes 338,032 315,855 346,331 334,335 HELIX solar loan-backed notes 215,339 198,336 223,469 210,070 HELX solar loan-backed notes 223,539 217,342 180,636 183,165 IS revolving credit facility 30,100 30,100 — — SOLV solar asset-backed notes 321,815 307,706 — — HELXI solar loan-backed notes 280,701 268,627 — — HELXII solar loan-backed notes 239,129 235,836 — — AP9 revolving credit facility 13,096 13,096 — — Total (1) $ 7,378,344 $ 6,849,352 $ 5,539,347 $ 5,089,220 (1) Amounts exclude the net deferred financing costs (classified as debt) and net debt discounts of $197.5 million and $130.2 million as of September 30, 2023 and December 31, 2022, respectively. |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Outstanding derivative instruments | The following table presents a summary of the outstanding derivative instruments: As of September 30, 2023 As of December 31, 2022 Effective Termination Fixed Aggregate Effective Termination Fixed Aggregate (in thousands, except interest rates) EZOP July 2023 - September 2023 September 2029 - November 2035 2.000% $ 575,550 June 2022 - July 2034 0.890% $ 489,477 TEPH July 2022 - September 2023 October 2031 - October 2041 2.620% - 4.035% 743,740 July 2022 - January 2035 - 1.520% - 2.630% 383,749 AP8 November 2022 - August 2023 September 2025 4.250% 215,000 November 2022 September 2025 4.250% 75,000 AP9 September 2023 September 2027 4.250% 25,000 — Total $ 1,559,290 $ 948,226 |
Fair value of interest rate swaps | The following table presents the fair value of the interest rate swaps and caps as recorded in the unaudited condensed consolidated balance sheets: As of As of (in thousands) Other assets $ 129,643 $ 112,712 Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Realized gain $ (17,753) $ (1,928) $ (33,522) $ (47,434) Unrealized gain (18,219) (26,563) (10,208) (27,580) Total $ (35,972) $ (28,491) $ (43,730) $ (75,014) |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock option activity | The following table summarizes stock option activity: Number Weighted Weighted Weighted Aggregate (in thousands) Outstanding, December 31, 2022 3,259,459 $ 18.48 4.75 $ 10,341 Granted 1,017,493 $ 15.01 9.49 $ 8.82 Exercised (36,360) $ 13.11 $ 182 Forfeited (140,680) $ 21.96 $ 11.70 Outstanding, September 30, 2023 4,099,912 $ 17.54 5.19 $ 102 Exercisable, September 30, 2023 2,656,858 $ 16.44 3.07 $ 102 Vested and expected to vest, September 30, 2023 4,099,912 $ 17.54 5.19 $ 102 Non-vested, September 30, 2023 1,443,054 $ 10.78 |
Restricted stock unit activity | The following table summarizes restricted stock unit activity: Number of Weighted Outstanding, December 31, 2022 1,609,615 $ 20.62 Granted 2,085,532 $ 14.67 Vested (961,682) $ 17.88 Forfeited (311,648) $ 17.94 Outstanding, September 30, 2023 2,421,817 $ 16.93 |
Basic and Diluted Net Loss Pe_2
Basic and Diluted Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net loss per share | The following table sets forth the computation of our basic and diluted net loss per share: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands, except share and per share amounts) Net loss attributable to stockholders—basic and diluted $ (63,147) $ (64,543) $ (230,321) $ (140,738) Net loss per share attributable to stockholders—basic and diluted $ (0.53) $ (0.56) $ (1.97) $ (1.23) Weighted average common shares outstanding—basic and diluted 119,554,008 114,816,879 116,971,318 114,293,251 |
Schedule of antidilutive weighted average shares | The following table presents the weighted average shares of common stock equivalents that were excluded from the computation of diluted net loss per share for the periods presented because including them would have been anti-dilutive: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Equity-based compensation awards 6,400,263 5,033,658 5,971,205 4,906,182 Convertible senior notes 34,150,407 25,294,010 34,150,407 19,548,462 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of performance guarantee obligations | The changes in our aggregate performance guarantee obligations are as follows: Nine Months Ended 2023 2022 (in thousands) Balance at beginning of period $ 4,845 $ 5,293 Accruals 3,620 1,811 Settlements (2,855) (3,170) Balance at end of period $ 5,610 $ 3,934 |
Lease expense | The following table presents the detail of lease expense as recorded in general and administrative expense in the unaudited condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) Operating lease expense $ 754 $ 676 $ 2,138 $ 2,061 Finance lease expense: Amortization expense 308 201 787 562 Interest on lease liabilities 31 15 69 42 Short-term lease expense 62 37 128 97 Variable lease expense 367 190 835 712 Total $ 1,522 $ 1,119 $ 3,957 $ 3,474 Other information related to leases was as follows: Nine Months Ended 2023 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (1) $ 2,187 $ 1,242 Operating cash flows from finance leases $ 69 $ 42 Financing cash flows from finance leases $ 725 $ 601 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 703 $ 226 Finance leases $ 1,835 $ 758 (1) Includes reimbursements in 2023 and 2022 of approximately $225,000 and $45,000, respectively, for leasehold improvements. As of As of Weighted average remaining lease term (years): Operating leases 5.74 6.60 Finance leases 3.06 2.86 Weighted average discount rate: Operating leases 4.07 % 3.95 % Finance leases 5.81 % 4.37 % |
Lease assets and liabilities | The following table presents the detail of right-of-use assets and lease liabilities as recorded in other assets other current liabilities other long-term liabilities As of As of (in thousands) Right-of-use assets: Operating leases $ 13,805 $ 14,706 Finance leases 3,523 2,476 Total right-of-use assets $ 17,328 $ 17,182 Current lease liabilities: Operating leases $ 2,845 $ 2,451 Finance leases 1,156 796 Long-term leases liabilities: Operating leases 14,406 15,751 Finance leases 1,393 957 Total lease liabilities $ 19,800 $ 19,955 |
Operating lease, future minimum lease payments | Future minimum lease payments under our non-cancelable leases as of September 30, 2023 were as follows: Operating Finance (in thousands) Remaining 2023 $ 894 $ 351 2024 3,496 1,180 2025 3,392 716 2026 3,236 370 2027 3,304 147 2028 and thereafter 5,485 — Total 19,807 2,764 Amount representing interest (2,160) (215) Amount representing leasehold incentives (396) — Present value of future payments 17,251 2,549 Current portion of lease liability (2,845) (1,156) Long-term portion of lease liability $ 14,406 $ 1,393 |
Other commitments | Dealer Commitments. As of September 30, 2023 and December 31, 2022, the net unamortized balance of payments to dealers for exclusivity and other similar arrangements was $171.4 million and $121.3 million, respectively. Under these agreements, we paid $55.0 million and $33.6 million during the nine months ended September 30, 2023 and 2022, respectively. We could be obligated to make maximum payments, excluding additional amounts payable on a per watt basis if even higher thresholds are met, as follows: Dealer (in thousands) Remaining 2023 $ 7,845 2024 78,529 2025 60,561 2026 36,904 2027 30,000 2028 and thereafter — Total $ 213,839 |
Future commitments | Future commitments as of September 30, 2023 were as follows: Information (in thousands) Remaining 2023 $ 22,649 2024 10,181 2025 4,282 2026 2,561 2027 3,300 2028 and thereafter — Total $ 42,973 |
Description of Business and B_2
Description of Business and Basis of Presentation - (Details) customer in Thousands, $ in Billions | 9 Months Ended | 50 Months Ended |
Sep. 30, 2023 state customer renewalOption | Sep. 30, 2023 USD ($) state | |
Subsidiary, Sale of Stock [Line Items] | ||
Number of customers | customer | 386 | |
Number of states in which entity operates (more than) | state | 45 | 45 |
Maximum renewal term | 10 years | |
Equity cure contribution | $ | $ 14.5 | |
Solar Service Agreement | Minimum | ||
Subsidiary, Sale of Stock [Line Items] | ||
Agreement term | 10 years | |
Solar Service Agreement | Maximum | ||
Subsidiary, Sale of Stock [Line Items] | ||
Agreement term | 25 years | |
Lease and Power Purchase Agreement (PPA) | Lease Agreement, Option One | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of options to renew term | 2 | |
Renewal term | 5 years | |
Lease and Power Purchase Agreement (PPA) | Lease Agreement, Option Two | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of options to renew term | 1 | |
Renewal term | 10 years | |
Ancillary Products | Minimum | ||
