Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 19, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
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 Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2.1 | ||
Entity Common Stock, Shares Outstanding | 122,484,286 | ||
Documents Incorporated by Reference | Portions of the information called for by Part III of this Form 10-K are hereby incorporated by reference from either the definitive Proxy Statement for our annual meeting of stockholders or an amendment to this Form 10-K, either of which will be filed with the Securities and Exchange Commission not later than 120 days after December 31, 2023. | ||
Entity Central Index Key | 0001772695 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | Houston, TX |
Auditor Firm ID | 238 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Current assets: | |||
Cash and cash equivalents | $ 212,832 | $ 360,257 | |
Accounts receivable—trade, net | 40,767 | 24,435 | |
Accounts receivable—other | 253,350 | 212,397 | |
Other current assets, net of allowance of $4,659 and $3,250 as of December 31, 2023 and 2022, respectively | 429,299 | 351,300 | |
Total current assets | 936,248 | 948,389 | |
Property and equipment, net | 5,638,794 | 3,784,801 | |
Customer notes receivable, net of allowance of $111,818 and $77,998 as of December 31, 2023 and 2022, respectively | 3,735,986 | 2,466,149 | |
Intangible assets, net | 134,058 | 162,512 | |
Goodwill | 0 | 13,150 | |
Other assets | 895,885 | 961,891 | |
Total assets | [1] | 11,340,971 | 8,336,892 |
Current liabilities: | |||
Accounts payable | 355,791 | 116,136 | |
Accrued expenses | 122,355 | 139,873 | |
Current portion of long-term debt | 483,497 | 214,431 | |
Other current liabilities | 133,649 | 71,506 | |
Total current liabilities | 1,095,292 | 541,946 | |
Long-term debt, net | 7,030,756 | 5,194,755 | |
Other long-term liabilities | 1,086,011 | 712,741 | |
Total liabilities | [1] | 9,212,059 | 6,449,442 |
Commitments and contingencies | |||
Redeemable noncontrolling interests | 165,872 | 165,737 | |
Stockholders' equity: | |||
Common stock, 122,466,515 and 114,939,079 shares issued as of December 31, 2023 and 2022, respectively, at $0.0001 par value | 12 | 11 | |
Additional paid-in capital—common stock | 1,755,461 | 1,637,847 | |
Accumulated deficit | (228,583) | (364,782) | |
Total stockholders' equity | 1,526,890 | 1,273,076 | |
Noncontrolling interests | 436,150 | 448,637 | |
Total equity | 1,963,040 | 1,721,713 | |
Total liabilities, redeemable noncontrolling interests and equity | $ 11,340,971 | $ 8,336,892 | |
[1]The consolidated assets as of December 31, 2023 and 2022 include $5,297,816 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 $54,674 and $40,382 as of December 31, 2023 and 2022, respectively; accounts receivable—trade, net of $13,860 and $8,542 as of December 31, 2023 and 2022, respectively; accounts receivable—other of $187,607 and $810 as of December 31, 2023 and 2022, respectively; other current assets of $693,772 and $422,364 as of December 31, 2023 and 2022, respectively; property and equipment, net of $4,273,478 and $2,680,587 as of December 31, 2023 and 2022, respectively; and other assets of $74,425 and $48,586 as of December 31, 2023 and 2022, respectively. The consolidated liabilities as of December 31, 2023 and 2022 include $278,016 and $66,441, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $197,072 and $9,015 as of December 31, 2023 and 2022, respectively; accrued expenses of $157 and $287 as of December 31, 2023 and 2022, respectively; other current liabilities of $7,269 and $4,420 as of December 31, 2023 and 2022, respectively; and other long-term liabilities of $73,518 and $52,719 as of December 31, 2023 and 2022, respectively. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Other current asset, allowance | $ 4,659 | $ 3,250 | |
Customer notes receivable, allowance | $ 111,818 | $ 77,998 | |
Common stock, issued (in shares) | 122,466,515 | 114,939,079 | |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | |
Assets | [1] | $ 11,340,971 | $ 8,336,892 |
Cash | 212,832 | 360,257 | |
Accounts receivable—trade, net | 40,767 | 24,435 | |
Accounts receivable—other | 253,350 | 212,397 | |
Other current assets | 429,299 | 351,300 | |
Property and equipment, net | 5,638,794 | 3,784,801 | |
Other assets | 895,885 | 961,891 | |
Liabilities | [1] | 9,212,059 | 6,449,442 |
Accounts payable | 355,791 | 116,136 | |
Accrued expenses | 122,355 | 139,873 | |
Other current liabilities | 133,649 | 71,506 | |
Other long-term liabilities | 1,086,011 | 712,741 | |
Primary beneficiary | |||
Assets | 5,297,816 | 3,201,271 | |
Cash | 54,674 | 40,382 | |
Accounts receivable—trade, net | 13,860 | 8,542 | |
Accounts receivable—other | 187,607 | 810 | |
Other current assets | 693,772 | 422,364 | |
Property and equipment, net | 4,273,478 | 2,680,587 | |
Other assets | 74,425 | 48,586 | |
Liabilities | 278,016 | 66,441 | |
Accounts payable | 197,072 | 9,015 | |
Accrued expenses | 157 | 287 | |
Other current liabilities | 7,269 | 4,420 | |
Other long-term liabilities | $ 73,518 | $ 52,719 | |
[1]The consolidated assets as of December 31, 2023 and 2022 include $5,297,816 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 $54,674 and $40,382 as of December 31, 2023 and 2022, respectively; accounts receivable—trade, net of $13,860 and $8,542 as of December 31, 2023 and 2022, respectively; accounts receivable—other of $187,607 and $810 as of December 31, 2023 and 2022, respectively; other current assets of $693,772 and $422,364 as of December 31, 2023 and 2022, respectively; property and equipment, net of $4,273,478 and $2,680,587 as of December 31, 2023 and 2022, respectively; and other assets of $74,425 and $48,586 as of December 31, 2023 and 2022, respectively. The consolidated liabilities as of December 31, 2023 and 2022 include $278,016 and $66,441, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $197,072 and $9,015 as of December 31, 2023 and 2022, respectively; accrued expenses of $157 and $287 as of December 31, 2023 and 2022, respectively; other current liabilities of $7,269 and $4,420 as of December 31, 2023 and 2022, respectively; and other long-term liabilities of $73,518 and $52,719 as of December 31, 2023 and 2022, respectively. |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Revenue | $ 720,653 | $ 557,690 | $ 241,752 |
Operating expense: | |||
Cost of revenue—depreciation | 130,261 | 96,280 | 76,474 |
Cost of revenue—inventory sales | 176,371 | 178,310 | 0 |
Cost of revenue—other | 120,865 | 52,487 | 21,834 |
Operations and maintenance | 96,997 | 36,679 | 19,583 |
General and administrative | 430,422 | 302,004 | 204,236 |
Goodwill impairment | 13,150 | 0 | 0 |
Other operating income | (3,978) | (26,566) | (25,485) |
Total operating expense, net | 964,088 | 639,194 | 296,642 |
Operating loss | (243,435) | (81,504) | (54,890) |
Interest expense, net | 371,937 | 107,775 | 116,248 |
Interest income | (115,872) | (59,799) | (34,228) |
Loss on extinguishment of long-term debt, net | 0 | 0 | 9,824 |
Other (income) expense | 3,949 | (3,090) | 516 |
Loss before income tax | (503,449) | (126,390) | (147,250) |
Income tax (benefit) expense | (1,023) | 3,886 | 260 |
Net loss | (502,426) | (130,276) | (147,510) |
Net income (loss) attributable to redeemable noncontrolling interests and noncontrolling interests | (84,465) | 31,366 | (9,382) |
Net loss attributable to stockholders | $ (417,961) | $ (161,642) | $ (138,128) |
Net loss per share attributable to stockholders - basic (in USD per share) | $ (3.53) | $ (1.41) | $ (1.25) |
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (3.53) | $ (1.41) | $ (1.25) |
Weighted average common shares outstanding - basic (in shares) | 118,344,728 | 114,451,034 | 110,881,630 |
Weighted average common shares outstanding - diluted (in shares) | 118,344,728 | 114,451,034 | 110,881,630 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (502,426) | $ (130,276) | $ (147,510) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 153,387 | 108,167 | 85,600 |
Impairment and loss on disposals, net | 56,592 | 8,459 | 3,655 |
Amortization of intangible assets | 28,432 | 28,441 | 21,354 |
Amortization of deferred financing costs | 25,226 | 13,640 | 14,050 |
Amortization of debt discount | 19,174 | 9,342 | 9,949 |
Non-cash effect of equity-based compensation plans | 25,535 | 24,218 | 17,236 |
Non-cash direct sales revenue | (60,590) | (8,484) | (1,212) |
Provision for current expected credit losses and other bad debt expense | 46,199 | 43,018 | 25,634 |
Unrealized (gain) loss on derivatives | 67,318 | (19,451) | (4,874) |
Unrealized (gain) loss on fair value instruments and equity securities | 188 | (29,279) | (21,988) |
Loss on extinguishment of long-term debt, net | 0 | 0 | 9,824 |
Other non-cash items | 7,332 | (34,962) | 5,695 |
Changes in components of operating assets and liabilities: | |||
Accounts receivable | 101,125 | (159,295) | (53,261) |
Other current assets | (105,743) | (119,794) | (129,810) |
Other assets | (115,488) | (124,981) | (70,758) |
Accounts payable | (5,493) | 4,486 | (6,392) |
Accrued expenses | (11,213) | 48,385 | 27,908 |
Other current liabilities | 43,665 | 11,772 | 5,963 |
Other long-term liabilities | (10,782) | (6,832) | (293) |
Net cash used in operating activities | (237,562) | (333,426) | (209,230) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (1,832,714) | (868,208) | (554,541) |
Payments for investments and customer notes receivable | (909,488) | (1,236,228) | (728,926) |
Proceeds from customer notes receivable | 180,721 | 109,760 | 66,879 |
Payments for investments in solar receivables | 0 | 0 | (32,212) |
Proceeds from investments in solar receivables | 11,582 | 12,394 | 3,231 |
Other, net | 5,238 | 680 | 4,353 |
Net cash used in investing activities | (2,544,661) | (1,981,602) | (1,241,216) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from long-term debt | 3,507,828 | 2,903,727 | 2,235,939 |
Payments of long-term debt | (1,406,022) | (758,355) | (947,130) |
Payments on notes payable | (7,151) | 0 | (34,555) |
Payments of deferred financing costs | (75,920) | (30,791) | (31,324) |
Payments of debt discounts | 0 | 0 | (2,324) |
Purchase of capped call transactions | 0 | (48,420) | (91,655) |
Proceeds from issuance of common stock, net | 81,316 | 10,513 | |
Proceeds from issuance of common stock, net | (3,190) | ||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 692,894 | 449,398 | 350,121 |
Distributions to redeemable noncontrolling interests and noncontrolling interests | (48,986) | (29,771) | (15,854) |
Payments of costs related to redeemable noncontrolling interests and noncontrolling interests | (11,881) | (13,091) | (8,805) |
Proceeds from sales of investment tax credits for redeemable noncontrolling interests and noncontrolling interests | 5,971 | 0 | 0 |
Other, net | (6,998) | (802) | (476) |
Net cash provided by financing activities | 2,731,051 | 2,468,705 | 1,464,450 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (51,172) | 153,677 | 14,004 |
Cash, cash equivalents and restricted cash at beginning of period | 545,574 | 391,897 | 377,893 |
Cash, cash equivalents and restricted cash at end of period | 494,402 | 545,574 | 391,897 |
Restricted cash included in other current assets | (62,188) | (51,733) | (80,213) |
Restricted cash included in other assets | (219,382) | (133,584) | (68,583) |
Cash and cash equivalents at end of period | 212,832 | 360,257 | 243,101 |
Non-cash investing and financing activities: | |||
Change in accounts payable and accrued expenses related to purchases of property and equipment | 69,981 | 32,008 | (1,979) |
Change in accounts payable and accrued expenses related to payments for investments and customer notes receivable | (24,025) | 31,908 | 26,464 |
Note payable for financing the purchase of inventory | 0 | 0 | 32,301 |
Distributions payable to redeemable noncontrolling interests and noncontrolling interests | 187,940 | 2,959 | 3,215 |
Non-cash conversion of convertible senior notes for common stock | 0 | 0 | 95,648 |
Non-cash issuance of common stock for investments in solar receivables | 0 | 0 | 44,353 |
Non-cash issuance of common stock for business acquisition | 0 | 0 | 128,224 |
Supplemental cash flow information: | |||
Cash paid for interest | 283,985 | 142,870 | 88,256 |
Cash paid for income taxes | $ 14,726 | $ 2,000 | $ 190 |
CONSOLIDATED STATEMENTS OF REDE
CONSOLIDATED STATEMENTS OF REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY - USD ($) $ in Thousands | Total | Cumulative-effect adjustment | Total Stockholders' Equity | Common Stock | Additional Paid-in Capital - Common Stock | Accumulated Deficit | Noncontrolling Interests |
Redeemable noncontrolling interest, beginning balance at Dec. 31, 2020 | $ 136,124 | ||||||
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | |||||||
Net income (loss) | 6,991 | ||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 8,375 | ||||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (4,522) | ||||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (447) | ||||||
Equity in subsidiaries attributable to parent | (1,118) | ||||||
Other, net | (67) | ||||||
Redeemable noncontrolling interest, ending balance at Dec. 31, 2021 | 145,336 | ||||||
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2020 | 100,412,036 | ||||||
Stockholders' equity, beginning balance at Dec. 31, 2020 | 1,144,557 | $ 2,254 | $ 951,731 | $ 10 | $ 1,482,716 | $ (530,995) | $ 192,826 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (154,501) | (138,128) | (138,128) | (16,373) | |||
Issuance of stock, net (in shares) | 12,974,564 | ||||||
Issuance of common stock, net | 249,709 | 249,709 | $ 1 | 249,708 | |||
Equity component of debt instrument, net | (8,807) | (8,807) | (8,807) | ||||
Capped call transactions | (91,655) | (91,655) | (91,655) | ||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 341,746 | 341,746 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (11,332) | (11,332) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (10,902) | (10,902) | |||||
Equity in subsidiaries attributable to parent | 1,118 | 207,153 | 207,153 | (206,035) | |||
Equity-based compensation expense | 17,236 | 17,236 | 17,236 | ||||
Other, net | (3,146) | 2 | 1 | 1 | (3,148) | ||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2021 | 113,386,600 | ||||||
Stockholders' equity, ending balance at Dec. 31, 2021 | 1,476,277 | 1,189,495 | $ 11 | 1,649,199 | (459,715) | 286,782 | |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | |||||||
Net income (loss) | (22,487) | ||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 84,923 | ||||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (4,920) | ||||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (3,829) | ||||||
Equity in subsidiaries attributable to parent | (33,020) | ||||||
Other, net | (266) | ||||||
Redeemable noncontrolling interest, ending balance at Dec. 31, 2022 | 165,737 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (107,789) | (161,642) | (161,642) | 53,853 | |||
Issuance of stock, net (in shares) | 1,552,479 | ||||||
Issuance of common stock, net | 12,849 | 12,849 | 12,849 | ||||
Capped call transactions | (48,420) | (48,420) | (48,420) | ||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 364,475 | 364,475 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (24,851) | (24,851) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (5,373) | (5,373) | |||||
Equity in subsidiaries attributable to parent | 33,020 | 256,575 | 256,575 | (223,555) | |||
Equity-based compensation expense | 24,218 | 24,218 | 24,218 | ||||
Other, net | (2,693) | 1 | 1 | (2,694) | |||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2022 | 114,939,079 | ||||||
Stockholders' equity, ending balance at Dec. 31, 2022 | 1,721,713 | 1,273,076 | $ 11 | 1,637,847 | (364,782) | 448,637 | |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | |||||||
Net income (loss) | (8,443) | ||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 382,904 | ||||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (16,176) | ||||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (8,257) | ||||||
Equity in subsidiaries attributable to parent | (348,705) | ||||||
Other, net | (1,188) | ||||||
Redeemable noncontrolling interest, ending balance at Dec. 31, 2023 | 165,872 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (493,983) | (417,961) | (417,961) | (76,022) | |||
Issuance of stock, net (in shares) | 7,527,436 | ||||||
Issuance of common stock, net | 92,080 | 92,080 | $ 1 | 92,079 | |||
Contributions from redeemable noncontrolling interests and noncontrolling interests | 309,990 | 309,990 | |||||
Distributions to redeemable noncontrolling interests and noncontrolling interests | (32,810) | (32,810) | |||||
Costs related to redeemable noncontrolling interests and noncontrolling interests | (6,302) | (6,302) | |||||
Equity in subsidiaries attributable to parent | 348,705 | 554,160 | 554,160 | (205,455) | |||
Equity-based compensation expense | 25,535 | 25,535 | 25,535 | ||||
Other, net | (1,888) | (1,888) | |||||
Stockholders' equity, ending balance (in shares) at Dec. 31, 2023 | 122,466,515 | ||||||