Subsidiary, Sale of Stock [Line Items] | ||
Agreement term | 1 year | |
Ancillary Products | Maximum | ||
Subsidiary, Sale of Stock [Line Items] | ||
Agreement term | 20 years |
Description of Business and B_3
Description of Business and Basis of Presentation - Consolidated Balance Sheets Revision (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 |
Change in Accounting Estimate [Line Items] | |||||
Other assets | $ 986,930 | $ 961,891 | $ 912,529 | $ 797,253 | $ 660,981 |
Accumulated deficit | $ (191,513) | $ (364,782) | (395,178) | (382,826) | (425,004) |
As Previously Reported | |||||
Change in Accounting Estimate [Line Items] | |||||
Other assets | 920,634 | 802,862 | 662,456 | ||
Accumulated deficit | (387,073) | (377,217) | (423,529) | ||
Revisions | |||||
Change in Accounting Estimate [Line Items] | |||||
Other assets | (8,105) | (5,609) | (1,475) | ||
Accumulated deficit | $ (8,105) | $ (5,609) | $ (1,475) |
Description of Business and B_4
Description of Business and Basis of Presentation - Consolidated Statements of Operations Revision (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Change in Accounting Estimate [Line Items] | |||||||
Interest expense, net | $ 57,601 | $ 20,824 | $ 24,571 | $ (1,015) | $ 23,556 | $ 200,155 | $ 44,380 |
Loss before income tax | (65,788) | (32,348) | (13,831) | (22,104) | (35,935) | (269,222) | (68,283) |
Net loss | (56,463) | (32,348) | (13,831) | (22,104) | (35,935) | (267,590) | (68,283) |
Net loss attributable to stockholders | $ (63,147) | $ (64,543) | $ (41,137) | $ (35,058) | $ (76,195) | $ (230,321) | $ (140,738) |
Net loss per share attributable to stockholders - basic (in USD per share) | $ (0.53) | $ (0.56) | $ (0.36) | $ (0.31) | $ (0.67) | $ (1.97) | $ (1.23) |
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (0.53) | $ (0.56) | $ (0.36) | $ (0.31) | $ (0.67) | $ (1.97) | $ (1.23) |
As Previously Reported | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Interest expense, net | $ 18,328 | $ 20,437 | $ (2,490) | $ 17,947 | $ 36,275 | ||
Loss before income tax | (29,852) | (9,697) | (20,629) | (30,326) | (60,178) | ||
Net loss | (29,852) | (9,697) | (20,629) | (30,326) | (60,178) | ||
Net loss attributable to stockholders | $ (62,047) | $ (37,003) | $ (33,583) | $ (70,586) | $ (132,633) | ||
Net loss per share attributable to stockholders - basic (in USD per share) | $ (0.54) | $ (0.32) | $ (0.30) | $ (0.62) | $ (1.16) | ||
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (0.54) | $ (0.32) | $ (0.30) | $ (0.62) | $ (1.16) | ||
Revisions | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Interest expense, net | $ 2,496 | $ 4,134 | $ 1,475 | $ 5,609 | $ 8,105 | ||
Loss before income tax | (2,496) | (4,134) | (1,475) | (5,609) | (8,105) | ||
Net loss | (2,496) | (4,134) | (1,475) | (5,609) | (8,105) | ||
Net loss attributable to stockholders | $ (2,496) | $ (4,134) | $ (1,475) | $ (5,609) | $ (8,105) | ||
Net loss per share attributable to stockholders - basic (in USD per share) | $ (0.02) | $ (0.04) | $ (0.01) | $ (0.05) | $ (0.07) | ||
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (0.02) | $ (0.04) | $ (0.01) | $ (0.05) | $ (0.07) |
Description of Business and B_5
Description of Business and Basis of Presentation - Consolidated Statement of Cash Flows Revision (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Change in Accounting Estimate [Line Items] | |||||||
Net loss | $ (56,463) | $ (32,348) | $ (13,831) | $ (22,104) | $ (35,935) | $ (267,590) | $ (68,283) |
Unrealized gain on derivatives | (33,874) | (1,017) | (10,208) | (27,580) | |||
Net cash used in operating activities | (92,129) | (162,343) | $ (194,791) | (265,795) | |||
As Previously Reported | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Net loss | (29,852) | (9,697) | (20,629) | (30,326) | (60,178) | ||
Unrealized gain on derivatives | (35,349) | (6,626) | (35,685) | ||||
Net cash used in operating activities | (92,129) | (162,343) | (265,795) | ||||
Revisions | |||||||
Change in Accounting Estimate [Line Items] | |||||||
Net loss | $ (2,496) | $ (4,134) | (1,475) | (5,609) | (8,105) | ||
Unrealized gain on derivatives | 1,475 | 5,609 | 8,105 | ||||
Net cash used in operating activities | $ 0 | $ 0 | $ 0 |
Description of Business and B_6
Description of Business and Basis of Presentation - Consolidated Statements of Redeemable Noncontrolling Interests and Equity Revision (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' equity, beginning balance | $ 1,888,044 | $ 1,767,262 | $ 1,721,713 | $ 1,620,584 | $ 1,505,948 | $ 1,476,277 |
Net loss attributable to stockholders | (47,748) | (101,641) | (89,942) | (30,841) | (18,394) | (19,672) |
Equity in subsidiaries attributable to parent | 96,524 | 111,121 | 21,528 | 1,240 | 10,168 | 173 |
Other, net | (1,576) | (1,073) | (110) | (854) | (2,011) | 174 |
Stockholders' equity, ending balance | 2,077,794 | 1,888,044 | 1,767,262 | 1,591,841 | 1,620,584 | 1,505,948 |
Accumulated Deficit | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' equity, beginning balance | (272,186) | (366,972) | (364,782) | (382,826) | (425,004) | (459,715) |
Net loss attributable to stockholders | (63,147) | (86,091) | (81,083) | (64,543) | (41,137) | (35,058) |
Equity in subsidiaries attributable to parent | 143,820 | 180,877 | 78,893 | 52,191 | 83,316 | 69,769 |
Other, net | (1) | |||||
Stockholders' equity, ending balance | $ (191,513) | $ (272,186) | $ (366,972) | (395,178) | (382,826) | (425,004) |
Accumulated Deficit | As Previously Reported | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' equity, beginning balance | (377,217) | (423,529) | (459,715) | |||
Net loss attributable to stockholders | (62,047) | (37,003) | (33,583) | |||
Equity in subsidiaries attributable to parent | 52,191 | 83,316 | 69,769 | |||
Other, net | (1) | |||||
Stockholders' equity, ending balance | (387,073) | (377,217) | (423,529) | |||
Accumulated Deficit | Revisions | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' equity, beginning balance | (5,609) | (1,475) | 0 | |||
Net loss attributable to stockholders | (2,496) | (4,134) | (1,475) | |||
Equity in subsidiaries attributable to parent | 0 | 0 | 0 | |||
Other, net | 0 | |||||
Stockholders' equity, ending balance | $ (8,105) | $ (5,609) | $ (1,475) |
Significant Accounting Polici_4
Significant Accounting Policies - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Balance at beginning of period | $ 2,143 | $ 1,198 | $ 1,676 | $ 1,044 |
Provision for current expected credit losses | 1,474 | 802 | 3,579 | 1,891 |
Write off of uncollectible accounts | (1,257) | (717) | (3,005) | (1,769) |
Recoveries | 96 | 83 | 206 | 200 |
Balance at end of period | $ 2,456 | $ 1,366 | $ 2,456 | $ 1,366 |
Significant Accounting Polici_5
Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Inventory | $ 137,674 | $ 152,113 |
Energy storage systems and components | ||
Inventory [Line Items] | ||
Inventory | 69,082 | 74,968 |
Homebuilder construction in progress | ||
Inventory [Line Items] | ||
Inventory | 43,179 | 43,116 |
Modules and inverters | ||
Inventory [Line Items] | ||
Inventory | 23,872 | 32,798 |
Meters and modems | ||
Inventory [Line Items] | ||
Inventory | 1,541 | 1,166 |
Other | ||
Inventory [Line Items] | ||
Inventory | $ 0 | $ 65 |
Significant Accounting Polici_6
Significant Accounting Policies - Schedule of Fair Value of Recurring Financial Instruments (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Financial assets: | ||
Investments in solar receivables | $ 64,250 | $ 72,171 |
Derivative assets | 129,643 | 112,712 |
Total assets | 193,893 | 184,883 |
Financial liabilities: | ||
Contingent consideration | 12,874 | 26,787 |
Total liabilities | 12,874 | 26,787 |
Fair Value, Inputs, Level 1 | ||
Financial assets: | ||
Investments in solar receivables | 0 | 0 |
Derivative assets | 0 | 0 |
Total assets | 0 | 0 |
Financial liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 | ||
Financial assets: | ||
Investments in solar receivables | 0 | 0 |
Derivative assets | 129,643 | 112,712 |
Total assets | 129,643 | 112,712 |
Financial liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Fair Value, Inputs, Level 3 | ||
Financial assets: | ||
Investments in solar receivables | 64,250 | 72,171 |
Derivative assets | 0 | 0 |
Total assets | 64,250 | 72,171 |
Financial liabilities: | ||
Contingent consideration | 12,874 | 26,787 |
Total liabilities | $ 12,874 | $ 26,787 |
Significant Accounting Polici_7
Significant Accounting Policies - Schedule of Investment in Solar Receivables Fair Value (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 72,171 | $ 82,658 |
Additions | 969 | 0 |
Settlements | (8,931) | (8,090) |
Gain (loss) recognized in earnings | 41 | (2,912) |
Balance at end of period | $ 64,250 | $ 71,656 |
Significant Accounting Polici_8
Significant Accounting Policies - Schedule of changes in fair value of liabilities accounted for an a recurring basis (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Operating Income (Expense), Net | Other Operating Income (Expense), Net |
Contingent Consideration Liability | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Balance at beginning of period | $ 26,787 | $ 67,895 |
Settlements | (10,831) | (16,014) |
Gain recognized in earnings | (3,082) | (6,720) |
Balance at end of period | $ 12,874 | $ 45,161 |
Significant Accounting Polici_9
Significant Accounting Policies - Schedule of Fair Value Unobservable Inputs (Details) - Fair Value, Inputs, Level 3 - Weighted Average | Sep. 30, 2023 |
Volatility | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 35% |
Revenue risk premium | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 15% |
Discount rate | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 5.25% |
Contingent consideration - microgrid earnout | 5.25% |
Probability of success | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - microgrid earnout | 10% |
Significant Accounting Polic_10
Significant Accounting Policies - Schedule of Detailed Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 198,398 | $ 149,364 | $ 526,471 | $ 362,098 |
PPA revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 38,300 | 31,891 | 99,201 | 84,235 |
Lease revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 37,966 | 25,912 | 103,468 | 71,717 |
Inventory sales revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 51,356 | 45,528 | 137,762 | 99,773 |
Service revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 19,323 | 4,309 | 55,282 | 7,024 |
Solar renewable energy certificate revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 16,136 | 16,241 | 38,982 | 37,172 |
Cash sales revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 24,284 | 18,933 | 62,827 | 45,695 |
Loan revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9,283 | 5,012 | 24,538 | 12,582 |
Other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,750 | $ 1,538 | $ 4,411 | $ 3,900 |
Significant Accounting Polic_11
Significant Accounting Policies - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) kWh FICO_score renewalOption | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Disaggregation of Revenue [Line Items] | ||||||
Average age of solar systems | 4 years | |||||
Inventory | $ 137,674 | $ 137,674 | $ 152,113 | |||
Threshold period past due, writeoff | 180 days | 180 days | ||||
Deferred revenue | $ 910,508 | $ 910,508 | 615,623 | $ 297,800 | ||
Revenue recognized | 28,800 | $ 12,300 | ||||
Self-insured claims liability | 4,300 | 4,300 | ||||
Revenue | 198,398 | $ 149,364 | 526,471 | 362,098 | ||
Income tax benefit | 9,325 | 0 | 1,632 | 0 | ||
Noncontrolling interests | 519,876 | 519,876 | 448,637 | |||
Solar Renewable Energy Certificates | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Inventory | 0 | 0 | 0 | |||
PPA revenue | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | 38,300 | 31,891 | $ 99,201 | 84,235 | ||
PPA revenue | Lease Agreement, Option One | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Renewal term | 5 years | |||||
Number of options to renew term | renewalOption | 2 | |||||
PPA revenue | Lease Agreement, Option Two | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Renewal term | 10 years | |||||
Number of options to renew term | renewalOption | 1 | |||||
PPA revenue | Minimum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 20 years | |||||
PPA revenue | Maximum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 25 years | |||||
Renewal term | 10 years | |||||
Lease revenue | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | 37,966 | 25,912 | $ 103,468 | 71,717 | ||
Lease revenue | Lease Agreement, Option One | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Renewal term | 5 years | |||||
Number of options to renew term | renewalOption | 2 | |||||
Lease revenue | Lease Agreement, Option Two | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Renewal term | 10 years | |||||
Number of options to renew term | renewalOption | 1 | |||||
Lease revenue | Minimum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 20 years | |||||
Lease revenue | Maximum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 25 years | |||||
Renewal term | 10 years | |||||
Solar renewable energy certificate revenue | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Energy per certificate (in kWhs) | kWh | 1,000 | |||||
Typical period for receiving payment | 1 month | |||||
Revenue | 16,136 | 16,241 | $ 38,982 | 37,172 | ||
Service revenue | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 10 years | |||||
Revenue | 19,323 | 4,309 | $ 55,282 | 7,024 | ||
Loan revenue | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Deferred revenue | 871,981 | 871,981 | $ 586,128 | |||
Revenue | 9,283 | $ 5,012 | $ 24,538 | $ 12,582 | ||
Loan revenue | Minimum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 10 years | |||||
Minimum FICO score required for customer to qualify for program | FICO_score | 600 | |||||
Loan revenue | Median | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 15 years | |||||
Loan revenue | Maximum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Agreement term | 25 years | |||||
Minimum FICO score required for customer to qualify for program | FICO_score | 710 | |||||
Investment Tax Credits | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | $ 14,400 | |||||
Income tax benefit | 11,800 | |||||
Noncontrolling interests | $ 2,600 | $ 2,600 |
Significant Accounting Polic_12
Significant Accounting Policies - Performance Obligations (Details) $ in Billions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Contracted but not yet recognized revenue | $ 4.7 |
Performance obligation, description of timing | We do not expect the annual recognition to vary significantly over approximately the next 20 years as the vast majority of existing solar service agreements have at least 20 years remaining |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Contracted but not yet recognized revenue | 3% |
Contracted but not yet recognized revenue, expected timing of satisfaction | 12 months |
Significant Accounting Polic_13
Significant Accounting Policies - Deferred Revenue (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | $ 910,508 | $ 615,623 | $ 297,800 |
Deferred revenue included in other current liabilities | 46,403 | 30,172 | |
Loans | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | 871,981 | 586,128 | |
PPAs and leases | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | 34,122 | 24,893 | |
Solar receivables | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | $ 4,405 | $ 4,602 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,634,640 | $ 4,192,983 |
Less: accumulated depreciation | (515,613) | (408,182) |
Property and equipment, net | $ 5,119,027 | 3,784,801 |
Solar energy systems and energy storage systems | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 35 years | |
Property and equipment, gross | $ 4,826,091 | 3,719,727 |
Less: accumulated depreciation | (451,900) | (360,100) |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 619,171 | 329,893 |
Asset retirement obligations | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 30 years | |
Property and equipment, gross | $ 71,125 | 57,063 |
Information technology systems | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 3 years | |
Property and equipment, gross | $ 102,170 | 72,797 |
Computers and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,944 | 4,976 |
Computers and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 3 years | |
Computers and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,170 | 5,558 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 3 years | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 6 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 7 years | |
Property and equipment, gross | $ 1,172 | 1,172 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,640 | 1,640 |
Vehicles | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 4 years | |