Stockholders' equity, ending balance at Dec. 31, 2023 | $ 1,963,040 | $ 1,526,890 | $ 12 | $ 1,755,461 | $ (228,583) | $ 436,150 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 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 an industry-leading energy services company focused on making clean energy more accessible, reliable and affordable for homeowners and businesses, serving over 419,000 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 partner with local dealers and contractors who originate, design and install our customers' solar energy systems, energy storage systems and related products and services on our behalf, as well as other sustainable home solutions, such as home security and monitoring, smart home devices, modern heating, ventilation and air conditioning, generators, upgraded roofing, water systems, water heaters, main panel upgrades and electric vehicle chargers. Our focus on our dealer and contractor model enables us to leverage our dealers' and contractors' specialized knowledge, connections and experience in local markets to drive customer origination while providing our dealers and contractors 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 true vertically integrated models. We offer customers products to power and improve the energy efficiency and sustainability of their homes and businesses with affordable solar energy and related products and services. We are able to offer energy generation savings compared to utility-based retail rates with little to no up-front expense to the customer in conjunction with solar and solar plus energy storage products, and, in the case of the latter, are able to also provide energy resiliency. Our customer 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 customer 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 customer 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. Basis of Presentation The accompanying annual audited consolidated financial statements ("consolidated 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. Our consolidated 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 consolidated financial statements. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Use of Estimates The application of GAAP in the preparation of the consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the consolidated 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. Cash and Cash Equivalents We maintain cash and cash equivalents, which consists principally of demand deposits, with investment-grade financial institutions. We are exposed to credit risk to the extent cash and cash equivalents balances exceed amounts covered by the Federal Deposit Insurance Corporation ("FDIC"). As of December 31, 2023 and 2022, we had cash and cash equivalents deposits of $187.0 million and $337.5 million, respectively, in excess of the FDIC's current insured limit of $250,000. We have not experienced any losses on our deposits of cash and cash equivalents. Restricted Cash We record cash that is restricted as to withdrawal or use under the terms of certain contractual agreements as restricted cash. Our restricted cash primarily represents cash held to service certain payments under the Sunnova EZ-Own Portfolio, LLC ("EZOP"), Sunnova TEP Holdings, LLC ("TEPH"), Helios II Issuer, LLC ("HELII"), Helios III Issuer, LLC ("HELIII"), Sunnova RAYS I Issuer, LLC ("RAYSI"), 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 Helios VI Issuer, LLC ("HELVI"), Sunnova Helios VII Issuer, LLC ("HELVII"), Sunnova TEP V-A, LLC ("TEPVA"), Sunnova TEP V-B, LLC ("TEPVB"), Sunnova TEP V-C, LLC ("TEPVC"), Sunnova TEP 6-B, LLC ("TEP6B"), Sunnova TEP 6-D, LLC ("TEP6D"), Sunnova Sol III Issuer, LLC ("SOLIII"), Sunnova Helios VIII Issuer, LLC ("HELVIII"), Sunnova Helios IX Issuer, LLC ("HELIX"), Sunnova Sol IV Issuer, LLC ("SOLIV"), Sunnova Helios X Issuer, LLC ("HELX"), Sunnova Sol V Issuer, LLC ("SOLV"), Sunnova Helios XI Issuer, LLC ("HELXI"), Sunnova Helios XII Issuer, LLC ("HELXII"), Sunnova TEP 7-A, LLC ("TEP7A"), Sunnova TEP 7-B, LLC ("TEP7B"), Sunnova TEP 7-C, LLC ("TEP7C"), Sunnova TEP 7-D, LLC ("TEP7D"), Sunnova TEP 7-E, LLC ("TEP7E"), Sunnova TEP 7-F, LLC ("TEP7F"), Sunnova TEP 7-G, LLC ("TEP7G"), Sunnova TEP 8-C, LLC ("TEP8C"), Sunnova Inventory Supply, LLC ("IS"), Sunnova Asset Portfolio 9, LLC ("AP9") and Sunnova Hestia I Issuer, LLC ("HESI") financing arrangements (see Note 9, Long-Term Debt and Note 13, Redeemable Noncontrolling Interests and Noncontrolling Interests) and balances collateralizing outstanding letters of credit related to a reinsurance agreement and one of our operating leases for office space (see Note 17, Commitments and Contingencies). The following table presents the detail of restricted cash as recorded in other current assets and other assets in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Debt and inverter reserves $ 247,394 $ 132,634 Tax equity reserves 25,778 46,684 Other 8,398 5,999 Total (1) $ 281,570 $ 185,317 (1) Of this amount, $62.2 million and $51.7 million is recorded in other current assets as of December 31, 2023 and 2022, respectively. We are exposed to credit risk to the extent restricted cash balances exceed amounts covered by the FDIC. As of December 31, 2023 and 2022, we had restricted cash deposits of $274.4 million and $179.8 million, respectively, in excess of the FDIC's current insured limit of $250,000. We have not experienced any losses on our deposits of restricted cash. 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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 1,676 $ 1,044 Provision for current expected credit losses 4,978 2,858 Write off of uncollectible accounts (4,370) (2,490) Recoveries 275 264 Balance at end of period $ 2,559 $ 1,676 Accounts Receivable—Other. Accounts receivable—other primarily represents receivables from ITC sales and receivables from our dealers or other parties related to the sale of inventory and the use of inventory procured by us. The following table presents the changes in the allowance for credit losses recorded against accounts receivable—other in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ — $ — Provision for current expected credit losses 18,402 — Write off of uncollectible accounts (5,357) — Balance at end of period $ 13,045 $ — 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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Energy storage systems and components $ 83,178 $ 74,968 Homebuilder construction in progress 36,461 43,116 Modules and inverters 27,143 32,798 Meters and modems 1,793 1,166 Other — 65 Total $ 148,575 $ 152,113 Concentrations of Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, accounts receivable and notes receivable. The concentrated risk associated with cash, cash equivalents and restricted cash is mitigated by our policy of banking with creditworthy institutions. Typically, amounts on deposit with certain banking institutions exceed FDIC insurance limits. We do not generally require collateral or other security to support accounts receivable. To reduce credit risk related to our relationship with our dealers, management performs periodic credit evaluations and ongoing assessments of our dealers' financial condition. Concentration of Services and Equipment from Dealers We utilize a network of approximately 475 dealers as of December 31, 2023. During the year ended December 31, 2023, two dealers accounted for approximately 20% and 16%, respectively, of our total expenditures to dealers. During the year ended December 31, 2022, three dealers accounted for approximately 26%, 16% and 11%, respectively, of our total expenditures to dealers. During the year ended December 31, 2021, two dealers accounted for approximately 28% and 13%, respectively, of our total expenditures to dealers. No other dealer accounted for more than 10% of our expenditures to dealers during the years ended December 31, 2023, 2022 and 2021. Concentration of Revenue from Dealers During the year ended December 31, 2023, one dealer accounted for approximately 16% of our total revenue. During the year ended December 31, 2022, one dealer accounted for approximately 16% of our total revenue. No other dealer accounted for more than 10% of our revenue during the years ended December 31, 2023, 2022 and 2021. Dealer Commitments We enter into exclusivity and other similar agreements with certain key dealers pursuant to which we agree to pay an incentive if such dealers install a certain minimum number of solar energy systems within specified periods. These incentives are recorded in other assets in the consolidated balance sheets and are amortized to general and administrative expense in the consolidated statements of operations generally over the term of the customer agreements, which is estimated at an average of 23 years. See Note 17, Commitments and Contingencies. 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 7, Customer Notes Receivable, Note 8, Investments in Solar Receivables, Note 9, Long-Term Debt, Note 10, Derivative Instruments and Note 12, Acquisitions. The following tables present our financial instruments measured at fair value on a recurring basis as of December 31, 2023 and 2022: As of December 31, 2023 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 69,334 $ — $ — $ 69,334 Derivative assets 55,471 — 55,471 — Total $ 124,805 $ — $ 55,471 $ 69,334 Financial liabilities: Contingent consideration $ 19,916 $ — $ — $ 19,916 Total $ 19,916 $ — $ — $ 19,916 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 income/expense 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 5, Detail of Certain Balance Sheet Captions) in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 72,171 $ 82,658 Additions 969 — Settlements (11,528) (11,581) Gain recognized in earnings 7,722 1,094 Balance at end of period $ 69,334 $ 72,171 Changes in the fair value of our contingent consideration are included in other operating expense/income Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 26,787 $ 67,895 Settlements (10,832) (16,014) (Gain) loss recognized in earnings 3,961 (25,094) Balance at end of period $ 19,916 $ 26,787 The following table summarizes the significant unobservable inputs used in the valuation of our liabilities as of December 31, 2023 using Level 3 inputs: Unobservable Weighted Liabilities: Contingent consideration - installation earnout Volatility 30.00% Revenue risk premium 15.90% Risk-free discount rate 4.65% Contingent consideration - microgrid earnout Probability of success 10.00% Risk-free discount rate 4.65% 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. Derivative Instruments Our derivative instruments consist of interest rate swaps and caps that are not designated as cash flow hedges or fair value hedges. We use interest rate swaps and caps to manage our net exposure to interest rate changes. We record the derivatives in other current assets, other assets, other current liabilities and other long-term liabilities, as appropriate, in the consolidated balance sheets and the changes in fair value are recorded in interest expense, net in the consolidated statements of operations. We include unrealized gains and losses on derivatives as a non-cash reconciling item in operating activities in the consolidated statements of cash flows. We include realized gains and losses on derivatives as a change in components of operating assets and liabilities in operating activities in the consolidated statements of cash flows. See Note 10, Derivative Instruments. Revenue The following table presents the detail of revenue as recorded in the consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) PPA revenue $ 123,646 $ 104,563 $ 86,087 Lease revenue 147,788 100,070 71,784 Inventory sales revenue 185,855 195,979 — Service revenue 16,197 4,178 2,049 Direct sales revenue 60,590 8,484 1,212 Solar renewable energy certificate revenue 50,375 48,698 41,537 Cash sales revenue 96,072 72,425 27,176 Loan revenue 34,716 18,601 7,768 Other revenue 5,414 4,692 4,139 Total $ 720,653 $ 557,690 $ 241,752 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 $5.4 billion as of December 31, 2023, of which we expect to recognize approximately 4% 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 customer 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 17, 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 sales of service plans and repair services. 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. Direct Sales Revenue. Direct sales revenue includes revenue from the direct sale of solar energy systems and energy storage systems to customers with financing provided by us. We recognize revenue from the direct sale of solar energy systems and energy storage systems in the period in which the systems are placed in service. 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 December 31, 2023 and 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 customer 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 customer 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 7, 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 customer 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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Loans $ 930,999 $ 586,128 PPAs and leases 55,651 24,893 Solar receivables 4,339 4,602 Other 14 — Total (1) $ 991,003 $ 615,623 (1) Of this amount, $50.8 million and $30.2 million is recorded in other current liabilities as of December 31, 2023 and 2022, respectively. During the years ended December 31, 2023 and 2022, we recognized revenue of $33.0 million and $16.0 million, respectively, from amounts recorded in deferred revenue at the beginning of the respective years. Contract Assets and Contract Liabilities Billing practices are governed by the contract terms of each project based upon costs incurred, production or predetermined schedules. Billings do not necessarily correlate with revenue recognized using the percentage-of-completion method to reflect the transfer of control over time. Contract assets include unbilled amounts typically resulting from revenue under contracts when the percentage-of-completion method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. Contract liabilities consist of advance payments and billings in excess of revenue recognized. Retainage, included in contract assets, represents the amounts withheld from billings by our clients pursuant to provisions in the contracts and may not be paid to us until the completion of specific tasks or the completion of the project and, in some instances, for even longer periods. Retainage may also be subject to restrictive conditions such as performance guarantees. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The payment terms of our contracts from time to time require the customer to make advance |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets: As of December 31, Useful Lives 2023 2022 (in years) (in thousands) Solar energy systems and energy storage systems 35 $ 5,443,796 $ 3,719,727 Construction in progress 530,180 329,893 Asset retirement obligations 30 78,538 57,063 Information technology systems 3 130,300 72,797 Computers and equipment 3-5 7,503 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 5-6 419 157 Property and equipment, gross 6,199,718 4,192,983 Less: accumulated depreciation (560,924) (408,182) Property and equipment, net $ 5,638,794 $ 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 $489.7 million and $360.1 million as of December 31, 2023 and 2022, respectively. |
Natural Disaster Losses
Natural Disaster Losses | 12 Months Ended |
Dec. 31, 2023 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Natural Disaster Losses | Natural Disaster Losses We have insurance coverage related to property damage and business interruption. When a solar energy system is damaged by a natural disaster, we impair all or a portion of the net book value to operations and maintenance expense in the period for which the amount is probable and can be reasonably estimated. Insurance proceeds for property damage, up to the amount of impairment expense recorded for property damage, are estimated and recorded as a receivable (recorded in accounts receivable—other in the consolidated balance sheet) and a reduction to operations and maintenance expense when the receipt of the proceeds is deemed probable. Insurance proceeds for property damage that exceed the amount of impairment expense recorded and insurance proceeds related to business interruption are recorded when received, as a reduction to operations and maintenance expense. Costs incurred to repair or replace a solar energy system are capitalized (recorded in property and equipment, net in the consolidated balance sheet) and are classified as an investing cash outflow in the consolidated statement of cash flows. Insurance proceeds received for property damage are classified as an investing cash inflow in the consolidated statement of cash flows. Insurance proceeds received for business interruption are classified as an operating cash inflow in the consolidated statement of cash flows. Hurricane Fiona in Puerto Rico . In September 2022, Hurricane Fiona made landfall in Puerto Rico causing significant wind and water damage to the island's infrastructure, residences and businesses. A majority of Puerto Rico was left without electrical power. In addition, other basic utility and infrastructure services (such as water, communications, ports and other transportation networks) were severely curtailed. We had no material damages to our solar energy systems and energy storage systems. Hurricane Ian in Florida . In September 2022, Hurricane Ian made landfall in Florida causing catastrophic wind and water damage to the state's infrastructure, residences and businesses. We had no material damages to our solar energy systems and energy storage systems. Typhoon Mawar in Guam and Northern Mariana Islands . In May 2023, Typhoon Mawar made landfall in Guam and the Northern Mariana Islands causing significant wind and water damage to the islands' infrastructure, residences and businesses. We had no material damages to our solar energy systems and energy storage systems. Wildfires in Hawaii . In August 2023, a series of wildfires broke out in Hawaii causing widespread damage to the island's infrastructure, residences and businesses. We had no material damages to our solar energy systems and energy storage systems. During the years ended December 31, 2023 and 2022, we incurred (a) $1.6 million and $633,000, respectively, related to third-parties helping our customers, primarily restarting batteries and (b) $730,000 and $532,000, respectively, related to employees performing similar type work or other work related to the hurricanes. The following table presents the impact of the natural disaster losses as recorded in the consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) Operations and maintenance expense: Impairment of solar energy systems due to natural disaster losses $ 3,865 $ — $ — Insurance proceeds received/expected to be received—property damage (3,400) — — Insurance proceeds received—business interruption (350) — — Other natural disaster-related charges 1,635 633 — General and administrative expense: Other natural disaster-related charges 730 532 — Total $ 2,480 $ 1,165 $ — |
Detail of Certain Balance Sheet
Detail of Certain Balance Sheet Captions | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Inventory $ 148,575 $ 152,113 Current portion of customer notes receivable 176,562 114,910 Restricted cash 62,188 51,733 Prepaid assets 25,996 17,492 Deferred receivables 7,601 7,392 Current portion of investments in solar receivables 7,457 7,107 Other 920 553 Total $ 429,299 $ 351,300 The following table presents the detail of other assets as recorded in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Construction in progress - customer notes receivable $ 159,066 $ 382,611 Restricted cash 219,382 133,584 Exclusivity and other bonus arrangements with dealers, net 166,359 121,313 Investments in solar receivables 61,877 65,064 Straight-line revenue adjustment, net 62,941 53,086 Other 226,260 206,233 Total $ 895,885 $ 961,891 The following table presents the detail of other current liabilities as recorded in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Interest payable $ 67,647 $ 35,258 Deferred revenue 50,815 30,172 Current portion of operating and finance lease liability 4,231 3,247 Current portion of performance guarantee obligations 2,667 2,495 Other 8,289 334 Total $ 133,649 $ 71,506 |
AROs
AROs | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
AROs | AROs 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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 69,869 $ 54,396 Additional obligations incurred 21,529 11,871 Accretion expense 4,905 3,701 Other (76) (99) Balance at end of period $ 96,227 $ 69,869 |
Customer Notes Receivable
Customer Notes Receivable | 12 Months Ended |