Vehicles | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 5 years | |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 157 | $ 157 |
Other | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 5 years | |
Other | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 6 years |
Detail of Certain Balance She_3
Detail of Certain Balance Sheet Captions - Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Inventory | $ 137,674 | $ 152,113 | |
Current portion of customer notes receivable | 165,884 | 114,910 | |
Restricted cash | 30,307 | 51,733 | $ 14,584 |
Prepaid assets | 28,805 | 17,492 | |
Deferred receivables | 12,984 | 7,392 | |
Current portion of investments in solar receivables | 7,618 | 7,107 | |
Other | 689 | 553 | |
Other current assets, net of allowance of $4,276 and $3,250 as of September 30, 2023 and December 31, 2022, respectively | $ 383,961 | $ 351,300 |
Detail of Certain Balance She_4
Detail of Certain Balance Sheet Captions - Other Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Construction in progress - customer notes receivable | $ 190,019 | $ 382,611 | |||
Restricted cash | 226,858 | 133,584 | $ 112,676 | ||
Exclusivity and other bonus arrangements with dealers, net | 171,402 | 121,313 | |||
Investments in solar receivables | 56,632 | 65,064 | |||
Straight-line revenue adjustment, net | 60,059 | 53,086 | |||
Other | 281,960 | 206,233 | |||
Total | $ 986,930 | $ 961,891 | $ 912,529 | $ 797,253 | $ 660,981 |
Detail of Certain Balance She_5
Detail of Certain Balance Sheet Captions - Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Interest payable | $ 36,041 | $ 35,258 |
Deferred revenue | 46,403 | 30,172 |
Current portion of operating and finance lease liability | 4,001 | 3,247 |
Current portion of performance guarantee obligations | 2,675 | 2,495 |
Other | 7,829 | 334 |
Total | $ 96,949 | $ 71,506 |
Asset Retirement Obligations _3
Asset Retirement Obligations ("ARO") (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Asset retirement obligation, useful life | 30 years | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Balance at beginning of period | $ 69,869 | $ 54,396 |
Additional obligations incurred | 14,106 | 7,962 |
Accretion expense | 3,491 | 2,687 |
Other | (61) | (79) |
Balance at end of period | $ 87,405 | $ 64,966 |
Customer Notes Receivable - Nar
Customer Notes Receivable - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | May 31, 2023 | Dec. 31, 2022 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Loan systems not yet placed in service | $ 190,000,000 | $ 190,000,000 | $ 382,600,000 | |||
Interest income | 30,590,000 | $ 16,185,000 | 81,670,000 | $ 40,428,000 | ||
Customer notes receivable not accruing interest | 25,800,000 | 25,800,000 | 12,600,000 | |||
Customer notes receivable not accruing interest, allowance | 568,000 | 568,000 | 278,000 | |||
Interest income for nonaccrual loans | 0 | 0 | ||||
Amortized cost | 69,300,000 | 69,300,000 | 31,400,000 | |||
Asset-backed Securities, 2023-A, Class B | HELXI | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Principal amount of debt issued | $ 80,100,000 | |||||
Customer notes receivable | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Interest income | 26,800,000 | 15,100,000 | 69,900,000 | 39,100,000 | ||
Accrued investment income receivable | 25,800,000 | 25,800,000 | $ 10,200,000 | |||
Accrued investment income receivable, written off | $ 15,000 | $ 8,000 | $ 32,000 | $ 505,000 | ||
Loan revenue | Minimum | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Agreement term | 10 years | |||||
Loan revenue | Median | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Agreement term | 15 years | |||||
Loan revenue | Maximum | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Agreement term | 25 years |
Customer Notes Receivable - Sch
Customer Notes Receivable - Schedule of Customer Notes Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Customer notes receivable | $ 3,807,628 | $ 2,662,307 | ||||
Allowance for credit losses | (110,661) | $ (102,337) | (81,248) | $ (67,988) | $ (57,043) | $ (41,138) |
Carrying Value | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Customer notes receivable | 3,696,967 | 2,581,059 | ||||
Estimated Fair Value | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Customer notes receivable | $ 3,609,218 | $ 2,554,948 |
Customer Notes Receivable - S_2
Customer Notes Receivable - Schedule of Changes in Allowances for Credit Losses Related to Customer Notes Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Balance at beginning of period | $ 102,337 | $ 57,043 | $ 81,248 | $ 41,138 |
Provision for current expected credit losses | 8,324 | 10,945 | 29,413 | 26,814 |
Recoveries | 0 | 0 | 0 | 36 |
Balance at end of period | $ 110,661 | $ 67,988 | $ 110,661 | $ 67,988 |
Customer Notes Receivable - S_3
Customer Notes Receivable - Schedule of Aged Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | $ 3,807,628 | $ 2,662,307 |
Total past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 242,482 | 123,031 |
1-90 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 147,369 | 91,668 |
91-180 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 32,861 | 16,859 |
Greater than 180 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 62,252 | 14,504 |
Not past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | $ 3,565,146 | $ 2,539,276 |
Customer Notes Receivable - S_4
Customer Notes Receivable - Schedule of Amortized cost of Customer Notes Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | $ 1,239,256 | |
2022 | 1,387,701 | |
2021 | 719,521 | |
2020 | 220,341 | |
2019 | 115,800 | |
Prior | 125,009 | |
Total | 3,807,628 | $ 2,662,307 |
Performing | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | 1,237,601 | |
2022 | 1,360,949 | |
2021 | 703,184 | |
2020 | 215,362 | |
2019 | 111,257 | |
Prior | 117,023 | |
Total | 3,745,376 | |
Nonperforming | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | 1,655 | |
2022 | 26,752 | |
2021 | 16,337 | |
2020 | 4,979 | |
2019 | 4,543 | |
Prior | 7,986 | |
Total | $ 62,252 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Dec. 31, 2022 | Aug. 31, 2023 | Jun. 30, 2023 | |
Debt Instrument [Line Items] | ||||
Long-term debt, non-current | $ 6,710,734 | $ 5,194,755 | ||
Long-term debt, current | 470,133 | 214,431 | ||
SEI | Convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (20,471) | (24,324) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (802) | (920) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SEI | Convertible senior notes | 0.25% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 0.25% | |||
Weighted average effective interest rate | 0.71% | 0.71% | ||
Long-term debt, gross, non-current | $ 575,000 | $ 575,000 | ||
Long-term debt, gross, current | $ 0 | $ 0 | ||
SEI | Convertible senior notes | 2.625% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 2.625% | |||
Weighted average effective interest rate | 3.03% | 3.11% | ||
Long-term debt, gross, non-current | $ 600,000 | $ 600,000 | ||
Long-term debt, gross, current | 0 | 0 | ||
Sunnova Energy Corporation | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (13,833) | (3,767) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (13,080) | (7,339) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
Sunnova Energy Corporation | Notes payable | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 7.49% | 7.49% | 7.24% | |
Weighted average effective interest rate | 5.54% | |||
Long-term debt, gross, non-current | $ 0 | $ 0 | ||
Long-term debt, gross, current | $ 5,878 | $ 0 | ||
Sunnova Energy Corporation | Senior notes | 5.875% senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 5.875% | |||
Weighted average effective interest rate | 6.55% | 6.52% | ||
Long-term debt, gross, non-current | $ 400,000 | $ 400,000 | ||
Long-term debt, gross, current | $ 0 | $ 0 | ||
Sunnova Energy Corporation | Senior notes | 11.75% senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 11.75% | |||
Weighted average effective interest rate | 9.92% | |||
Long-term debt, gross, non-current | $ 400,000 | $ 0 | ||
Long-term debt, gross, current | 0 | 0 | ||
EZOP | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (343) | (532) | ||
Debt discount, net, current | $ 0 | $ 0 | ||
EZOP | Line of credit | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 8.65% | 5.10% | ||
Long-term debt, gross, non-current | $ 639,500 | $ 500,000 | ||
Long-term debt, gross, current | 0 | 0 | ||