Dec. 31, 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 customer agreement for a term of 10, 15 or 25 years. The following table presents the detail of customer notes receivable as recorded in the consolidated balance sheets and the corresponding fair values: As of December 31, 2023 2022 (in thousands) Customer notes receivable $ 4,029,025 $ 2,662,307 Allowance for credit losses (116,477) (81,248) Customer notes receivable, net $ 3,912,548 $ 2,581,059 Estimated fair value, net $ 3,800,754 $ 2,554,948 The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 81,248 $ 41,138 Provision for current expected credit losses 35,229 40,074 Recoveries — 36 Balance at end of period $ 116,477 $ 81,248 As of December 31, 2023 and 2022, we invested $159.1 million and $382.6 million, respectively, in loan solar energy systems, energy storage systems and accessories not yet placed in service. For the years ended December 31, 2023 and 2022, interest income related to our customer notes receivable was $98.8 million and $56.4 million, respectively. As of December 31, 2023 and 2022, accrued interest receivable related to our customer notes receivable was $14.3 million and $10.2 million, respectively. As of December 31, 2023 and 2022, there was $34.2 million and $12.6 million, respectively, of customer notes receivable not accruing interest and there was $754,000 and $278,000, respectively, of allowance recorded for loans on nonaccrual status. For the years ended December 31, 2023 and 2022, interest income of $0 was recognized for loans on nonaccrual status and accrued interest receivable of $63,000 and $514,000, 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 December 31, 2023 2022 (in thousands) 1-90 days past due $ 164,150 $ 91,668 91-180 days past due 40,428 16,859 Greater than 180 days past due 77,110 14,504 Total past due 281,688 123,031 Not past due 3,747,337 2,539,276 Total $ 4,029,025 $ 2,662,307 As of December 31, 2023 and 2022, the amortized cost of our customer notes receivable more than 90 days past due but not on nonaccrual status was $83.3 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 $ 1,482,469 $ 1,339,528 $ 692,995 $ 212,119 $ 109,781 $ 115,023 $ 3,951,915 Nonperforming (1) 8,612 30,877 19,148 5,491 4,792 8,190 77,110 Total $ 1,491,081 $ 1,370,405 $ 712,143 $ 217,610 $ 114,573 $ 123,213 $ 4,029,025 (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. |
Investments in Solar Receivable
Investments in Solar Receivables | 12 Months Ended |
Dec. 31, 2023 | |
Investments, All Other Investments [Abstract] | |
Investments In Solar Receivables | Investments in Solar Receivables In November 2021, one of our wholly-owned subsidiaries entered into a Master Lease Agreement (the "EAH Master Lease") with Energy Asset HoldCo LLC, a Delaware limited liability company and subsidiary of Lennar ("EAH Lessor"), to lease two pools of solar energy systems and assume the related PPA and lease obligations from EAH Lessor. In exchange for the right to receive future customer cash flows as well as certain credits, rebates and incentives (including SRECs) under those pooled agreements, we made an upfront payment to Lennar consisting of $35.0 million in initial cash consideration and 1,027,409 shares of our common stock for net consideration of $79.4 million. Pursuant to the terms of the EAH Master Lease, additional pools of solar energy systems may also be leased from EAH Lessor in the future in exchange for upfront lease payments. We will evaluate additional systems on a quarterly basis and, if eligible, are required to tranche the systems under the EAH Master Lease until March 2025. We established criteria for eligibility that ensures each solar energy system is operational, in service, in good standing and no liens or encumbrances exist. We continue to provide all operations, maintenance and asset management services to EAH Lessor related to the leased solar energy systems. EAH Lessor's residual interest in the solar energy systems comes from any customer renewal exercised after the twentieth anniversary of the contract term of the customer agreement, the remainder of the useful life of the solar energy system after the termination of the customer agreement and any tax incentives (including Section 48(a) ITCs) associated with the ownership of the solar energy system. As the EAH Master Lease does not constitute or contain a lease under the criteria specified by ASC 842, the purchase of EAH Lessor's future revenue has been accounted for as an acquisition of financial assets and we have elected the fair value option under ASC 825. For the purposes of establishing the fair value of our investments in solar receivables, our analysis considers cash flows beginning in September 2021 (the effective date of the transaction). We estimated the fair value of our investments in solar receivables to be $84.3 million on the transaction date. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our subsidiaries with long-term debt include Sunnova Energy Corporation, EZOP, HELII, RAYSI, HELIII, TEPH, SOLI, HELIV, AP8, SOLII, HELV, SOLIII, HELVI, HELVII, HELVIII, SOLIV, HELIX, HELX, IS, SOLV, HELXI, HELXII, AP9 and HESI. The following table presents the detail of long-term debt, net as recorded in the consolidated balance sheets: Year Ended December 31, 2023 Weighted Average Effective Interest Rates As of December 31, 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 (19,174) — (24,324) — Deferred financing costs, net (748) — (920) — Sunnova Energy Corporation Notes payable 7.07 % — 3,084 — — 5.875% senior notes 6.53 % 400,000 — 6.52 % 400,000 — 11.75% senior notes 12.02 % 400,000 — — — Debt discount, net (13,288) — (3,767) — Deferred financing costs, net (12,119) — (7,339) — EZOP Revolving credit facility 8.72 % 511,000 — 5.10 % 500,000 — Debt discount, net (302) — (532) — HELII Solar asset-backed notes 5.64 % 194,933 9,065 5.69 % 204,016 8,632 Debt discount, net (24) — (30) — Deferred financing costs, net (2,926) — (3,591) — RAYSI Solar asset-backed notes 5.55 % 105,096 6,349 5.54 % 105,878 9,957 Debt discount, net (753) — (960) — Deferred financing costs, net (3,004) — (3,451) — HELIII Solar loan-backed notes 4.43 % 86,232 9,983 4.42 % 94,247 10,438 Debt discount, net (1,250) — (1,536) — Deferred financing costs, net (1,200) — (1,474) — TEPH Revolving credit facility 10.03 % 1,036,600 — 7.74 % 425,700 — Debt discount, net (1,168) — (2,043) — SOLI Solar asset-backed notes 3.91 % 335,874 12,965 3.92 % 348,962 16,063 Debt discount, net (74) — (87) — Deferred financing costs, net (5,769) — (6,827) — HELIV Solar loan-backed notes 4.16 % 97,458 10,854 4.15 % 105,655 11,494 Debt discount, net (417) — (564) — Deferred financing costs, net (1,955) — (2,609) — AP8 Revolving credit facility 9.42 % — 215,000 20.52 % 74,535 465 SOLII Solar asset-backed notes 3.90 % 221,955 7,195 3.41 % 232,276 6,409 Debt discount, net (56) — (64) — Deferred financing costs, net (3,948) — (4,576) — HELV Solar loan-backed notes 2.49 % 134,473 13,496 2.47 % 143,940 14,367 Debt discount, net (540) — (690) — Deferred financing costs, net (2,094) — (2,661) — SOLIII Solar asset-backed notes 2.81 % 257,545 15,762 2.78 % 275,779 16,632 Debt discount, net (102) — (117) — Deferred financing costs, net (4,871) — (5,616) — HELVI Solar loan-backed notes 2.10 % 159,901 13,521 2.08 % 167,669 16,770 Debt discount, net (32) — (40) — Deferred financing costs, net (2,345) — (2,909) — HELVII Solar loan-backed notes 2.53 % 123,494 10,221 2.50 % 126,856 16,058 Debt discount, net (31) — (38) — Deferred financing costs, net (1,797) — (2,193) — HELVIII Solar loan-backed notes 3.62 % 243,020 19,995 3.54 % 250,014 31,099 Debt discount, net (4,355) — (5,267) — Deferred financing costs, net (3,395) — (4,080) — SOLIV Solar asset-backed notes 5.90 % 325,612 8,464 5.76 % 338,251 8,080 Debt discount, net (9,440) — (11,190) — Deferred financing costs, net (6,759) — (7,996) — HELIX Solar loan-backed notes 5.64 % 196,174 15,246 5.46 % 193,837 29,632 Debt discount, net (3,027) — (3,589) — Deferred financing costs, net (2,798) — (3,303) — HELX Solar loan-backed notes 7.38 % 200,842 19,996 6.23 % 162,301 18,335 Debt discount, net (17,015) — (12,459) — Deferred financing costs, net (3,064) — (3,319) — IS Revolving credit facility 8.90 % 31,300 — — — SOLV Solar asset-backed notes 6.93 % 312,844 7,775 — — Debt discount, net (15,491) — — — Deferred financing costs, net (6,682) — — — HELXI Solar loan-backed notes 6.29 % 247,251 31,240 — — Debt discount, net (12,007) — — — Deferred financing costs, net (5,195) — — — HELXII Solar loan-backed notes 6.71 % 210,263 26,661 — — Debt discount, net (13,065) — — — Deferred financing costs, net (4,135) — — — AP9 Revolving credit facility 19.30 % 12,118 — — — Debt discount, net (572) — — — HESI Solar loan-backed notes 10.94 % 213,432 26,625 — — Debt discount, net (7,616) — — — Deferred financing costs, net (7,058) — — — Total $ 7,030,756 $ 483,497 $ 5,194,755 $ 214,431 Availability. As of December 31, 2023, we had $733.0 million of available borrowing capacity under our various financing arrangements, consisting of $364.0 million under the EZOP revolving credit facility, $272.4 million under the TEPH revolving credit facility, $18.7 million under the IS revolving credit facility, $52.9 million under the AP9 revolving credit facility and $25.0 million under the BMB revolving credit facility. There was no available borrowing capacity under any of our other financing arrangements. As of December 31, 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. SEI Debt . In May 2021, we issued and sold an aggregate principal amount of $575.0 million of our 0.25% convertible senior notes ("0.25% convertible senior notes") in a private placement at a discount to the initial purchasers of 2.5%, for an aggregate purchase price of $560.6 million. The 0.25% convertible senior notes mature in December 2026 unless earlier redeemed, repurchased or converted. In connection with the pricing of the 0.25% convertible senior notes, we used proceeds of $91.7 million to enter into privately negotiated capped call transactions, which are expected to reduce the potential dilution to common shares and/or offset potential cash payments that could be required to be made in excess of the principal amount upon any exchange of notes. Such reduction and/or offset is subject to a cap initially equal to $60.00 per share, subject to adjustments. The capped call transactions cover, subject to customary adjustments, the number of shares of our common stock initially underlying the 0.25% convertible senior notes. As the capped call transactions meet certain accounting criteria, they are classified as stockholders' equity and therefore, are recorded in additional paid-in capital—common stock in the consolidated balance sheet and are not accounted for as derivatives. In August 2022, we issued and sold an aggregate principal amount of $600.0 million of our 2.625% convertible senior notes ("2.625% convertible senior notes") in a private placement at a discount to the initial purchasers of 2.5%, for an aggregate purchase price of $585.0 million. The 2.625% convertible senior notes mature in February 2028 unless earlier redeemed, repurchased or converted. In connection with the pricing of the 2.625% convertible senior notes, we used proceeds of $48.4 million to enter into privately negotiated capped call transactions, which are expected to reduce the potential dilution to common shares and/or offset potential cash payments that could be required to be made in excess of the principal amount upon any exchange of notes. Such reduction and/or offset is subject to a cap initially equal to $34.24 per share, subject to adjustments. The capped call transactions cover, subject to customary adjustments, the number of shares of our common stock initially underlying the 2.625% convertible senior notes. As the capped call transactions meet certain accounting criteria, they are classified as stockholders' equity and therefore, are recorded in additional paid-in capital—common stock in the consolidated balance sheet and are not accounted for as derivatives. Sunnova Energy Corporation Debt . In August 2021, Sunnova Energy Corporation issued and sold an aggregate principal amount of $400.0 million of 5.875% senior notes ("5.875% senior notes") at a discount to the initial purchasers of approximately 1.24%, for an aggregate purchase price of $395.0 million. The 5.875% senior notes mature in September 2026 and are initially guaranteed on a senior unsecured basis by SEI and a wholly-owned subsidiary of Sunnova Energy Corporation. 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. EZOP Debt . In April 2017, EZOP, a special purpose entity, entered into a secured revolving credit facility with Credit Suisse AG, New York Branch, as agent, and the lenders party thereto, for an aggregate commitment amount of $100.0 million with a maturity date of April 2019. In August 2017, the aggregate commitment amount was reduced to $70.0 million and in March 2019, the aggregate commitment amount was increased to $200.0 million. The EZOP revolving credit facility allows for the pooling and transfer of eligible loans on a non-recourse basis subject to certain limited exceptions. The proceeds of the loans under the EZOP revolving credit facility are available to purchase or otherwise acquire loans (which we originated) directly from Sunnova Asset Portfolio 7 Holdings, LLC ("AP7H") pursuant to a sale and contribution agreement, fund certain reserve accounts that are required to be maintained by EZOP in accordance with the EZOP revolving credit agreement and pay fees and expenses incurred in connection with the EZOP revolving credit facility. The amount available for borrowings at any one time under the EZOP revolving credit facility is limited to a borrowing base amount determined at each borrowing and calculated based on the aggregate solar loan balance of eligible solar loans of EZOP multiplied by the weighted average advance rate. Interest on the borrowings under the EZOP revolving credit facility is due monthly. Borrowings under the EZOP revolving credit facility bear interest at an annual rate equal to the weighted-average cost to the lender of any commercial paper (to the extent the lender funds an advance by issuing commercial paper) plus 3.50% during the commitment availability period and 4.50% after the commitment availability period. The EZOP revolving credit facility requires EZOP to pay a fee based on the daily unused portion of the commitments under the EZOP revolving credit facility. Payments from the loans will be deposited into accounts established pursuant to the EZOP revolving credit facility and applied in accordance with a cash waterfall in the manner specified in the EZOP revolving credit facility. EZOP is also required to maintain certain reserve accounts for the benefit of the lenders under the EZOP revolving credit facility, each of which must remain funded at all times to the levels specified in the credit agreement. In connection with the EZOP revolving credit facility, certain of our affiliates receive a fee for managing and servicing the solar loan agreements and related solar energy systems pursuant to management and servicing agreements. In addition, Sunnova Energy Corporation has guaranteed (a) the manager's obligations to manage the solar loan agreements and related solar energy systems pursuant to the management agreement, (b) the servicer's obligations to service the solar loan agreements and related solar energy systems pursuant to the servicing agreement, (c) AP7H's obligations to repurchase or substitute certain ineligible solar loans sold to EZOP pursuant to certain sale and contribution agreements and (d) certain indemnification obligations related to its affiliates in connection with the EZOP revolving credit facility, but does not provide a general guarantee of the creditworthiness of the assets of EZOP pledged as the collateral for the EZOP revolving credit facility. Under the limited guarantee, Sunnova Energy Corporation is subject to certain financial covenants regarding tangible net worth, working capital and restrictions on the use of proceeds from the EZOP revolving credit facility. In March 2021, we amended the EZOP revolving credit facility to, among other things, (a) extend the maturity date to November 2023 and (b) increase the uncommitted maximum facility amount from $200.0 million to $350.0 million. In June 2022, we amended the EZOP revolving credit facility to, among other things, (a) extend the scheduled commitment termination date to May 2024, (b) extend the facility maturity date to November 2024, (c) increase the aggregate commitment amount from $200.0 million to $400.0 million, subject to reductions based on the outstanding principal balance of advances over certain time periods, (d) increase the uncommitted maximum facility amount from $350.0 million to $475.0 million, (e) modify the interest rate on borrowings from accruing based on the London interbank offered rate ("LIBOR") to accruing based on Term SOFR (as defined by such revolving credit facility), plus a Term SOFR (as defined by such revolving credit facility) spread adjustment, (f) add an amortization event related to certain of our subsidiaries ceasing to originate solar loans (subject to certain thresholds, time periods and exceptions set forth therein), (g) add concentration limits for solar loans (1) with obligors with credit scores below certain thresholds and (2) for which the original principal balance exceeds a certain threshold and (h) modify eligibility requirements for solar loans to increase the permitted maximum original principal balance. In July 2022, we amended the EZOP revolving credit facility to, among other things, increase the uncommitted maximum facility amount from $475.0 million to $535.0 million until the earlier to occur of (a) September 29, 2022 and (b) the date upon which a specific sale of borrowing base assets and a related prepayment of outstanding debt thereunder occurs, upon the occurrence of which the uncommitted maximum facility amount will return to $475.0 million. In August 2022, we amended the EZOP revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $400.0 million to $450.0 million, (b) increase the uncommitted maximum facility amount from $535.0 million to $585.0 million, (c) amend certain provisions addressing the allocation of advances and principal payments among the lenders, (d) amend certain provisions addressing lender consent rights and related matters and (e) include certain provisions addressing service incentives and related matters. In September 2022, we amended the EZOP revolving credit facility to, among other things, (a) decrease the uncommitted maximum facility amount from $585.0 million to $575.0 million and (b) amend certain provisions related to the agent's allocation of certain payments made to the lenders. 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 and restated 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). In October 2023, we amended the EZOP revolving credit facility to, among other things, reallocate commitments among the lenders. HELII Debt . In November 2018, we pooled and transferred eligible solar energy systems and the related asset receivables into HELII, a special purpose entity, that issued $202.0 million in aggregate principal amount of Series 2018-1 Class A solar asset-backed notes and $60.7 million in aggregate principal amount of Series 2018-1 Class B solar asset-backed notes (collectively, the "HELII Notes") with a maturity date of July 2048. The HELII Notes were issued at a discount of 0.02% for Class A and 0.02% for Class B and bear interest at an annual rate equal to 4.87% and 7.71% for the Class A and Class B notes, respectively. The cash flows generated by these solar energy systems are used to service the semi-annual principal and interest payments on the HELII Notes and satisfy HELII's expenses, and any remaining cash can be distributed to Helios Depositor II, LLC, HELII's sole member. In connection with the HELII Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to management and servicing agreements. In addition, Sunnova Energy Corporation has guaranteed (a) the manager's obligations to manage the solar energy systems pursuant to the management agreement, (b) the servicer's obligations to service the solar energy systems pursuant to the servicing agreement and (c) Sunnova ABS Holdings, LLC's obligations to repurchase or substitute certain ineligible solar energy systems eventually sold to HELII pursuant to the sale and contribution agreement. HELII is also required to maintain certain reserve accounts for the benefit of the holders of the HELII Notes, each of which must remain funded at all times to the levels specified in the HELII Notes. The indenture requires HELII to track 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 HELII 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 HELII Notes have no recourse to our other assets except as expressly set forth in the HELII Notes. RAYSI Debt . In March 2019, we pooled and transferred eligible solar energy systems and the related asset receivables into RAYSI, a special purpose entity, that issued $118.1 million in aggregate principal amount of Series 2019-1 Class A solar asset-backed notes with a maturity date of April 2044 and $15.0 million in aggregate principal amount of Series 2019-1 Class B solar asset-backed notes with a maturity date of April 2034. The notes were issued with no discount for Class A and at a discount of 6.50% for Class B and bear interest at an annual rate equal to 4.95% and 6.35% for the Class A and Class B notes, respectively. In June 2019, RAYSI issued $6.4 million in aggregate principal amount of 2019-2 Class B solar asset-backed notes with a maturity date of April 2034 pursuant to a supplemental note purchase agreement at a discount rate of 10.50% and bear interest at an annual rate equal to 6.35%. The notes issued by RAYSI are referred to as the "RAYSI Notes". The cash flows generated by these solar energy systems are used to service the semi-annual principal and interest payments on the RAYSI Notes and satisfy RAYSI's expenses, and any remaining cash can be distributed to Sunnova RAYS Depositor II, LLC, RAYSI's sole member. In connection with the RAYSI Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to management, servicing, facility administration and asset management 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, servicing, facility administration and asset management agreements, (b) the managing member's 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 RAYSI pursuant to the related sale and contribution agreement. RAYSI is also required to maintain certain reserve accounts for the benefit of the holders of the RAYSI Notes, each of which must remain funded at all times to the levels specified in the RAYSI Notes. The indenture requires RAYSI to track 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 RAYSI Notes as of such date with the potential to enter into an early amortization period if the DSCR drops below a certain threshold. The indenture contains cross-default provisions under which a material default by (a) RAYSI or (b) a tax equity fund under the applicable tax equity transaction documents would, upon the expiration of certain time periods, result in an event of default under the RAYSI indenture. The holders of the RAYSI Notes have no recourse to our other assets except as expressly set forth in the RAYSI Notes. HELIII Debt . In June 2019, we pooled and transferred eligible solar loans and the related receivables into HELIII, a special purpose entity, that issued $139.7 million in aggregate principal amount of Series 2019-A Class A solar loan-backed notes, $14.9 million in aggregate principal amount of Series 2019-A Class B solar loan-backed notes and $13.0 million in aggregate principal amount of Series 2019-A Class C solar loan-backed notes (collectively, the "HELIII Notes") with a maturity date of June 2046. The HELIII Notes were issued at a discount of 0.03% for Class A, 0.01% for Class B and 0.03% for Class C and bear interest at an annual rate of 3.75%, 4.49% and 5.32% for the Class A, Class B and Class C notes, respectively. The cash flows generated by these solar loans are used to service the semi-annual principal and interest payments on the HELIII Notes and satisfy HELIII's expenses, and any remaining cash can be distributed to Sunnova Helios III Depositor, LLC, HELIII's sole member. In connection with the HELIII Notes, certain of our affiliates receive a fee for managing and servicing the solar energy systems pursuant to management and servicing 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, (b) the managing member's 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 loans eventually sold to HELIII pursuant to the related sale and contribution agreement. HELIII is also required to maintain certain reserve accounts for inverter replacement and a capitalized interest reserve account for the benefit of the holders of the HELIII Notes, each of which must remain funded at all times to the levels specified in the HELIII Notes. The holders of the HELIII Notes have no recourse to our other assets except as expressly set forth in the HELIII Notes. TEPH Debt . In September 2019, TEPH, a wholly-owned subsidiary of SEI, entered into a revolving credit facility with Credit Suisse AG, New York Branch, as administrative agent, and the lenders party thereto, for an aggregate committed amount of $100.0 million with a maturity date of November 2022. The TEPH revolving credit facility allows for borrowings based on the aggregate value of solar assets owned by subsidiaries of TEPH subject to certain excess concentration limitations. The proceeds from the TEPH revolving credit facility are available for funding certain reserve accounts required by the TEPH revolving credit facility, making distributions to the parent of TEPH and paying fees incurred in connection with closing the TEPH revolving credit facility. The TEPH revolving credit facility is non-recourse to SEI and is secured by net cash flows from PPAs and leases available to the borrower after distributions to tax equity investors and payment of certain operating, maintenance and other expenses. Sunnova Energy Corporation guarantees the performance of certain affiliates who manage the collateral related to the TEPH revolving credit facility as well as certain indemnity and repurchase obligations. Under the limited guarantee, Sunnova Energy Corporation is subject to certain financial covenants regarding tangible net worth, working capital and restrictions on the use of proceeds from the facility. In addition, TEPH's obligations under the TEPH revolving credit facility are guaranteed by certain subsidiaries of TEPH. Borrowings under the TEPH revolving credit facility are made in Class A loans and Class B loans. The TEPH revolving credit facility has an advance rate equal to approximately 60% of the value of the solar projects in the portfolio that have not yet begun construction and 80% of the value of the solar projects that have reached substantial completion. Interest on the borrowings under the TEPH revolving credit facility is due quarterly. Borrowings under the TEPH revolving credit facility initially bore interest at an annual rate of either LIBOR divided by a percentage equal to 100% minus a reserve percentage or a base rate (defined as, for any day, a rate of interest per annum equal to the highest of (a) the prime rate for such day and (b) the sum of the weighted average of the rates on overnight federal funds transactions with members of the federal reserve system arranged by federal funds brokers as published for such day plus 0.50%), plus a margin of between 2.90% and 4.30%, which varies based on criteria including (a) whether the availability period has expired, (b) whether a takeout transaction has occurred in the last 18 months and (c) the ratio of Class A loans to Class B loans outstanding at such time. In January 2021, we amended the TEPH revolving credit facility to, among other things, (a) permit certain transactions in SRECs (or proceeds therefrom) and related hedging arrangements and exclude certain of such amounts from the calculation of net cash flow available to service the indebtedness and (b) allow for borrowings with respect to certain ancillary components. In September 2021, we amended the TEPH revolving credit facility to, among other things, modify the hedging requirements to be based on borrowing capacity until March 2022, rather than amount currently borrowed. In October 2021, we amended the TEPH revolving credit facility to, among other things, update the LIBOR transition terms and transfer a portion of the loan commitment to an additional lender. In September 2022, we amended the TEPH revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $460.7 million to $564.7 million, (b) increase the uncommitted maximum facility amount from $600.0 million to $639.7 million, (c) extend the facility maturity date to November 2024, (d) amend certain excess concentration limitations, (e) replace LIBOR with Term SOFR (as defined by such revolving credit facility) as the interest rate benchmark and include benchmark replacement provisions and (f) include certain provisions addressing grid services revenue and related matters. In October 2022, we amended the TEPH revolving credit facility to, among other things, (a) increase the aggregate commitment amount from $564.7 million to $600.0 million and (b) increase the uncommitted maximum facility amount from $639.7 million to $689.7 million. 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 defaulti |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Interest Rate Swaps and Caps on EZOP Debt. During the years ended December 31, 2023 and 2022, EZOP entered into interest rate swaps and caps for an aggregate notional amount of $1.1 billion 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 years ended December 31, 2023 and 2022, EZOP unwound interest rate swaps and caps with an aggregate notional amount of $798.0 million and $360.2 million, respectively, and recorded a realized gain of $45.8 million and $22.9 million, respectively. Interest Rate Swaps and Caps on TEPH Debt. During the years ended December 31, 2023 and 2022, TEPH entered into interest rate swaps and caps for an aggregate notional amount of $851.6 million and $524.9 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 began decreasing to match TEPH's estimated quarterly principal payments on the debt. During the years ended December 31, 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 $9.7 million and $28.3 million, respectively. Interest Rate Swaps and Caps on AP8 Debt. During the years ended December 31, 2023 and 2022, AP8 entered into interest rate swaps and caps for an aggregate notional amount of $140.0 million and $75.0 million, 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 years ended December 31, 2023 and 2022, AP8 unwound interest rate swaps and caps with an aggregate notional amount of $0 and recorded a realized gain of $1.1 million and $0, respectively. Interest Rate Swaps and Caps on AP9 Debt. During the years ended December 31, 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 years ended December 31, 2023 and 2022, AP9 unwound interest rate swaps and caps with an aggregate notional amount of $0 and recorded a realized gain of $62,000 and $0, respectively. The following table presents a summary of the outstanding derivative instruments: As of December 31, 2023 2022 Effective Termination Fixed Aggregate Effective Termination Fixed Aggregate (in thousands, except interest rates) EZOP July 2023 - December 2023 December 2028 - November 2035 2.000% $ 489,581 June 2022 - July 2034 0.890% $ 489,477 TEPH July 2022 - December 2023 October 2031 - October 2041 2.620% - 4.202% 994,403 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 $ 1,723,984 $ 948,226 The following table presents the fair value of the interest rate swaps and caps as recorded in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Other assets $ 55,471 $ 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 consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) Realized (gain) loss $ (56,623) $ (51,207) $ 2,306 Unrealized (gain) loss 67,318 (19,451) (4,874) Total $ 10,695 $ (70,658) $ (2,568) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective income tax rate is 0%, (3)% and 0% for the years ended December 31, 2023, 2022 and 2021, 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 valuation allowance. The sources of these differences are as follows: Year Ended 2023 2022 2021 (in thousands) Loss before income tax $ (503,449) $ (126,390) $ (147,250) Statutory federal tax rate 21 % 21 % 21 % Tax benefit computed at statutory rate (105,724) (26,542) (30,923) State income tax, net of federal benefit 14,804 (3,167) (2,399) Adjustments from permanent differences: ITC sales (15,893) — — Redeemable noncontrolling interests and noncontrolling interests 17,738 (6,587) 1,970 ITC recapture — 101 82 Other 4,179 1,992 1,054 Increase in valuation allowance, net 83,873 38,089 30,476 Total income tax (benefit) expense $ (1,023) $ 3,886 $ 260 State, federal and foreign income tax (benefit) expense is $(1.0) million, $3.9 million and $260,000 for the years ended December 31, 2023, 2022 and 2021, respectively. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are as follows: As of December 31, 2023 2022 (tax effected, in thousands) Federal net operating loss carryforward $ 238,447 $ 261,837 State net operating loss carryforward 60,980 61,141 ITC carryforward 309,693 285,614 Foreign tax credit carryforward 18,087 — Federal unused interest deduction carryforward 49,979 45,750 Equity-based compensation 22,935 16,701 Deferred revenue 7,433 6,123 Unrealized loss on derivatives (17,119) (32,459) Investment in certain financing arrangements 150,476 154,635 Amortization of intangible assets — 12,730 Other deferred tax assets 48,619 30,606 Deferred tax assets 889,530 842,678 Fixed asset basis difference (627,290) (394,082) Intangible asset basis difference (30,921) (54,196) Investment in certain financing arrangements — (135,181) Other deferred tax liabilities (4,259) (7,095) Deferred tax liabilities (662,470) (590,554) Valuation allowance (227,414) (252,124) Net deferred tax liability $ (354) $ — A valuation allowance of $227.4 million and $252.1 million was recorded against our net deferred tax assets as of December 31, 2023 and 2022, respectively. We believe it is not more likely than not that future taxable income and the reversal of deferred tax liabilities will be sufficient to realize our net deferred tax assets. Our estimated federal tax net operating loss carryforward as of December 31, 2023 is approximately $1.1 billion, which will begin to expire in 2035 if not utilized. We also generated $28.2 million of Section 48(a) ITCs in 2023 for a net $309.7 million through December 31, 2023, which will begin to expire in 2033 if not utilized. 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. 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 December 31, 2023 and 2022 and we do not expect a significant change in gross unrecognized tax benefits in the next twelve months. Our tax years after 2012 remain subject to examination by the IRS and by the taxing authorities in the states and territories in which we operate. Under the provisions of the Internal Revenue Code and similar state provisions, our net operating loss carryforwards and tax credit carryforwards are subject to review and possible adjustment by the IRS and state tax authorities. Under Sections 382 and 383 of the Internal Revenue Code, as well as similar state provisions, our net operating loss and tax credit carryforwards may be subject to an annual limitation in the event of certain cumulative changes in the ownership interest of certain significant shareholders over a three-year period in excess of 50%. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitation is determined based on the value of our company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. We experienced an ownership change in August 2020 as defined by Sections 382 and 383 of the Internal Revenue Code, which limits our future ability to utilize NOLs and tax credits generated before the "ownership change". However, these limitations do not prevent the use of our NOLs to offset certain built-in gains, including deemed gains with respect to our cost recovery deductions, recognized by us within five years after the ownership change with respect to assets held by us at the time of the ownership change, or the use of our tax credits to offset related tax liabilities, to the extent of our "net unrealized built-in gain" at the time of the ownership change. We have determined that, based upon the size of our net unrealized built-in gain at the time of our 2020 ownership change and our projected recognition of deemed built-in gains in the five years following the ownership change, there is no impact on the balances for deferred taxes or valuation allowance. We conduct operations in the U.S. territories of Puerto Rico, Guam and the Commonwealth of the Northern Mariana Islands. As a result, our income tax expense includes the effects of taxes incurred in such jurisdictions where the tax code for the respective jurisdiction may have separate tax-reporting requirements. In August 2022, the Inflation Reduction Act of 2022 (the "IRA") was signed into law. Among other things, the IRA expanded and extended the tax credits available to solar energy projects in an effort to achieve President Biden's non-binding target of net-zero emissions by 2050. The IRA extends the investment tax credit for eligible solar energy projects through at least 2033 and, depending on the location of a particular project, its size, its ability to satisfy certain labor and domestic content requirements and the category of consumers it serves, the investment tax credit percentage can range between 6% and 70%. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | Acquisitions In February 2021, we entered into an Agreement and Plan of Merger (the "Merger Agreement") with certain of our subsidiaries, SunStreet Energy Group, LLC, a Delaware limited liability company ("SunStreet") and LEN X, LLC, a Florida limited liability company, the sole member of SunStreet and a wholly-owned subsidiary of Lennar Corporation ("Len x "). Pursuant to the Merger Agreement, in April 2021, we acquired SunStreet, Lennar Corporation's ("Lennar") residential solar platform, in exchange for up to 7,011,751 shares of our common stock (the "Acquisition"), comprised of 3,095,329 shares in initial consideration issued at closing, 27,526 shares related to the purchase price adjustments in the third quarter of 2021 and up to 3,888,896 shares issuable as earnout consideration after closing of the Acquisition as described below. We believe the Acquisition provides a new strategic path to further scale our solar business, reduces customer acquisition costs, provides a multi-year supply of sites through the development of new solar communities and allows us to pursue the development of clean and resilient microgrids across the U.S. The purchase consideration was approximately $218.6 million, consisting of $128.2 million in the issuance of common stock shares and $90.4 million representing the fair value of contingent consideration based upon estimated new solar energy system installations through 2025 and the execution of certain binding agreements before the fifth anniversary of the closing of the Acquisition. Pursuant to the Earnout Agreement entered into between us and Len x , Len x will have the ability to earn up to an additional 3,888,896 shares of common stock over a five-year period in connection with the Acquisition. The earnout payments are conditioned on SunStreet meeting certain commercial milestones and achieving specified in-service levels. There are two elements to the earnout arrangement. First, we will issue up to 2,777,784 shares to the extent we and our subsidiaries (including SunStreet) place target amounts of solar energy systems into service and enter into qualifying customer agreements related to such solar energy systems. The 2,777,784 shares of common stock issuable under this portion of the earnout can be earned in four installments on a yearly basis (if the in-service target for each such year is achieved) or at the end of the four-year period (if the cumulative in-service target is achieved by the fourth and final year), with the annual periods commencing on the closing date of the Acquisition. See Note 14, Stockholders' Equity. This earnout is recorded as contingent consideration. The second element of the earnout is related to the development of microgrid communities. Pursuant to this portion of the earnout, we will issue up to 1,111,112 shares in two separate tranches, each of which has different criteria, if, prior to the fifth anniversary of the closing date of the Acquisition, we enter into binding agreements for the development of microgrid communities. One of these tranches is recorded as contingent consideration. As of December 31, 2023, the amount of contingent consideration that could be paid to Lennar has an estimated maximum value of $31.0 million and a minimum value of $7.2 million. These values were determined based on the projected average share price over the five year earnout period multiplied by the number of shares to be transferred to Lennar if the targets for purchased solar energy systems placed in service are achieved. In connection with the Acquisition, Lennar has committed to contribute an aggregate $200.0 million (the "Funding Commitment") to four Sunnova tax equity funds, each formed annually during a period of four The fair values of the assets acquired and liabilities assumed are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. We estimated the fair value of the assets acquired at the acquisition date using a multi-period excess earnings methodology for customer relationships related to system sales and servicing, a cost savings methodology for customer relationships related to new customers, a relief from royalty methodology for the trade name and a discounted cash flow methodology for the tax equity commitment, all using Level 3 inputs. During the third quarter of 2021, we made changes to our purchase price allocation for facts and circumstances that existed at the acquisition date related to (a) the issuance of additional shares of common stock, (b) changes to the aggregate principal amount of the debt acquired, (c) modifications to the forecasted cash flows for the intangible assets, (d) modifications to the estimated earnout consideration and (e) resulting changes to goodwill. During the third quarter of 2021, we recorded an increase to goodwill of $9.1 million as a result of purchase price adjustments. The following table presents the fair value of the assets acquired and liabilities assumed, inclusive of the purchase price adjustments, with the excess recorded as goodwill: As (in thousands) Cash $ 503 Other current assets (includes inventory of $26,835) 33,562 Property and equipment 217 Intangible assets 211,836 Other assets 1,060 Total assets acquired 247,178 Accounts payable 3,762 Accrued expenses 4,580 Current portion of long-term debt 32,301 Other current liabilities 364 Other long-term liabilities 697 Total liabilities assumed 41,704 Net assets acquired, excluding goodwill 205,474 Purchase consideration 218,624 Goodwill $ 13,150 Goodwill represents the excess of the purchase consideration over the aggregate fair value of the assets acquired and liabilities assumed. Goodwill is primarily attributable to the acquired assembled workforce. We do not expect to take any tax deductions for the goodwill associated with the Acquisition unless we decide to make an asset election in the future that would make a portion of the goodwill deductible for tax purposes. The portion of revenue and earnings associated with the acquired business was not separately identifiable due to the integration with our operations. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests and Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interests and Noncontrolling Interests | Redeemable Noncontrolling Interests and Noncontrolling Interests The following table summarizes our redeemable noncontrolling interests and noncontrolling interests as of December 31, 2023: Tax Equity Entity Balance Sheet Classification Date Class A Sunnova TEP II, LLC Redeemable noncontrolling interests December 2017 Sunnova TEP II-B, LLC Redeemable noncontrolling interests December 2017 Sunnova TEP III, LLC Redeemable noncontrolling interests January 2019 Sunnova TEP IV-A, LLC ("TEPIVA") Noncontrolling interests August 2019 Sunnova TEP IV-B, LLC ("TEPIVB") Noncontrolling interests December 2019 Sunnova TEP IV-C, LLC ("TEPIVC") Noncontrolling interests February 2020 Sunnova TEP IV-D, LLC ("TEPIVD") Noncontrolling interests May 2020 Sunnova TEP IV-F, LLC Noncontrolling interests July 2020 Sunnova TEP IV-E, LLC ("TEPIVE") Noncontrolling interests September 2020 Sunnova TEP IV-G, LLC ("TEPIVG") Noncontrolling interests November 2020 Sunnova TEP V-D, LLC ("TEPVD") Noncontrolling interests April 2021 TEPVA Noncontrolling interests April 2021 TEPVB Noncontrolling interests May 2021 TEPVC Noncontrolling interests July 2021 Sunnova TEP V-E, LLC Redeemable noncontrolling interests October 2021 Sunnova TEP 6-A, LLC ("TEP6A") Noncontrolling interests December 2021 TEP6B Noncontrolling interests February 2022 Sunnova TEP 6-E, LLC Redeemable noncontrolling interests May 2022 TEP6D Noncontrolling interests September 2022 Sunnova TEP 6-C, LLC ("TEP6C") Redeemable noncontrolling interests October 2022 TEP7C Redeemable noncontrolling interests November 2022 TEP7A Noncontrolling interests December 2022 TEP7B Redeemable noncontrolling interests December 2022 TEP7D Noncontrolling interests December 2022 TEP7E Redeemable noncontrolling interests May 2023 TEP7G Redeemable noncontrolling interests August 2023 TEP7F Redeemable noncontrolling interests September 2023 Sunnova TEP 8-A, LLC ("TEP8A") Noncontrolling interests December 2023 Sunnova TEP 8-B, LLC ("TEP8B") Noncontrolling interests December 2023 TEP8C Redeemable noncontrolling interests December 2023 The purpose of the tax equity entities is to own and operate a portfolio of solar energy systems and energy storage systems. The terms of the tax equity entities' operating agreements contain allocations of taxable income (loss), Section 48(a) ITCs and cash distributions that vary over time and adjust between the members on an agreed date (referred to as the flip date). The operating agreements specify either a date certain flip date or an internal rate of return ("IRR") flip date. The date certain flip date is based on the passage of a fixed period of time that generally corresponds to the expiration of the recapture period associated with Section 48(a) ITCs or a year thereafter. The IRR flip date is the date on which the tax equity investor has achieved a contractual rate of return. From inception through the flip date, the Class A members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 99% and the Class B members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 1%. TEPIVA, TEPIVB, TEPIVC, TEPIVD, TEPIVE, TEPIVG, TEPVB, TEPVC, TEPVD, TEP6A, TEP6B, TEP6C, TEP6D, TEP7A, TEP7D and TEP8A also have a step-down period prior to the flip date during which the Class A members' allocation of certain items within taxable income (loss) become 67% and the Class B members' allocation of certain items within taxable income (loss) become 33% and TEPIVG, TEPVB, TEPVC and TEP6B also have an additional step-down period prior to the flip date during which the Class A members' allocation of certain items within taxable income (loss) are further reduced and the Class B members' allocation of certain items within taxable income (loss) are further increased. After the related flip date (or, if the tax equity investor has a deficit capital account, typically after such deficit has been eliminated), the Class A members' allocation of taxable income (loss) will typically decrease to 5% (or, in some cases, a higher percentage if required by the tax equity investor) and the Class B members' allocation of taxable income (loss) will increase by an inverse amount. The redeemable noncontrolling interests and noncontrolling interests are comprised of Class A units, which represent the tax equity investors' interest in the tax equity entities. Both the Class A members and Class B members have call options to allow either member to redeem the other member's interest in the tax equity entities upon the occurrence of certain contingent events, such as bankruptcy, dissolution/liquidation and forced divestitures of the tax equity entities. Additionally, except for TEPIVG, TEPVB and TEP6B, the Class B members have the option to purchase all Class A units, which is typically exercisable at any time during the periods specified under each respective governing document, and, in regard to the tax equity entities classified as redeemable noncontrolling interests, also have the contingent obligation to purchase all Class A units if the Class A members exercise their right to withdraw, which is typically exercisable at any time during the periods specified under each respective governing document. 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. The carrying values of the redeemable noncontrolling interests were equal to or greater than the estimated redemption values as of December 31, 2023 and 2022. Guarantees . We are contractually obligated to make certain Class A members whole for losses they may suffer in certain limited circumstances resulting from the disallowance or recapture of Section 48(a) ITCs. We have concluded the likelihood of a significant recapture event is remote and consequently have not recorded a liability for any potential recapture exposure. The maximum potential future payments we could be required to make under this obligation would depend on the IRS successfully asserting upon audit the fair market values of the solar energy systems sold or transferred to the tax equity entities as determined by us exceed the allowable basis for the systems for purposes of claiming Section 48(a) ITCs. The fair market values of the solar energy systems and related Section 48(a) ITCs are determined, and the Section 48(a) ITCs are allocated to the Class A members, in accordance with the tax equity entities' operating agreements. Due to uncertainties associated with estimating the timing and amounts of distributions, the likelihood of an event that may trigger repayment, forfeiture or recapture of Section 48(a) ITCs to such Class A members, and the fact that we cannot determine how the IRS will evaluate system values used in claiming Section 48(a) ITCs, we cannot determine the potential maximum future payments that are required under these guarantees. From time to time, we incur non-performance fees, which may include, but is not limited to, delays in the installation process and interconnection to the power grid of solar energy systems and other factors. The non-performance fees are settled by either a return of a portion of the Class A members' capital contributions or an additional payment to the Class A members. During the years ended December 31, 2023, 2022 and 2021, we paid $766,000, $9.5 million and $41.2 million, respectively, related to non-performance fees. As of December 31, 2023 and 2022, we recorded a liability of $3.2 million and $170,000, respectively, related to non-performance fees. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity In April 2021, we issued 3,095,329 shares of common stock in connection with the Acquisition. In August 2021, we issued an additional 27,526 shares of common stock in connection with the purchase price adjustments of the Acquisition. See Note 12, Acquisitions. In November 2021, we issued 1,027,409 shares of common stock in connection with our investments in solar receivables. See Note 8, Investments in Solar Receivables. During the year ended December 31, 2021, the remaining holders of our 9.75% convertible senior notes converted approximately $97.1 million aggregate principal amount, including accrued and unpaid interest to the date of each conversion, of our 9.75% convertible senior notes into 7,196,035 shares of our common stock. In August 2023, we sold 5,865,000 shares of common stock at a public offering price of $14.75 per share. We received aggregate net proceeds of approximately $82.2 million, after deducting underwriting discounts and commissions of approximately $3.9 million and offering expenses of approximately $400,000. We used the net proceeds from the offering for general corporate purposes. During the years ended December 31, 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. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation Effective December 2013 and January 2015, we established and adopted two stock option plans (collectively, the "Prior Plans") after approval by our Board. The Prior Plans provided the aggregate number of shares of common stock that may be issued pursuant to stock options shall not exceed 26,032 shares. No further awards may be made under the Prior Plans. Effective March 2016, we established and adopted a new stock option plan (the "2016 Plan") after approval by our Board. The 2016 Plan allowed for the issuance of non-qualified and incentive stock options. The 2016 Plan provided the aggregate number of shares of common stock that may be issued pursuant to stock options shall not exceed 4,288,950 shares. No further awards may be made under the 2016 Plan. In connection with our IPO, our Board adopted the 2019 Long-Term Incentive Plan (the "LTIP") to incentivize employees, officers, directors and other service providers of SEI and its affiliates. The LTIP provides for the grant, from time to time, at the discretion of our Board or a committee thereof, of stock options, stock appreciation rights, stock awards, including restricted stock and restricted stock units, performance awards and cash awards. The LTIP provides the aggregate number of shares of common stock that may be issued pursuant to awards shall not exceed 5,229,318 shares. The number of shares available for issuance under the LTIP will be increased each fiscal year beginning in 2020, in an amount equal to the lesser of (a) a number of shares such that the total number of shares that remain available for additional grants under the LTIP equals five percent of the outstanding shares of our common stock on the last day of the immediately preceding fiscal year or (b) such number of shares determined by our Board. In February 2023, the aggregate number of shares of common stock that may be issued pursuant to awards under 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. Awards granted under the LTIP contain a service condition and cease vesting for employees, consultants and directors upon termination of employment or service. The grant date fair value of awards granted under the LTIP will be recognized ratably over the applicable vesting period of each award (either one year, three years or seven years). The Prior Plans and the 2016 Plan will only allow for settlement of stock options by the issuance of common stock and awards issued under the LTIP can generally only be settled by the issuance of common stock. Therefore, we classify the awards as equity awards. We recognize the fair value of equity-based compensation awards as compensation cost in the financial statements, beginning on the grant date. We base compensation expense on the fair value of the awards we expect to vest, recognized over the service period, and adjusted for actual forfeitures that occur before vesting. Stock Options During 2021, 75,031 stock options were granted and 569,740 stock options were exercised resulting in the issuance of 569,740 shares of common stock in exchange for $9.0 million. During 2022, 538,758 stock options were granted and 18,383 stock options were exercised resulting in the issuance of 18,383 shares of common stock in exchange for $213,000. During 2023, 1,017,493 stock options were granted and 41,788 stock options were exercised resulting in the issuance of 41,788 shares of common stock in exchange for $540,000. We used the following assumptions to apply the Black-Scholes option-pricing model to stock options granted during the years ended December 31, 2023, 2022 and 2021: Year Ended 2023 2022 2021 Expected dividend yield 0.00% 0.00% 0.00% Risk-free interest rate 3.50% - 4.38% 2.40% 1.13% Expected term (in years) 6.26 - 6.57 6.375 - 6.46 6.13 Volatility 65.58% - 69.81% 58.76% 55.13% The expected volatility was calculated based on the average historical volatilities of publicly traded peer companies determined by us. The risk-free interest rate used was based on the U.S. treasury yield curve in effect at the time of grant for the expected term of the stock options to be valued. The expected dividend yield is zero as we do not anticipate paying common stock dividends within the relevant time frame. The expected term has been estimated using the average of the contractual term and weighted average life of the stock options. The following table summarizes stock option activity: Number Weighted Weighted Weighted Aggregate (in thousands) Outstanding, December 31, 2021 2,765,815 $ 16.71 4.91 $ 31,874 Granted 538,758 $ 27.62 9.22 $ 14.37 Exercised (18,383) $ 11.59 $ 231 Forfeited (26,731) $ 24.77 $ 12.83 Outstanding, December 31, 2022 3,259,459 $ 18.48 4.75 $ 10,341 Granted 1,017,493 $ 15.01 9.23 $ 8.82 Exercised (41,788) $ 12.91 $ 203 Forfeited (217,015) $ 19.38 $ 8.77 Outstanding, December 31, 2023 4,018,149 $ 17.61 4.97 $ 5,542 Exercisable, December 31, 2023 2,575,095 $ 16.50 2.80 $ 4,787 Vested and expected to vest, December 31, 2023 4,018,149 $ 17.61 4.97 $ 5,542 Non-vested, December 31, 2022 570,230 $ 14.71 Non-vested, December 31, 2023 1,443,054 $ 10.78 The number of stock options that vested during the years ended December 31, 2023 and 2022 was 16,816. The grant date fair value of stock options that vested during the years ended December 31, 2023 and 2022 was $309,000. As of December 31, 2023, there was $9.1 million of total unrecognized compensation expense related to stock options, which is expected to be recognized over the remaining weighted average period of 1.79 years. Restricted Stock Units The following table summarizes restricted stock unit activity: Number of Weighted Outstanding, December 31, 2021 1,649,789 $ 18.48 Granted 1,035,714 $ 23.79 Vested (974,972) $ 19.79 Forfeited (100,916) $ 26.21 Outstanding, December 31, 2022 1,609,615 $ 20.62 Granted 2,155,890 $ 14.50 Vested (1,009,102) $ 18.10 Forfeited (372,198) $ 17.78 Outstanding, December 31, 2023 2,384,205 $ 16.60 The grant date fair value of restricted stock units that vested during the years ended December 31, 2023 and 2022 was $18.3 million and $19.3 million, respectively. As of December 31, 2023, there was $26.6 million of total unrecognized compensation expense related to restricted stock units, which is expected to be recognized over the remaining weighted average period of 1.30 years. Employee Stock Purchase Plan ("ESPP") Effective May 2022, we established an ESPP. We are authorized to issue up to an aggregate 750,000 shares of common stock under the ESPP. The ESPP allows eligible employees to purchase shares of our common stock at a price per share equal to 95% of the lesser of the closing price of our common stock on the grant date or the purchase date. Payment for shares of our common stock is made as of the purchase date through payroll deductions on an after-tax basis over the designated purchase period. Each purchase period will generally be a six-month period commencing on January 1 and July 1 of each year, or such other period as the plan administrator may prescribe. The applicable purchase date is the last trading day of the purchase period or other such trading date designated by the plan administrator. An employee's payroll deductions under the ESPP are limited to 15% of the employee's eligible compensation with an annual limitation of $25,000. As of December 31, 2023 and 2022, the number of shares of common stock issued under the ESPP was 35,160 and 7,106, respectively. |