HELII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (26) | (30) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (3,090) | (3,591) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELII | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 5.66% | 5.69% | ||
Long-term debt, gross, non-current | $ 194,933 | $ 204,016 | ||
Long-term debt, gross, current | 9,065 | 8,632 | ||
RAYSI | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (807) | (960) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (3,120) | (3,451) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
RAYSI | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 5.55% | 5.54% | ||
Long-term debt, gross, non-current | $ 106,666 | $ 105,878 | ||
Long-term debt, gross, current | 6,280 | 9,957 | ||
HELIII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (1,318) | (1,536) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (1,265) | (1,474) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELIII | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 4.45% | 4.42% | ||
Long-term debt, gross, non-current | $ 87,862 | $ 94,247 | ||
Long-term debt, gross, current | 10,095 | 10,438 | ||
TEPH | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (1,320) | (2,043) | ||
Debt discount, net, current | $ 0 | $ 0 | ||
TEPH | Line of credit | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 9.99% | 7.74% | ||
Long-term debt, gross, non-current | $ 766,000 | $ 425,700 | ||
Long-term debt, gross, current | 0 | 0 | ||
SOLI | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (77) | (87) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (6,035) | (6,827) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SOLI | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 3.91% | 3.92% | ||
Long-term debt, gross, non-current | $ 339,489 | $ 348,962 | ||
Long-term debt, gross, current | 13,672 | 16,063 | ||
HELIV | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (453) | (564) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (2,114) | (2,609) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELIV | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 4.17% | 4.15% | ||
Long-term debt, gross, non-current | $ 99,165 | $ 105,655 | ||
Long-term debt, gross, current | $ 11,011 | $ 11,494 | ||
AP8 | Line of credit | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 9.50% | 20.52% | ||
Long-term debt, gross, non-current | $ 0 | $ 74,535 | ||
Long-term debt, gross, current | 213,400 | 465 | ||
SOLII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (58) | (64) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (4,106) | (4,576) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SOLII | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 3.42% | 3.41% | ||
Long-term debt, gross, non-current | $ 224,368 | $ 232,276 | ||
Long-term debt, gross, current | 7,340 | 6,409 | ||
HELV | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (577) | (690) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (2,234) | (2,661) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELV | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 2.50% | 2.47% | ||
Long-term debt, gross, non-current | $ 136,508 | $ 143,940 | ||
Long-term debt, gross, current | 13,709 | 14,367 | ||
SOLIII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (106) | (117) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (5,061) | (5,616) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SOLIII | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 2.81% | 2.78% | ||
Long-term debt, gross, non-current | $ 261,947 | $ 275,779 | ||
Long-term debt, gross, current | 16,763 | 16,632 | ||
HELVI | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (34) | (40) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (2,488) | (2,909) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELVI | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 2.11% | 2.08% | ||
Long-term debt, gross, non-current | $ 162,708 | $ 167,669 | ||
Long-term debt, gross, current | 13,733 | 16,770 | ||
HELVII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (33) | (38) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (1,898) | (2,193) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELVII | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 2.54% | 2.50% | ||
Long-term debt, gross, non-current | $ 125,045 | $ 126,856 | ||
Long-term debt, gross, current | 10,384 | 16,058 | ||
HELVIII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (4,579) | (5,267) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (3,570) | (4,080) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELVIII | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 3.63% | 3.54% | ||
Long-term debt, gross, non-current | $ 243,105 | $ 250,014 | ||
Long-term debt, gross, current | 22,967 | 31,099 | ||
SOLIV | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (9,885) | (11,190) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (7,077) | (7,996) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SOLIV | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 5.91% | 5.76% | ||
Long-term debt, gross, non-current | $ 329,677 | $ 338,251 | ||
Long-term debt, gross, current | 8,355 | 8,080 | ||
HELIX | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (3,171) | (3,589) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (2,931) | (3,303) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELIX | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 5.65% | 5.46% | ||
Long-term debt, gross, non-current | $ 191,394 | $ 193,837 | ||
Long-term debt, gross, current | 23,945 | 29,632 | ||
HELX | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (18,035) | (12,459) | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (3,268) | (3,319) | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELX | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 7.29% | 6.23% | ||
Long-term debt, gross, non-current | $ 200,868 | $ 162,301 | ||
Long-term debt, gross, current | $ 22,671 | $ 18,335 | ||
IS | Line of credit | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 8.67% | |||
Long-term debt, gross, non-current | $ 30,100 | $ 0 | ||
Long-term debt, gross, current | 0 | 0 | ||
SOLV | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (16,344) | 0 | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (7,054) | 0 | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
SOLV | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 6.90% | |||
Long-term debt, gross, non-current | $ 314,261 | $ 0 | ||
Long-term debt, gross, current | 7,554 | 0 | ||
HELXI | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (12,451) | 0 | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (5,494) | 0 | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELXI | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 6.25% | |||
Long-term debt, gross, non-current | $ 251,057 | $ 0 | ||
Long-term debt, gross, current | 29,644 | 0 | ||
HELXII | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (13,724) | 0 | ||
Debt discount, net, current | 0 | 0 | ||
Deferred financing costs, net, non-current | (4,495) | 0 | ||
Deferred financing costs, net, current | $ 0 | $ 0 | ||
HELXII | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 6.67% | |||
Long-term debt, gross, non-current | $ 215,462 | $ 0 | ||
Long-term debt, gross, current | 23,667 | 0 | ||
AP9 | ||||
Debt Instrument [Line Items] | ||||
Debt discount, net, non-current | (650) | 0 | ||
Debt discount, net, current | $ 0 | $ 0 | ||
AP9 | Line of credit | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Weighted average effective interest rate | 11.79% | |||
Long-term debt, gross, non-current | $ 13,096 | $ 0 | ||
Long-term debt, gross, current | $ 0 | $ 0 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 1 Months Ended | |||||||||||
Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Aug. 30, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Oct. 31, 2022 | Sep. 30, 2022 | Aug. 31, 2022 | |
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | $ 312,200,000 | |||||||||||
EZOP | Line of credit | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 235,500,000 | |||||||||||
Aggregate committed amount | $ 775,000,000 | $ 875,000,000 | $ 675,000,000 | $ 450,000,000 | ||||||||
Maximum borrowing capacity | 900,000,000 | 1,000,000,000 | $ 800,000,000 | $ 575,000,000 | ||||||||
TEPH | Line of credit | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 3,300,000 | |||||||||||
Aggregate committed amount | 700,000,000 | 769,300,000 | $ 600,000,000 | |||||||||