Basic and Diluted Net Loss Per
Basic and Diluted Net Loss Per Share | 12 Months Ended |
Dec. 31, 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: Year Ended 2023 2022 2021 (in thousands, except share and per share amounts) Net loss attributable to stockholders—basic and diluted $ (417,961) $ (161,642) $ (138,128) Net loss per share attributable to stockholders—basic and diluted $ (3.53) $ (1.41) $ (1.25) Weighted average common shares outstanding—basic and diluted 118,344,728 114,451,034 110,881,630 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: Year Ended 2023 2022 2021 Equity-based compensation awards 6,093,155 4,907,458 4,670,740 Convertible senior notes 34,150,407 23,228,952 10,829,353 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 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 December 31, 2023, we recorded $6.8 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 $4.1 million is recorded in other long-term liabilities in the 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 consolidated balance sheet. The changes in our aggregate performance guarantee obligations are as follows: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 4,845 $ 5,293 Accruals 4,982 2,727 Settlements (3,074) (3,175) Balance at end of period $ 6,753 $ 4,845 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 consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) Operating lease expense $ 2,910 $ 2,753 $ 1,643 Finance lease expense: Amortization expense 1,150 783 417 Interest on lease liabilities 109 60 38 Short-term lease expense 197 141 78 Variable lease expense 1,049 961 1,064 Total $ 5,415 $ 4,698 $ 3,240 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 December 31, 2023 2022 (in thousands) Right-of-use assets: Operating leases $ 13,247 $ 14,706 Finance leases 4,085 2,476 Total right-of-use assets $ 17,332 $ 17,182 Current lease liabilities: Operating leases $ 2,883 $ 2,451 Finance leases 1,348 796 Long-term leases liabilities: Operating leases 14,005 15,751 Finance leases 1,631 957 Total lease liabilities $ 19,867 $ 19,955 Other information related to leases was as follows: Year Ended 2023 2022 2021 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (1) $ 2,765 $ 1,647 $ 1,310 Operating cash flows from finance leases $ 109 $ 60 $ 38 Financing cash flows from finance leases $ 1,059 $ 801 $ 476 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 741 $ 245 $ 8,867 Finance leases $ 2,759 $ 1,072 $ 2,213 (1) Includes reimbursements in 2023, 2022 and 2021 of approximately $545,000, $297,000 and $423,000, respectively, for leasehold improvements. As of December 31, 2023 2022 Weighted average remaining lease term (years): Operating leases 5.51 6.60 Finance leases 3.12 2.86 Weighted average discount rate: Operating leases 4.06 % 3.95 % Finance leases 6.26 % 4.37 % Future minimum lease payments under our non-cancelable leases as of December 31, 2023 were as follows: Operating Finance (in thousands) 2024 $ 3,517 $ 1,498 2025 3,409 940 2026 3,236 541 2027 3,304 277 2028 3,372 — 2029 and thereafter 2,113 — Total 18,951 3,256 Amount representing interest (1,987) (277) Amount representing leasehold incentives (76) — Present value of future payments 16,888 2,979 Current portion of lease liability (2,883) (1,348) Long-term portion of lease liability $ 14,005 $ 1,631 Letters of Credit . In connection with a reinsurance agreement and various security arrangements for an office lease, we have letters of credit outstanding of $0 and $4.1 million as of December 31, 2023 and 2022, respectively. The letters of credit are cash collateralized for the same amount or a lesser amount and this cash is classified as restricted cash recorded in other current assets and other assets in the consolidated balance sheets. 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 December 31, 2023 and 2022, the net unamortized balance of payments to dealers for exclusivity and other similar arrangements was $166.4 million and $121.3 million, respectively. Under these agreements, we paid $53.8 million and $50.1 million during the years ended December 31, 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) 2024 $ 77,724 2025 57,079 2026 36,904 2027 30,000 2028 — 2029 and thereafter — Total $ 201,707 Purchase Commitments. In December 2021, we amended an agreement with a supplier in which we agreed to purchase at least 1,420 megawatt hours of solar energy systems, energy storage systems and accessories through December 2023. In October 2023, we further amended this agreement in which we agreed to purchase approximately $325.0 million of energy storage systems through December 2024. Under this agreement, we purchased $178.6 million and $216.0 million during the years ended December 31, 2023 and 2022, respectively. As of December 31, 2023, we estimate our remaining purchase commitment to be approximately $255.0 million. Information Technology Commitments. We have certain long-term contractual commitments related to information technology software services and licenses. Future commitments as of December 31, 2023 were as follows: Information (in thousands) 2024 $ 23,045 2025 7,243 2026 6,137 2027 7,405 2028 515 2029 and thereafter 515 Total $ 44,860 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events EZOP Debt . In February 2024, we amended the EZOP revolving credit facility to, among other things, (a) reflect certain assignments of commitments occurring within the Atlas Lender Group (as defined by such revolving credit facility) without increasing the existing commitments, and the assignment of the role of the Atlas funding agent for the Atlas Lender Group, (b) amend the thresholds for certain "Amortization Events" (as defined by such revolving credit facility) and (c) modify the "Liquidity Reserve Account Required Balance" (as defined by such revolving credit facility). TEPH Debt . In February 2024, we amended the TEPH revolving credit facility to, among other things, reflect an assignment of commitments occurring within the Atlas Lender Group (as defined by such revolving credit facility) without increasing the existing commitments and the appointment of a new Atlas funding agent for the Atlas Lender Group. SOLVI Debt . In February 2024, we pooled and transferred eligible solar energy systems and the related asset receivables into wholly-owned subsidiaries of SOLVI, a special purpose entity, that issued $194.5 million in aggregate principal amount of Series 2024-1 Class A solar asset-backed notes, $16.5 million in aggregate principal amount of Series 2024-1 Class B solar asset-backed notes and $15.0 million in aggregate principal amount of Series 2024-1 Class C solar asset-backed notes (collectively, the "SOLVI Notes") with a maturity date of January 2059. The SOLVI Notes were issued at a discount of 4.66%, 7.08% and 13.98% for the Class A, Class B and Class C notes, respectively, and bear interest at an annual rate equal to 5.65%, 7.00% and 9.00% for the Class A, Class B and Class C notes, respectively. The cash flows generated by the solar energy systems of SOLVI's subsidiaries are used to service the quarterly principal and interest payments on the SOLVI Notes and satisfy SOLVI's expenses, and any remaining cash can be distributed to Sunnova SOL VI Depositor, LLC, SOLVI's sole member. In connection with the SOLVI 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 SOLVI pursuant to the sale and contribution agreement. SOLVI is also required to maintain certain reserve accounts for the benefit of the holders of the SOLVI Notes, each of which must remain funded at all times to the levels specified in the SOLVI Notes. The indenture requires SOLVI 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 SOLVI 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 SOLVI Notes have no recourse to our other assets except as expressly set forth in the SOLVI Notes. Redeemable Noncontrolling Interests and Noncontrolling Interests . In February 2024, the Class A member of TEP7A increased its capital commitment from approximately $59.0 million to approximately $61.4 million. In February 2024, we admitted a tax equity investor as the Class A member of Sunnova TEP 8-D, LLC ("TEP8D"), a subsidiary of Sunnova TEP 8-D Manager, LLC, which is the Class B member of TEP8D. The Class A member of TEP8D made a total capital commitment of approximately $195.0 million. |
Schedule I Parent Company Finan
Schedule I Parent Company Financial Statements | 12 Months Ended |
Dec. 31, 2023 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I Parent Company Financial Statements | SUNNOVA ENERGY INTERNATIONAL INC. CONDENSED BALANCE SHEETS (in thousands, except share amounts and share par values) As of December 31, 2023 2022 Assets Current assets: Cash $ 75 $ 65 Accounts receivable, including affiliates 7 — Total current assets 82 65 Investments in subsidiaries 1,677,268 2,056,622 Total assets $ 1,677,350 $ 2,056,687 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 2 $ 22 Other current liabilities 6,138 5,895 Total current liabilities 6,140 5,917 Long-term debt, net 1,155,078 1,149,756 Total liabilities 1,161,218 1,155,673 Stockholders' equity: Common stock, 122,466,515 and 114,939,079 shares issued as of December 31, 2023 and 2022, respectively, at $0.0001 par value 12 11 Additional paid-in capital—common stock 1,735,470 1,617,856 Accumulated deficit (1,219,350) (716,853) Total stockholders' equity 516,132 901,014 Total liabilities and stockholders' equity $ 1,677,350 $ 2,056,687 See accompanying notes to parent company condensed financial statements. SUNNOVA ENERGY INTERNATIONAL INC. CONDENSED STATEMENTS OF OPERATIONS (in thousands) Year Ended 2023 2022 2021 Revenue $ — $ — $ — General and administrative expense 1,367 1,362 929 Other operating expense 24 — — Operating loss (1,391) (1,362) (929) Interest expense, net 22,536 10,835 3,722 Equity in losses of subsidiaries 478,494 118,079 142,870 Loss before income tax (502,421) (130,276) (147,521) Income tax expense 5 — — Net loss $ (502,426) $ (130,276) $ (147,521) See accompanying notes to parent company condensed financial statements. SUNNOVA ENERGY INTERNATIONAL INC. CONDENSED STATEMENTS OF CASH FLOWS (in thousands) Year Ended 2023 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES Net cash provided by (used in) operating activities $ (13,605) $ 3,045 $ 8,554 CASH FLOWS FROM INVESTING ACTIVITIES Investments in subsidiaries (88,645) (560,700) (500,700) Distributions from subsidiaries 19,650 21,100 — Other, net 90 — — Net cash used in investing activities (68,905) (539,600) (500,700) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term debt — 585,000 560,625 Payments of deferred financing costs (43) (516) (615) Purchase of capped call transactions — (48,420) (91,655) Proceeds from issuance of common stock, net 82,563 38 19,392 Net cash provided by financing activities 82,520 536,102 487,747 Net increase (decrease) in cash 10 (453) (4,399) Cash at beginning of period 65 518 4,917 Cash at end of period $ 75 $ 65 $ 518 Non-cash investing and financing activities: Non-cash conversion of convertible senior notes for common stock $ — $ — $ 95,648 Non-cash issuance of common stock for investments in solar receivables $ — $ — $ 44,353 Non-cash issuance of common stock for business acquisition $ — $ — $ 128,224 Supplemental cash flow information: Cash paid for interest $ 17,013 $ 1,438 $ 1,390 Cash paid for income taxes $ — $ — $ — See accompanying notes to parent company condensed financial statements. On July 24, 2019, Sunnova Energy International Inc. ("SEI") priced 14,000,000 shares of its common stock at a public offering price of $12.00 per share and on July 25, 2019, SEI's common stock began trading on the New York Stock Exchange under the symbol "NOVA". Upon the closing of our initial public offering on July 29, 2019 (our "IPO"), Sunnova Energy Corporation was contributed to SEI and SEI became the holding company of Sunnova Energy Corporation through a reverse merger. In addition, the historical financial statements of Sunnova Energy Corporation became the historical financial statements of SEI. These condensed financial statements include the condensed balance sheets, condensed statements of operations and condensed statements of cash flows and have been prepared on a parent-only basis. These parent-only financial statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America for annual financial statements and therefore, these parent-only financial statements and other information included should be read in conjunction with SEI's consolidated financial statements and related notes contained within this Annual Report on Form 10-K. See Note 9, Long-Term Debt. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ (417,961) | $ (161,642) | $ (138,128) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Dec. 31, 2023 shares | Dec. 31, 2023 shares | |
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | Sell to Cover 10b5-1 Trading Arrangements During the three months ended December 31, 2023, the following directors and officers adopted certain trading plans ("10b5-1 Plans") intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The 10b5-1 Plans authorize an agent to sell such securities as are necessary to satisfy tax withholding obligations, commissions and any fees, arising exclusively from the vesting of certain previously granted compensatory awards of restricted stock units, outlined as follows: Name Title Shares Vesting and Subject to Sell-to-Cover Date Adopted Plan Plan End Date Michael Grasso Executive Vice President, Chief Revenue Officer 13,980 November 14, 2023 March 25, 2024 April 25, 2024 Chris Hayden Executive Vice President, Chief Technology Officer 3,333 November 9, 2023 March 25, 2024 April 25, 2024 Kris Hillstrand Executive Vice President, Direct 13,980 November 15, 2023 March 25, 2024 April 25, 2024 Kelsey Hultberg Executive Vice President, Corporate Communications and Sustainability 3,181 November 22, 2023 March 25, 2024 April 25, 2024 Robert Lane Executive Vice President and Chief Financial Officer 16,874 November 2, 2023 March 25, 2024 December 31, 2024 Meghan Nutting Executive Vice President, Government and Regulatory Affairs 6,464 November 16, 2023 March 25, 2024 April 25, 2024 Chris Hayden, Executive Vice President, Chief Technology Officer On December 13, 2023, Chris Hayden, Executive Vice President, Chief Technology Officer, terminated a 10b5-1 Plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Such 10b5-1 Plan was adopted on November 9, 2023 and provided for the exercise and sale of up to 5,715 employee stock options at various prices dependent on the market price of the shares of our common stock, commencing on April 2, 2024 and continuing through April 2, 2025. Robert Lane, Executive Vice President and Chief Financial Officer On November 2, 2023, Robert Lane, Executive Vice President and Chief Financial Officer, adopted a 10b5-1 Plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act for the sale of up to 17,230 shares of our common stock at various prices dependent on the market price of the shares of our common stock, commencing on March 25, 2024 and continuing through December 31, 2024. Jackson Lynch, Executive Vice President and Chief Human Resources Officer On December 5, 2023, Jackson Lynch, Executive Vice President and Chief Human Resources Officer, adopted a 10b5-1 Plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act for the sale of an indeterminate number of shares of our common stock dependent on the market price of the shares of our common stock issued in connection with restricted stock awards he will receive as annual incentive plan compensation that vest on issuance, commencing on March 6, 2024 and continuing through June 28, 2024. | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Michael Grasso [Member] | ||
Trading Arrangements, by Individual | ||
Name | Michael Grasso | |
Title | Executive Vice President, Chief Revenue Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 14, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 13,980 | 13,980 |
Chris Hayden [Member] | ||
Trading Arrangements, by Individual | ||
Name | Chris Hayden | |
Title | Executive Vice President, Chief Technology Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 9, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 3,333 | 3,333 |
Kris Hillstrand [Member] | ||
Trading Arrangements, by Individual | ||
Name | Kris Hillstrand | |
Title | Executive Vice President, Direct | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 15, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 13,980 | 13,980 |
Kelsey Hultberg [Member] | ||
Trading Arrangements, by Individual | ||
Name | Kelsey Hultberg | |
Title | Executive Vice President, Corporate Communications and Sustainability | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 22, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 3,181 | 3,181 |
Robert Lane [Member] | ||
Trading Arrangements, by Individual | ||
Name | Robert Lane | |
Title | Executive Vice President and Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 2, 2023 | |
Arrangement Duration | 281 days | |
Aggregate Available | 16,874 | 16,874 |
Meghan Nutting [Member] | ||
Trading Arrangements, by Individual | ||
Name | Meghan Nutting | |
Title | Executive Vice President, Government and Regulatory Affairs | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 16, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 6,464 | 6,464 |
Jackson Lynch [Member] | ||
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | December 5, 2023 | |
Arrangement Duration | 114 days | |
Chris Hayden, Exercise And Sale Of Employee Stock Options [Member] | Chris Hayden [Member] | ||
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | December 13, 2023 | |
Arrangement Duration | 31 days | |
Aggregate Available | 5,715 | 5,715 |
Robert Lane, Sale of Common Stock [Member] | Robert Lane [Member] | ||
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | November 2, 2023 | |
Arrangement Duration | 281 days | |
Aggregate Available | 17,230 | 17,230 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying annual audited consolidated financial statements ("consolidated 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. Our consolidated 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 | 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 consolidated financial statements. |
Use of Estimates | Use of Estimates The application of GAAP in the preparation of the consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the consolidated 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. |
Cash and Cash Equivalents | Cash and Cash Equivalents We maintain cash and cash equivalents, which consists principally of demand deposits, with investment-grade financial institutions. We are exposed to credit risk to the extent cash and cash equivalents balances exceed amounts covered by the Federal Deposit Insurance Corporation ("FDIC"). As of December 31, 2023 and 2022, we had cash and cash equivalents deposits of $187.0 million and $337.5 million, respectively, in excess of the FDIC's current insured limit of $250,000. We have not experienced any losses on our deposits of cash and cash equivalents. |
Restricted Cash | Restricted Cash |
Accounts Receivable | Accounts Receivable Accounts Receivable—Trade. Accounts Receivable—Other. |
Inventory | 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 |
Concentrations of Risk | Concentrations of Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, accounts receivable and notes receivable. The concentrated risk associated with cash, cash equivalents and restricted cash is mitigated by our policy of banking with creditworthy institutions. Typically, amounts on deposit with certain banking institutions exceed FDIC insurance limits. We do not generally require collateral or other security to support accounts receivable. To reduce credit risk related to our relationship with our dealers, management performs periodic credit evaluations and ongoing assessments of our dealers' financial condition. |
Dealer Commitments | Dealer Commitments We enter into exclusivity and other similar agreements with certain key dealers pursuant to which we agree to pay an incentive if such dealers install a certain minimum number of solar energy systems within specified periods. These incentives are recorded in other assets in the consolidated balance sheets and are amortized to general and administrative expense in the consolidated statements of operations generally over the term of the customer agreements, which is estimated at an average of 23 years. See Note 17, Commitments and Contingencies. |
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 7, Customer Notes Receivable, Note 8, Investments in Solar Receivables, Note 9, Long-Term Debt, Note 10, Derivative Instruments and Note 12, Acquisitions. other operating expense/income |
Derivative Instruments | Derivative Instruments Our derivative instruments consist of interest rate swaps and caps that are not designated as cash flow hedges or fair value hedges. We use interest rate swaps and caps to manage our net exposure to interest rate changes. We record the derivatives in other current assets, other assets, other current liabilities and other long-term liabilities, as appropriate, in the consolidated balance sheets and the changes in fair value are recorded in interest expense, net in the consolidated statements of operations. We include unrealized gains and losses on derivatives as a non-cash reconciling item in operating activities in the consolidated statements of cash flows. We include realized gains and losses on derivatives as a change in components of operating assets and liabilities in operating activities in the consolidated statements of cash flows. See Note 10, Derivative Instruments. |
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 $5.4 billion as of December 31, 2023, of which we expect to recognize approximately 4% 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 customer 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 17, 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 sales of service plans and repair services. 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. Direct Sales Revenue. Direct sales revenue includes revenue from the direct sale of solar energy systems and energy storage systems to customers with financing provided by us. We recognize revenue from the direct sale of solar energy systems and energy storage systems in the period in which the systems are placed in service. 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 December 31, 2023 and 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 customer 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 customer 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 7, Customer Notes Receivable. Deferred Revenue |
Performance Guarantee Obligations | Performance Guarantee Obligations In most cases, we guarantee certain specified minimum solar energy production output under our leases and loan agreements, generally over a term between 10 and 25 years. The amounts are generally measured and credited to the customer's account as early as the first anniversary of the solar energy system's placed in service date and then every annual period thereafter. We monitor the solar energy systems to ensure these outputs are achieved. We evaluate if any amounts are due to our customers based upon not meeting the guaranteed solar energy production outputs at each reporting period end. For leases, these estimated amounts are recorded as a reduction to revenues from customers and a current or long-term liability, as applicable. For loans, these estimated amounts are recorded as an increase to cost of revenue—other and a current or long-term liability, as applicable. See Note 17, Commitments and Contingencies. |
Property and Equipment | Property and Equipment Solar Energy Systems and Energy Storage Systems. Depreciation and amortization of solar energy systems and energy storage systems are calculated using the straight-line method over the estimated useful lives of the solar energy systems and energy storage systems and are recorded in cost of revenue—depreciation. While solar energy systems and energy storage systems are in the design, construction and installation stages prior to being placed in service, the development of the systems is accounted for through construction in progress. The components of the design, construction and installation of the solar energy systems and energy storage systems are as follows: • Dealer's costs (engineering, procurement and construction) • Direct costs (costs directly related to a solar energy system or energy storage system) • Indirect costs (costs incurred in the design, construction and installation of the solar energy system or energy storage system but not directly associated with a particular asset) Solar energy systems and energy storage systems are carried at the cost of acquisition or construction (including design and installation) less certain utility rebates and are depreciated over the useful lives of the assets. Depreciation begins when a solar energy system or energy storage system is placed in service. Costs associated with repair and maintenance of a solar energy system or energy storage system are expensed as incurred. Costs associated with improvements to a solar energy system or energy storage system, which extend the life, increase the capacity or improve the efficiency of the systems, are capitalized and depreciated over the remaining life of the asset. Property and Equipment, Excluding Solar Energy Systems and Energy Storage Systems . Property and equipment, including information technology system projects, computers and equipment, leasehold improvements, furniture and fixtures, vehicles and other property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the respective assets and are recorded in general and administrative expense. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives. Upon disposition, the cost and related accumulated depreciation of the assets are removed from property and equipment and the resulting gain or loss is reflected in the consolidated statements of operations. Repair and maintenance costs are expensed as incurred. |
Acquisitions | Acquisitions Business combinations are accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations , as amended by Accounting Standards Update ("ASU") No. 2017-01, Business Combinations: Clarifying the Definition of a Business . The purchase price of an acquisition is measured at the estimated fair value of the assets acquired, equity instruments issued and liabilities assumed at the acquisition date. Any noncontrolling interests acquired are also initially measured at fair value. Costs that are directly attributable to the acquisition are expensed as incurred to general and administrative expense. We recognize goodwill if the aggregate fair value of the total purchase consideration and the noncontrolling interests is in excess of the aggregate fair value of the assets acquired and liabilities assumed. We may engage third-party valuation firms to assist in determining the fair values. The operating results of an acquired business are included in our results of operations from the date of acquisition. We have up to one year from the acquisition date to complete the fair value purchase price allocation. See Note 12, Acquisitions. Asset acquisitions are measured based on the cost to us, including transaction costs. Asset acquisition costs, or the consideration transferred by us, are assumed to be equal to the fair value of the net assets acquired. If the consideration transferred is cash, measurement is based on the amount of cash we paid to the seller, as well as transaction costs incurred. Consideration given in the form of non-monetary assets, liabilities incurred or equity instruments issued is measured based on either the cost to us or the fair value of the assets or net assets acquired, whichever is more clearly evident. The cost of an asset acquisition is allocated to the assets acquired based on their estimated fair values. Goodwill is not recognized in an asset acquisition. |
Intangibles | Intangibles |
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. Our annual assessment date is October 31. We utilized a qualitative assessment and concluded it was more likely than not the carrying amount was greater than the fair value due to a sustained decline in our share price. 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. Based on this assessment, we performed a quantitative assessment using the market approach. Our market capitalization, after consideration of a control premium, was lower than the book value of equity and thus, we recognized goodwill impairment of $13.2 million in the fourth quarter of 2023. |
Deferred Financing Costs | Deferred Financing Costs |
Asset Retirement Obligation ("ARO") | Asset Retirement Obligation ("ARO") We have AROs arising from contractual requirements to perform certain asset retirement activities at the time the solar energy systems are disposed. We recognize an ARO at the point an obligating event takes place, typically when the solar energy system is placed in service. An asset is considered retired when it is permanently taken out of service, such as through a sale or disposal. The liability is initially measured at fair value (as a Level 3 measurement) based on the present value of estimated removal and restoration costs and subsequently adjusted for changes in the underlying assumptions and for accretion expense. The accretion expense is recognized in general and administrative expense in the consolidated statements of operations. The corresponding asset retirement costs are capitalized as part of the carrying amount of the solar energy system and depreciated over the solar energy system's remaining useful life. See Note 6, AROs. |
Warranty Obligations | Warranty Obligations In connection with our customer agreements, we warrant the solar energy systems against defects in workmanship, against component or materials breakdowns and against any damages to rooftops during the installation process. The dealers' warranties on the workmanship, including work during the installation process, and the manufacturers' warranties over component parts have a range of warranty periods which are generally 10 to 25 years. As of December 31, 2023 and 2022, a warranty reserve of $6.0 million and $3.0 million, respectively, is recorded in other long-term liabilities in the consolidated balance sheets. |
Advertising Costs | Advertising Costs |
Defined Contribution Plan | Defined Contribution Plan In April 2015, we established the Sunnova Energy Corporation 401(k) Profit Sharing Plan ("401(k) plan") available to employees who meet the 401(k) plan's eligibility requirements. The 401(k) plan allows participants to contribute a percentage of their compensation to the 401(k) plan up to the limits set forth in the Internal Revenue Code. We may make additional discretionary contributions to the 401(k) plan as a percentage of total participant contributions, subject to established limits. Participants are fully vested in their contributions and any safe harbor matching contributions we make. We made safe harbor matching contributions of $4.2 million, $1.8 million and $1.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, which are recorded in general and administrative expense in the consolidated statements of operations. |
Income Taxes | Income Taxes We account for income taxes under an asset and liability approach. Deferred income taxes reflect the impact of temporary differences between assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax reporting purposes, net operating loss, carryforwards, and other tax credits measured by applying currently enacted tax laws. A valuation allowance is provided when necessary to reduce deferred tax assets to an amount that is more likely than not to be realized. We determine whether a tax position taken in a filed tax return, planned to be taken in a future tax return or claim, or otherwise subject to interpretation, is 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. We use a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the available evidence indicates it is more likely than not the position will be sustained upon tax authority examination, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit or obligation as the largest amount that is more than 50% likely of being realized upon ultimate settlement. See Note 11, Income Taxes. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) We are required to report comprehensive income (loss), which includes net income (loss) as well as other comprehensive income (loss). There were no differences between comprehensive loss and net loss as reported in the consolidated statements of operations for the periods presented. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset be tested for possible impairment, we first compare undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals as considered necessary. Impairment charges are recorded in operations and maintenance expense for solar energy systems that relate to revenue from contracts with customers and general and administrative expense for all other property and equipment and other long-lived assets. |
Segment Information | Segment Information Operating segments are defined as components of a company about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker is the chief executive officer. Based on the financial information presented to and reviewed by our chief operating decision maker in deciding how to allocate resources and in assessing performance, we have determined we have a single reportable segment: solar energy products and services. Our principal operations, revenue and decision-making functions are located in the U.S. |
Basic and Diluted Net Income (Loss) Per Share | Basic and Diluted Net Income (Loss) Per Share Our basic net income (loss) per share attributable to stockholders is calculated by dividing the net income (loss) attributable to stockholders by the weighted-average number of shares of common stock outstanding for the period. Our diluted net income (loss) per share attributable to stockholders is calculated by giving effect to all potential common stock equivalents outstanding for the period determined using the treasury stock method or the if-converted method, as applicable. During periods in which we incur a net loss attributable to stockholders, stock options and restricted stock units are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share attributable to stockholders as the effect is antidilutive. See Note 16, Basic and Diluted Net Loss Per Share. |
Equity-Based Compensation | Equity-Based Compensation We account for equity-based compensation, which requires the measurement and recognition of compensation expense related to the fair value of equity-based compensation awards. Equity-based compensation expense includes the compensation cost for all share-based awards granted to employees, consultants and members of our board of directors (our "Board") based on the grant date fair value estimate. This also applies to awards modified, repurchased or canceled during the periods reported. We use the Black-Scholes option-pricing model to measure the fair value of stock options at the measurement date. We use the closing price of our common stock on the grant date to measure the fair value of restricted stock units at the measurement date. We account for forfeitures as they occur. Equity-based compensation expense is recorded in general and administrative expense in the consolidated statements of operations. See Note 15, Equity-Based Compensation. |