Maximum borrowing capacity | 789,700,000 | 859,000,000 | $ 689,700,000 | |||||||||
IS | Line of credit | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 19,900,000 | |||||||||||
Maximum borrowing capacity | $ 50,000,000 | |||||||||||
Maturity period after parent credit facility maturity | 6 months | |||||||||||
Maturity trigger, parent credit facility, terminated minimum | $ 250,000,000 | |||||||||||
AP9 | Line of credit | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 51,900,000 | |||||||||||
Maximum borrowing capacity | 65,000,000 | |||||||||||
AP8 | Line of credit | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | 1,600,000 | |||||||||||
Maximum borrowing capacity | $ 185,000,000 | $ 150,000,000 | $ 215,000,000 | $ 75,000,000 | ||||||||
SOLV | Secured Debt | Asset-backed Securities, 2023-1 Class A | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 300,000,000 | |||||||||||
Discount | 5.01% | |||||||||||
Stated interest rate | 5.40% | |||||||||||
SOLV | Secured Debt | Asset-backed Securities, 2023-1 Class B | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 23,500,000 | |||||||||||
Discount | 11.63% | |||||||||||
Stated interest rate | 7.35% | |||||||||||
HELXI | Asset-backed Securities, 2023-A, Class A | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 174,900,000 | |||||||||||
Discount | 2.57% | |||||||||||
Stated interest rate | 5.30% | |||||||||||
HELXI | Asset-backed Securities, 2023-A, Class B | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 80,100,000 | |||||||||||
Discount | 5.31% | |||||||||||
Stated interest rate | 5.60% | |||||||||||
HELXI | Asset-backed Securities, 2023-A, Class C | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 31,700,000 | |||||||||||
Discount | 13.56% | |||||||||||
Stated interest rate | 6% | |||||||||||
Sunnova Energy Corporation | 11.75% senior notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 400,000,000 | |||||||||||
Discount | 2.74% | |||||||||||
Purchase price | $ 389,000,000 | |||||||||||
Sunnova Energy Corporation | Notes payable | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 1,900,000 | $ 1,500,000 | $ 6,800,000 | |||||||||
Stated interest rate | 7.49% | 7.49% | 7.24% | |||||||||
Debt instrument term | 9 months | 10 months | 10 months | |||||||||
Sunnova Energy Corporation | Senior notes | 11.75% senior notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 11.75% | |||||||||||
HELXII | Asset-backed Securities, 2023-B, Class A | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 148,500,000 | |||||||||||
Discount | 4.23% | |||||||||||
Stated interest rate | 5.30% | |||||||||||
HELXII | Asset-backed Securities, 2023-B, Class B | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 71,100,000 | |||||||||||
Discount | 6.67% | |||||||||||
Stated interest rate | 5.60% | |||||||||||
HELXII | Asset-backed Securities, 2023-B, Class C | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount of debt issued | $ 23,100,000 | |||||||||||
Discount | 12.64% | |||||||||||
Stated interest rate | 6% |
Long-Term Debt - Schedule of Fa
Long-Term Debt - Schedule of Fair Value of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||||
Net deferred financing costs and debt discounts | $ 197,500 | $ 130,200 | ||
Carrying Value | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 7,378,344 | 5,539,347 | ||
Estimated Fair Value | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 6,849,352 | 5,089,220 | ||
SEI | Convertible senior notes | 0.25% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 0.25% | |||
SEI | Convertible senior notes | 2.625% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 2.625% | |||
SEI | Carrying Value | Convertible senior notes | 0.25% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 575,000 | 575,000 | ||
SEI | Carrying Value | Convertible senior notes | 2.625% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 600,000 | 600,000 | ||
SEI | Estimated Fair Value | Convertible senior notes | 0.25% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 510,607 | 511,733 | ||
SEI | Estimated Fair Value | Convertible senior notes | 2.625% convertible senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 561,077 | 574,693 | ||
Sunnova Energy Corporation | Notes payable | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 7.49% | 7.49% | 7.24% | |
Sunnova Energy Corporation | Senior notes | 5.875% senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 5.875% | |||
Sunnova Energy Corporation | Senior notes | 11.75% senior notes | ||||
Debt Instrument [Line Items] | ||||
Stated interest rate | 11.75% | |||
Sunnova Energy Corporation | Carrying Value | Notes payable | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 5,878 | 0 | ||
Sunnova Energy Corporation | Carrying Value | Senior notes | 5.875% senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 400,000 | 400,000 | ||
Sunnova Energy Corporation | Carrying Value | Senior notes | 11.75% senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 400,000 | 0 | ||
Sunnova Energy Corporation | Estimated Fair Value | Notes payable | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 5,878 | 0 | ||
Sunnova Energy Corporation | Estimated Fair Value | Senior notes | 5.875% senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 358,407 | 359,283 | ||
Sunnova Energy Corporation | Estimated Fair Value | Senior notes | 11.75% senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 399,397 | 0 | ||
HELII | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 203,998 | 212,648 | ||
HELII | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 190,769 | 206,045 | ||
RAYSI | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 112,946 | 115,835 | ||
RAYSI | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 98,595 | 104,594 | ||
HELIII | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 97,957 | 104,685 | ||
HELIII | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 85,697 | 93,706 | ||
SOLI | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 353,161 | 365,025 | ||
SOLI | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 299,219 | 313,174 | ||
HELIV | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 110,176 | 117,149 | ||
HELIV | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 95,114 | 100,913 | ||
SOLII | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 231,708 | 238,685 | ||
SOLII | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 184,006 | 189,728 | ||
HELV | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 150,217 | 158,307 | ||
HELV | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 128,945 | 135,408 | ||
SOLIII | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 278,710 | 292,411 | ||
SOLIII | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 226,217 | 237,425 | ||
HELVI | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 176,441 | 184,439 | ||
HELVI | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 149,601 | 157,289 | ||
HELVII | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 135,429 | 142,914 | ||
HELVII | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 116,533 | 124,476 | ||
HELVIII | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 266,072 | 281,113 | ||
HELVIII | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 233,492 | 252,483 | ||
SOLIV | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 338,032 | 346,331 | ||
SOLIV | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 315,855 | 334,335 | ||
HELIX | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 215,339 | 223,469 | ||
HELIX | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 198,336 | 210,070 | ||
HELX | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 223,539 | 180,636 | ||
HELX | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 217,342 | 183,165 | ||
SOLV | Carrying Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 321,815 | 0 | ||
SOLV | Estimated Fair Value | Solar asset-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 307,706 | 0 | ||
HELXI | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 280,701 | 0 | ||
HELXI | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 268,627 | 0 | ||
HELXII | Carrying Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 239,129 | 0 | ||
HELXII | Estimated Fair Value | Solar loan-backed notes | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 235,836 | 0 | ||
Revolving credit facility | EZOP | Carrying Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 639,500 | 500,000 | ||
Revolving credit facility | EZOP | Estimated Fair Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 639,500 | 500,000 | ||
Revolving credit facility | TEPH | Carrying Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 766,000 | 425,700 | ||
Revolving credit facility | TEPH | Estimated Fair Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 766,000 | 425,700 | ||
Revolving credit facility | AP8 | Carrying Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 213,400 | 75,000 | ||
Revolving credit facility | AP8 | Estimated Fair Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 213,400 | 75,000 | ||
Revolving credit facility | IS | Carrying Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 30,100 | 0 | ||
Revolving credit facility | IS | Estimated Fair Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 30,100 | 0 | ||
Revolving credit facility | AP9 | Carrying Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 13,096 | 0 | ||
Revolving credit facility | AP9 | Estimated Fair Value | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 13,096 | $ 0 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - Interest Rate Swap - USD ($) | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Derivative [Line Items] | |||
Aggregate notional amount of derivative | $ 1,559,290,000 | $ 948,226,000 | |
EZOP | |||
Derivative [Line Items] | |||
Aggregate notional amount of derivative | 924,400,000 | $ 506,600,000 | |
Aggregate notional amount of unwound derivative | 659,600,000 | 360,200,000 | |
Realized gain | 26,800,000 | 19,600,000 | |
TEPH | |||
Derivative [Line Items] | |||
Aggregate notional amount of derivative | 601,600,000 | 333,700,000 | |
Aggregate notional amount of unwound derivative | 241,100,000 | 515,400,000 | |
Realized gain | 6,200,000 | 27,800,000 | |
AP8 | |||
Derivative [Line Items] | |||
Aggregate notional amount of derivative | 140,000,000 | 0 | |
Aggregate notional amount of unwound derivative | 0 | ||
Realized gain | 470,000 | 0 | |
AP9 | |||
Derivative [Line Items] | |||
Aggregate notional amount of derivative | 25,000,000 | 0 | |
Aggregate notional amount of unwound derivative | 0 | 0 | |
Realized gain | $ 0 | $ 0 |
Derivative Instruments - Outsta
Derivative Instruments - Outstanding Derivative Instruments (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Interest rate swap | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | $ 1,559,290,000 | $ 948,226,000 | |
EZOP | Interest rate swap | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | $ 924,400,000 | $ 506,600,000 | |
EZOP | Interest Rate Swap One | |||
Derivative [Line Items] | |||
Fixed Interest Rate | 2% | 0.89% | |
Aggregate Notional Amount | $ 575,550,000 | $ 489,477,000 | |
TEPH | Interest rate swap | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | 601,600,000 | 333,700,000 | |
TEPH | Interest Rate Swap Two | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | $ 743,740,000 | $ 383,749,000 | |
TEPH | Interest Rate Swap Two | Minimum | |||
Derivative [Line Items] | |||
Fixed Interest Rate | 2.62% | 1.52% | |
TEPH | Interest Rate Swap Two | Maximum | |||
Derivative [Line Items] | |||
Fixed Interest Rate | 4.035% | 2.63% | |
AP8 | Interest rate swap | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | $ 140,000,000 | 0 | |
AP8 | Interest Rate Swap Three | |||
Derivative [Line Items] | |||
Fixed Interest Rate | 4.25% | 4.25% | |
Aggregate Notional Amount | $ 215,000,000 | $ 75,000,000 | |
AP9 | Interest rate swap | |||
Derivative [Line Items] | |||
Aggregate Notional Amount | $ 25,000,000 | $ 0 | |
AP9 | Interest Rate Swap Three | |||
Derivative [Line Items] | |||
Fixed Interest Rate | 4.25% | ||
Aggregate Notional Amount | $ 25,000,000 | $ 0 |
Derivative Instruments - Balanc
Derivative Instruments - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets |
Not designated as hedging instrument | Interest rate swap | ||
Derivatives, Fair Value [Line Items] | ||
Other assets | $ 129,643 | $ 112,712 |
Derivative Instruments - Intere
Derivative Instruments - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Unrealized gain | $ (33,874) | $ (1,017) | $ (10,208) | $ (27,580) | ||
Interest Rate Swap | Interest Expense | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Realized gain | $ (17,753) | $ (1,928) | (33,522) | (47,434) | ||
Unrealized gain | (18,219) | (26,563) | (10,208) | (27,580) | ||
Total | $ (35,972) | $ (28,491) | $ (43,730) | $ (75,014) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 14% | 0% | 1% | 0% | |
Income tax penalties and interest accrued | $ 0 | $ 0 | $ 0 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests and Noncontrolling Interests - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||||||||||||||
Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Feb. 28, 2023 | Dec. 31, 2022 | Nov. 30, 2022 | Dec. 31, 2021 | Jul. 31, 2021 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | |
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 137,580 | $ 40,201 | $ 60,203 | $ 5,990 | $ 13,423 | $ 3,757 | |||||||||||
Class A members | TEP7B | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 125,000 | $ 30,000 | |||||||||||||||
Class A members | TEP7C | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 51,300 | $ 41,000 | |||||||||||||||
Class A members | TEP7E | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 51,000 | ||||||||||||||||
Class A members | TEPI | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Interest purchased | 100% | ||||||||||||||||
Purchase of noncontrolling interest | $ 5,900 | ||||||||||||||||
Noncontrolling interest, period increase | 67,000 | ||||||||||||||||
Class A members | TEP7F | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 134,900 | ||||||||||||||||
Class A members | TEP7G | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 104,000 | ||||||||||||||||
Class A members | Sunnova TEP V-C, LLC | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 150,200 | $ 150,000 | |||||||||||||||
Class A members | Sunnova TEP 6-A, LLC | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 57,700 | $ 50,000 | |||||||||||||||
Class A members | TEP7D | |||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 250,000 | $ 150,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Aug. 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Aug. 30, 2023 | |
Public Stock Offering | ||||
Repayments of Debt [Line Items] | ||||
Shares issued (in shares) | 5,865,000 | |||
Common stock offering price (in USD per share) | $ 14.75 | |||
Sale of stock, net proceeds | $ 82,200 | |||
Underwriting discounts and commissions | 3,900 | |||
Issuance costs on offering expenses | $ 400 | |||
SunStreet Energy Group, LLC | ||||
Repayments of Debt [Line Items] | ||||
Shares issued (in shares) | 693,443 | 694,446 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Feb. 28, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock options vested (in shares) | 0 | 0 | 16,816 | 16,816 | ||
Stock options vested, value | $ 0 | $ 0 | $ 309,000 | $ 309,000 | ||
Total unrecognized compensation expense | $ 10,500,000 | $ 10,500,000 | ||||
Long-Term Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Additional shares authorized during period (in shares) | 1,525,652 | |||||
Shares authorized (in shares) | 5,746,588 | |||||
Common stock outstanding | 5% | |||||
Stock Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period | 2 years 14 days | |||||
Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period | 1 year 6 months 14 days | |||||
Vested (in shares) | 145,115 | 245,740 | 961,682 | 948,404 | ||
Restricted stock units, vested | $ 2,200,000 | $ 3,400,000 | $ 17,200,000 | $ 18,500,000 | ||
Unrecognized compensation expense | $ 31,300,000 | $ 31,300,000 | ||||
Employee Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued in period (in shares) | 20,966 | 7,106 |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Number of Stock Options | ||
Outstanding, beginning balance (in shares) | 3,259,459 | |
Granted (in shares) | 1,017,493 | |
Exercised (in shares) | (36,360) | |
Forfeited (in shares) | (140,680) | |
Outstanding, ending balance (in shares) | 4,099,912 | 3,259,459 |
Number of stock options, exercisable (in shares) | 2,656,858 | |
Number of stock options, vested and expected to vest (in shares) | 4,099,912 | |
Number of stock options, non-vested (in shares) | 1,443,054 | |
Weighted Average Exercise Price | ||
Outstanding, beginning balance (in USD per share) | $ 18.48 | |
Granted (in USD per share) | 15.01 | |
Exercised (in USD per share) | 13.11 | |
Forfeited (in USD per share) | 21.96 | |
Outstanding, ending balance (in USD per share) | 17.54 | $ 18.48 |
Weighted average exercise price, exercisable (in USD per share) | 16.44 | |
Weighted average exercise price, vested and expected to vest (in USD per share) | $ 17.54 | |
Weighted Average Remaining Contractual Term (Years) | ||
Outstanding, balance | 5 years 2 months 8 days | 4 years 9 months |
Granted | 9 years 5 months 26 days | |
Weighted average remaining contractual term, exercisable | 3 years 25 days | |
Weighted average remaining contractual term, vested and expected to vest | 5 years 2 months 8 days | |
Weighted Average Grant Date Fair Value | ||
Granted (in USD per share) | $ 8.82 | |
Forfeited (in USD per share) | 11.70 | |
Weighted average grant date fair value, non-vested (in USD per share) | $ 10.78 | |
Aggregate Intrinsic Value | ||
Outstanding, beginning balance | $ 10,341 | |
Exercised | 182 | |
Outstanding, ending balance | 102 | $ 10,341 |
Aggregate intrinsic value, exercisable | 102 | |
Aggregate intrinsic value, vested and expected to vest | $ 102 |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock Activity (Details) - Restricted Stock Units - $ / shares | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Number of Restricted Stock Units | |||||
Outstanding, beginning balance (in shares) | 1,609,615 | ||||
Granted (in shares) | 2,085,532 | ||||
Vested (in shares) | (145,115) | (245,740) | (961,682) | (948,404) | |
Forfeited (in shares) | (311,648) | ||||
Outstanding, ending balance (in shares) | 2,421,817 | 2,421,817 | |||
Weighted Average Grant Date Fair Value | |||||
Outstanding. beginning balance (in USD per share) | $ 16.93 | $ 16.93 | $ 20.62 | ||
Granted (in USD per share) | 14.67 | ||||
Vested (in USD per share) | 17.88 | ||||
Forfeited (in USD per share) | 17.94 | ||||
Outstanding, ending balance (in USD per share) | $ 16.93 | $ 16.93 |
Basic and Diluted Net Loss Pe_3
Basic and Diluted Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |||||||
Net loss attributable to stockholders—basic | $ (63,147) | $ (64,543) | $ (230,321) | $ (140,738) | |||
Net loss attributable to stockholders - diluted | $ (63,147) | $ (64,543) | $ (230,321) | $ (140,738) | |||
Net loss per share attributable to stockholders - basic (in USD per share) | $ (0.53) | $ (0.56) | $ (0.36) | $ (0.31) | $ (0.67) | $ (1.97) | $ (1.23) |
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (0.53) | $ (0.56) | $ (0.36) | $ (0.31) | $ (0.67) | $ (1.97) | $ (1.23) |
Weighted average common shares outstanding - basic (in shares) | 119,554,008 | 114,816,879 | 116,971,318 | 114,293,251 | |||
Weighted average common shares outstanding - diluted (in shares) | 119,554,008 | 114,816,879 | 116,971,318 | 114,293,251 |
Basic and Diluted Net Loss Pe_4
Basic and Diluted Net Loss Per Share - Anti-Dilutive Weighted Average Shares (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Equity-based compensation awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 6,400,263 | 5,033,658 | 5,971,205 | 4,906,182 |
Convertible senior notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 34,150,407 | 25,294,010 | 34,150,407 | 19,548,462 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Oct. 26, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loss Contingencies [Line Items] | |||||||
Current portion of performance guarantee obligations | $ 2,675 | $ 2,675 | $ 2,495 | ||||
Other commitment | 171,400 | 171,400 | 121,300 | ||||
Payments for dealer commitments | 55,000 | $ 33,600 | |||||
Payments for purchase obligations | 12,800 | $ 55,400 | 119,300 | 141,100 | |||
Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Purchase commitment | $ 325,000 | ||||||
Purchase commitments, to be 0aid, remainder of fiscal year | 80,000 | ||||||
Purchase commitments, to be paid, next year | $ 245,000 | ||||||
Performance Guarantee Obligations | |||||||
Loss Contingencies [Line Items] | |||||||
Performance guarantee obligations | 5,610 | $ 3,934 | 5,610 | $ 3,934 | 4,845 | $ 5,293 | |
Current portion of performance guarantee obligations | 2,700 | 2,700 | 2,500 | ||||
Long-term portion of performance guarantee obligations | $ 2,900 | $ 2,900 | $ 2,300 |
Commitments and Contingencies_2
Commitments and Contingencies - Performance Guarantee Obligations (Details) - Performance Guarantee Obligations - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Performance Guarantee Obligations [Roll Forward] | ||
Balance at beginning of period | $ 4,845 | $ 5,293 |
Accruals | 3,620 | 1,811 |
Settlements | (2,855) | (3,170) |
Balance at end of period | $ 5,610 | $ 3,934 |
Commitments and Contingencies_3
Commitments and Contingencies - Lease Expenses and Other Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease expense | $ 754 | $ 676 | $ 2,138 | $ 2,061 |
Finance lease expense: | ||||
Amortization expense | 308 | 201 | 787 | 562 |
Interest on lease liabilities | 31 | 15 | 69 | 42 |
Short-term lease expense | 62 | 37 | 128 | 97 |
Variable lease expense | 367 | 190 | 835 | 712 |
Total | $ 1,522 | $ 1,119 | $ 3,957 | $ 3,474 |
Commitments and Contingencies_4
Commitments and Contingencies - Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Right-of-use assets: | ||
Operating leases | $ 13,805 | $ 14,706 |
Finance leases | 3,523 | 2,476 |
Total right-of-use assets | 17,328 | 17,182 |
Current lease liabilities: | ||
Operating leases | 2,845 | 2,451 |
Finance leases | 1,156 | 796 |
Long-term leases liabilities: | ||
Operating leases | 14,406 | 15,751 |
Finance leases | 1,393 | 957 |
Total lease liabilities | $ 19,800 | $ 19,955 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Commitments and Contingencies_5
Commitments and Contingencies - Other Lease Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flow from operating leases | $ 2,187 | $ 1,242 | |
Operating cash flows from finance leases | 69 | 42 | |
Financing cash flows from finance leases | 725 | 601 | |
Right-of-use assets obtained in exchange for lease obligations: | |||
Operating leases | 703 | 226 | |
Finance leases | 1,835 | 758 | |
Leasehold improvements reimbursements | $ 225 | $ 45 | |
Weighted average remaining lease term (years): | |||
Operating leases | 5 years 8 months 26 days | 6 years 7 months 6 days | |
Finance leases | 3 years 21 days | 2 years 10 months 9 days | |
Weighted average discount rate (percent) | |||
Operating leases | 4.07% | 3.95% | |
Finance leases | 5.81% | 4.37% |
Commitments and Contingencies_6
Commitments and Contingencies - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Remaining 2023 | $ 894 | |
2024 | 3,496 | |
2025 | 3,392 | |
2026 | 3,236 | |
2027 | 3,304 | |
2028 and thereafter | 5,485 | |
Total | 19,807 | |
Amount representing interest | (2,160) | |
Amount representing leasehold incentives | (396) | |
Present value of future payments | 17,251 | |
Current portion of lease liability | (2,845) | $ (2,451) |
Long-term portion of lease liability | 14,406 | 15,751 |
Finance Leases | ||
Remaining 2023 | 351 | |
2024 | 1,180 | |
2025 | 716 | |
2026 | 370 | |
2027 | 147 | |
2028 and thereafter | 0 | |
Total | 2,764 | |
Amount representing interest | (215) | |
Amount representing leasehold incentives | 0 | |
Present value of future payments | 2,549 | |
Current portion of lease liability | (1,156) | (796) |
Long-term portion of lease liability | $ 1,393 | $ 957 |
Commitments and Contingencies_7
Commitments and Contingencies - Dealer Commitments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Other Commitments [Line Items] | ||
Total | $ 171,400 | $ 121,300 |
Long-Term Dealer Commitments | ||
Other Commitments [Line Items] | ||
Remaining 2023 | 7,845 | |
2024 | 78,529 | |
2025 | 60,561 | |
2026 | 36,904 | |
2027 | 30,000 | |
2028 and thereafter | 0 | |
Total | $ 213,839 |
Commitments and Contingencies_8
Commitments and Contingencies - Information Technology Commitments (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remaining 2023 | $ 22,649 |
2024 | 10,181 |
2025 | 4,282 |
2026 | 2,561 |
2027 | 3,300 |
2028 and thereafter | 0 |
Total | $ 42,973 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - HESI $ in Millions | Oct. 26, 2023 USD ($) |
Loan Backed Notes, 2023-GRID1 Class A | |
Subsequent Event [Line Items] | |
Principal amount of debt issued | $ 219.6 |
Discount | 9.40% |
Stated interest rate | 5.75% |
Loan Backed Notes, 2023-GRID1 Class B | |
Subsequent Event [Line Items] | |
Principal amount of debt issued | $ 24.4 |
Discount | 2.46% |
Stated interest rate | 8.25% |