Redeemable Noncontrolling Interests and Noncontrolling Interests | Redeemable Noncontrolling Interests and Noncontrolling Interests Noncontrolling interests represent third-party interests in the net assets of certain consolidated subsidiaries (the "tax equity entities"). For these tax equity entities, we have determined the appropriate methodology for calculating the noncontrolling interest balances that reflects the substantive economic arrangements in the operating agreements is a balance sheet approach using the hypothetical liquidation at book value ("HLBV") method. Under the HLBV method, the amounts reported as noncontrolling interests in the consolidated balance sheets represent the amounts third-party investors would hypothetically receive at each balance sheet date under the liquidation provisions of the operating agreements, assuming the net assets of the subsidiaries were liquidated at amounts determined in accordance with GAAP and distributed to the investors. The noncontrolling interest balances in these subsidiaries are reported as a component of equity in the consolidated balance sheets. The amount of income or loss allocated to noncontrolling interests in the results of operations for the subsidiaries using HLBV are determined as the difference in the noncontrolling interest balances in the consolidated balance sheets at the start and end of each reporting period, after taking into account any capital transactions between the subsidiaries and the third-party investors. Factors used in the HLBV calculation include GAAP income (loss), taxable income (loss), capital contributions, investment tax credits, distributions and the stipulated targeted investor return specified in the subsidiaries' operating agreements. Changes in these factors could have a significant impact on the amounts that investors would receive upon a hypothetical liquidation. The use of the HLBV method to allocate income (loss) to the noncontrolling interest holders may create volatility in the consolidated statements of operations as the application of HLBV can drive changes in net income or loss attributable to noncontrolling interests from period to period. We classify certain noncontrolling interests with redemption features that are not solely within our control outside of permanent equity in the consolidated balance sheets. Redeemable noncontrolling interests are reported using the greater of the carrying value at each reporting date as determined by the HLBV method or the estimated redemption value at the end of each reporting period. Estimating the redemption value of the redeemable noncontrolling interests requires the use of significant assumptions and estimates, such as projected future cash flows at the time the redemption feature can be exercised. The redeemable noncontrolling interests and noncontrolling interests are recorded net of related issuance costs and net of the basis difference in the solar energy systems transferred to the tax equity entities in the consolidated balance sheets. This basis difference is reflected as equity in subsidiaries attributable to parent in the consolidated statements of redeemable noncontrolling interests and equity. When we exercise our purchase option to purchase the Class A member's interest in a tax equity entity, the difference between the purchase price and carrying value of the redeemable noncontrolling interest or noncontrolling interest immediately prior to the purchase is reflected as an adjustment to accumulated deficit and no gain or loss is recognized in the consolidated statements of operations. |
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 December 31, 2023, our liability for self-insured claims was $3.5 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 December 31, 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. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures, to refine and ensure a broader and more transparent representation of segment-related financial activities. This ASU is effective for annual periods beginning in January 2024. We are currently evaluating the impact of this ASU on our consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures, to improve the transparency and effectiveness of income tax disclosures, including rate reconciliation and income taxes paid. This ASU is effective for annual periods beginning in January 2025. We are currently evaluating the impact of this ASU on our consolidated financial statements and related disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Details of restricted cash | The following table presents the detail of restricted cash as recorded in other current assets and other assets in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Debt and inverter reserves $ 247,394 $ 132,634 Tax equity reserves 25,778 46,684 Other 8,398 5,999 Total (1) $ 281,570 $ 185,317 (1) Of this amount, $62.2 million and $51.7 million is recorded in other current assets as of December 31, 2023 and 2022, respectively. |
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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 1,676 $ 1,044 Provision for current expected credit losses 4,978 2,858 Write off of uncollectible accounts (4,370) (2,490) Recoveries 275 264 Balance at end of period $ 2,559 $ 1,676 Year Ended 2023 2022 (in thousands) Balance at beginning of period $ — $ — Provision for current expected credit losses 18,402 — Write off of uncollectible accounts (5,357) — Balance at end of period $ 13,045 $ — The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 81,248 $ 41,138 Provision for current expected credit losses 35,229 40,074 Recoveries — 36 Balance at end of period $ 116,477 $ 81,248 |
Schedule of inventory | The following table presents the detail of inventory as recorded in other current assets in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Energy storage systems and components $ 83,178 $ 74,968 Homebuilder construction in progress 36,461 43,116 Modules and inverters 27,143 32,798 Meters and modems 1,793 1,166 Other — 65 Total $ 148,575 $ 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 December 31, 2023 and 2022: As of December 31, 2023 Total Level 1 Level 2 Level 3 (in thousands) Financial assets: Investments in solar receivables $ 69,334 $ — $ — $ 69,334 Derivative assets 55,471 — 55,471 — Total $ 124,805 $ — $ 55,471 $ 69,334 Financial liabilities: Contingent consideration $ 19,916 $ — $ — $ 19,916 Total $ 19,916 $ — $ — $ 19,916 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 5, Detail of Certain Balance Sheet Captions) in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 72,171 $ 82,658 Additions 969 — Settlements (11,528) (11,581) Gain recognized in earnings 7,722 1,094 Balance at end of period $ 69,334 $ 72,171 |
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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 26,787 $ 67,895 Settlements (10,832) (16,014) (Gain) loss recognized in earnings 3,961 (25,094) Balance at end of period $ 19,916 $ 26,787 The following table summarizes the significant unobservable inputs used in the valuation of our liabilities as of December 31, 2023 using Level 3 inputs: Unobservable Weighted Liabilities: Contingent consideration - installation earnout Volatility 30.00% Revenue risk premium 15.90% Risk-free discount rate 4.65% Contingent consideration - microgrid earnout Probability of success 10.00% Risk-free discount rate 4.65% 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 consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) PPA revenue $ 123,646 $ 104,563 $ 86,087 Lease revenue 147,788 100,070 71,784 Inventory sales revenue 185,855 195,979 — Service revenue 16,197 4,178 2,049 Direct sales revenue 60,590 8,484 1,212 Solar renewable energy certificate revenue 50,375 48,698 41,537 Cash sales revenue 96,072 72,425 27,176 Loan revenue 34,716 18,601 7,768 Other revenue 5,414 4,692 4,139 Total $ 720,653 $ 557,690 $ 241,752 |
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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Loans $ 930,999 $ 586,128 PPAs and leases 55,651 24,893 Solar receivables 4,339 4,602 Other 14 — Total (1) $ 991,003 $ 615,623 (1) Of this amount, $50.8 million and $30.2 million is recorded in other current liabilities as of December 31, 2023 and 2022, respectively. |
Schedule of intangible assets | The following table presents the detail of intangible assets as recorded in other assets in the consolidated balance sheets: As of December 31, Useful Lives 2023 2022 (in years) (in thousands) Customer relationships - system sales 10 $ 145,496 $ 145,496 Customer relationships - servicing 10 3,471 3,471 Customer relationships - new customers 4 29,761 29,761 Trade name 15 11,899 11,899 Tax equity commitment 4 21,209 21,209 Software license 3 331 331 Trademark 3 68 68 Other 3-25 499 521 Intangible assets, gross 212,734 212,756 Less: accumulated amortization (78,676) (50,244) Intangible assets, net $ 134,058 $ 162,512 |
Schedule of amortization expense related to intangible assets | As of December 31, 2023, amortization expense related to intangible assets to be recognized is as follows: Amortization (in thousands) 2024 $ 28,450 2025 18,893 2026 15,707 2027 15,707 2028 15,707 2029 and thereafter 39,594 Total $ 134,058 |
Changes in deferred financing costs | The following table presents the changes in net deferred financing costs: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 76,525 $ 56,056 Capitalized 77,062 34,109 Amortized (25,226) (13,640) Balance at end of period $ 128,361 $ 76,525 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | The following table presents the detail of property and equipment, net as recorded in the consolidated balance sheets: As of December 31, Useful Lives 2023 2022 (in years) (in thousands) Solar energy systems and energy storage systems 35 $ 5,443,796 $ 3,719,727 Construction in progress 530,180 329,893 Asset retirement obligations 30 78,538 57,063 Information technology systems 3 130,300 72,797 Computers and equipment 3-5 7,503 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 5-6 419 157 Property and equipment, gross 6,199,718 4,192,983 Less: accumulated depreciation (560,924) (408,182) Property and equipment, net $ 5,638,794 $ 3,784,801 |
Natural Disaster Losses (Tables
Natural Disaster Losses (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of disaster losses | The following table presents the impact of the natural disaster losses as recorded in the consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) Operations and maintenance expense: Impairment of solar energy systems due to natural disaster losses $ 3,865 $ — $ — Insurance proceeds received/expected to be received—property damage (3,400) — — Insurance proceeds received—business interruption (350) — — Other natural disaster-related charges 1,635 633 — General and administrative expense: Other natural disaster-related charges 730 532 — Total $ 2,480 $ 1,165 $ — |
Detail of Certain Balance She_2
Detail of Certain Balance Sheet Captions (Tables) | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Inventory $ 148,575 $ 152,113 Current portion of customer notes receivable 176,562 114,910 Restricted cash 62,188 51,733 Prepaid assets 25,996 17,492 Deferred receivables 7,601 7,392 Current portion of investments in solar receivables 7,457 7,107 Other 920 553 Total $ 429,299 $ 351,300 |
Schedule of other assets | The following table presents the detail of other assets as recorded in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Construction in progress - customer notes receivable $ 159,066 $ 382,611 Restricted cash 219,382 133,584 Exclusivity and other bonus arrangements with dealers, net 166,359 121,313 Investments in solar receivables 61,877 65,064 Straight-line revenue adjustment, net 62,941 53,086 Other 226,260 206,233 Total $ 895,885 $ 961,891 |
Schedule of other current liabilities | The following table presents the detail of other current liabilities as recorded in the consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Interest payable $ 67,647 $ 35,258 Deferred revenue 50,815 30,172 Current portion of operating and finance lease liability 4,231 3,247 Current portion of performance guarantee obligations 2,667 2,495 Other 8,289 334 Total $ 133,649 $ 71,506 |
AROs (Tables)
AROs (Tables) | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 69,869 $ 54,396 Additional obligations incurred 21,529 11,871 Accretion expense 4,905 3,701 Other (76) (99) Balance at end of period $ 96,227 $ 69,869 |
Customer Notes Receivable (Tabl
Customer Notes Receivable (Tables) | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets and the corresponding fair values: As of December 31, 2023 2022 (in thousands) Customer notes receivable $ 4,029,025 $ 2,662,307 Allowance for credit losses (116,477) (81,248) Customer notes receivable, net $ 3,912,548 $ 2,581,059 Estimated fair value, net $ 3,800,754 $ 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 consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 1,676 $ 1,044 Provision for current expected credit losses 4,978 2,858 Write off of uncollectible accounts (4,370) (2,490) Recoveries 275 264 Balance at end of period $ 2,559 $ 1,676 Year Ended 2023 2022 (in thousands) Balance at beginning of period $ — $ — Provision for current expected credit losses 18,402 — Write off of uncollectible accounts (5,357) — Balance at end of period $ 13,045 $ — The following table presents the changes in the allowance for credit losses related to customer notes receivable as recorded in the consolidated balance sheets: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 81,248 $ 41,138 Provision for current expected credit losses 35,229 40,074 Recoveries — 36 Balance at end of period $ 116,477 $ 81,248 |
Financing receivable, past due | The following table presents the aging of the amortized cost of customer notes receivable: As of December 31, 2023 2022 (in thousands) 1-90 days past due $ 164,150 $ 91,668 91-180 days past due 40,428 16,859 Greater than 180 days past due 77,110 14,504 Total past due 281,688 123,031 Not past due 3,747,337 2,539,276 Total $ 4,029,025 $ 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 $ 1,482,469 $ 1,339,528 $ 692,995 $ 212,119 $ 109,781 $ 115,023 $ 3,951,915 Nonperforming (1) 8,612 30,877 19,148 5,491 4,792 8,190 77,110 Total $ 1,491,081 $ 1,370,405 $ 712,143 $ 217,610 $ 114,573 $ 123,213 $ 4,029,025 (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) | 12 Months Ended |
Dec. 31, 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 consolidated balance sheets: Year Ended December 31, 2023 Weighted Average Effective Interest Rates As of December 31, 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 (19,174) — (24,324) — Deferred financing costs, net (748) — (920) — Sunnova Energy Corporation Notes payable 7.07 % — 3,084 — — 5.875% senior notes 6.53 % 400,000 — 6.52 % 400,000 — 11.75% senior notes 12.02 % 400,000 — — — Debt discount, net (13,288) — (3,767) — Deferred financing costs, net (12,119) — (7,339) — EZOP Revolving credit facility 8.72 % 511,000 — 5.10 % 500,000 — Debt discount, net (302) — (532) — HELII Solar asset-backed notes 5.64 % 194,933 9,065 5.69 % 204,016 8,632 Debt discount, net (24) — (30) — Deferred financing costs, net (2,926) — (3,591) — RAYSI Solar asset-backed notes 5.55 % 105,096 6,349 5.54 % 105,878 9,957 Debt discount, net (753) — (960) — Deferred financing costs, net (3,004) — (3,451) — HELIII Solar loan-backed notes 4.43 % 86,232 9,983 4.42 % 94,247 10,438 Debt discount, net (1,250) — (1,536) — Deferred financing costs, net (1,200) — (1,474) — TEPH Revolving credit facility 10.03 % 1,036,600 — 7.74 % 425,700 — Debt discount, net (1,168) — (2,043) — SOLI Solar asset-backed notes 3.91 % 335,874 12,965 3.92 % 348,962 16,063 Debt discount, net (74) — (87) — Deferred financing costs, net (5,769) — (6,827) — HELIV Solar loan-backed notes 4.16 % 97,458 10,854 4.15 % 105,655 11,494 Debt discount, net (417) — (564) — Deferred financing costs, net (1,955) — (2,609) — AP8 Revolving credit facility 9.42 % — 215,000 20.52 % 74,535 465 SOLII Solar asset-backed notes 3.90 % 221,955 7,195 3.41 % 232,276 6,409 Debt discount, net (56) — (64) — Deferred financing costs, net (3,948) — (4,576) — HELV Solar loan-backed notes 2.49 % 134,473 13,496 2.47 % 143,940 14,367 Debt discount, net (540) — (690) — Deferred financing costs, net (2,094) — (2,661) — SOLIII Solar asset-backed notes 2.81 % 257,545 15,762 2.78 % 275,779 16,632 Debt discount, net (102) — (117) — Deferred financing costs, net (4,871) — (5,616) — HELVI Solar loan-backed notes 2.10 % 159,901 13,521 2.08 % 167,669 16,770 Debt discount, net (32) — (40) — Deferred financing costs, net (2,345) — (2,909) — HELVII Solar loan-backed notes 2.53 % 123,494 10,221 2.50 % 126,856 16,058 Debt discount, net (31) — (38) — Deferred financing costs, net (1,797) — (2,193) — HELVIII Solar loan-backed notes 3.62 % 243,020 19,995 3.54 % 250,014 31,099 Debt discount, net (4,355) — (5,267) — Deferred financing costs, net (3,395) — (4,080) — SOLIV Solar asset-backed notes 5.90 % 325,612 8,464 5.76 % 338,251 8,080 Debt discount, net (9,440) — (11,190) — Deferred financing costs, net (6,759) — (7,996) — HELIX Solar loan-backed notes 5.64 % 196,174 15,246 5.46 % 193,837 29,632 Debt discount, net (3,027) — (3,589) — Deferred financing costs, net (2,798) — (3,303) — HELX Solar loan-backed notes 7.38 % 200,842 19,996 6.23 % 162,301 18,335 Debt discount, net (17,015) — (12,459) — Deferred financing costs, net (3,064) — (3,319) — IS Revolving credit facility 8.90 % 31,300 — — — SOLV Solar asset-backed notes 6.93 % 312,844 7,775 — — Debt discount, net (15,491) — — — Deferred financing costs, net (6,682) — — — HELXI Solar loan-backed notes 6.29 % 247,251 31,240 — — Debt discount, net (12,007) — — — Deferred financing costs, net (5,195) — — — HELXII Solar loan-backed notes 6.71 % 210,263 26,661 — — Debt discount, net (13,065) — — — Deferred financing costs, net (4,135) — — — AP9 Revolving credit facility 19.30 % 12,118 — — — Debt discount, net (572) — — — HESI Solar loan-backed notes 10.94 % 213,432 26,625 — — Debt discount, net (7,616) — — — Deferred financing costs, net (7,058) — — — Total $ 7,030,756 $ 483,497 $ 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 December 31, 2023 2022 Carrying Estimated Carrying Estimated (in thousands) SEI 0.25% convertible senior notes $ 575,000 $ 528,927 $ 575,000 $ 511,733 SEI 2.625% convertible senior notes 600,000 582,463 600,000 574,693 Sunnova Energy Corporation notes payable 3,084 3,084 — — Sunnova Energy Corporation 5.875% senior notes 400,000 369,522 400,000 359,283 Sunnova Energy Corporation 11.75% senior notes 400,000 411,996 — — EZOP revolving credit facility 511,000 511,000 500,000 500,000 HELII solar asset-backed notes 203,998 198,590 212,648 206,045 RAYSI solar asset-backed notes 111,445 102,480 115,835 104,594 HELIII solar loan-backed notes 96,215 87,982 104,685 93,706 TEPH revolving credit facility 1,036,600 1,036,600 425,700 425,700 SOLI solar asset-backed notes 348,839 310,928 365,025 313,174 HELIV solar loan-backed notes 108,312 96,603 117,149 100,913 AP8 revolving credit facility 215,000 215,000 75,000 75,000 SOLII solar asset-backed notes 229,150 192,589 238,685 189,728 HELV solar loan-backed notes 147,969 132,533 158,307 135,408 SOLIII solar asset-backed notes 273,307 235,318 292,411 237,425 HELVI solar loan-backed notes 173,422 153,836 184,439 157,289 HELVII solar loan-backed notes 133,715 120,413 142,914 124,476 HELVIII solar loan-backed notes 263,015 241,599 281,113 252,483 SOLIV solar asset-backed notes 334,076 325,816 346,331 334,335 HELIX solar loan-backed notes 211,420 203,375 223,469 210,070 HELX solar loan-backed notes 220,838 221,655 180,636 183,165 IS revolving credit facility 31,300 31,300 — — SOLV solar asset-backed notes 320,619 317,481 — — HELXI solar loan-backed notes 278,491 275,323 — — HELXII solar loan-backed notes 236,924 242,091 — — AP9 revolving credit facility 12,118 12,118 — — HESI solar loan-backed notes 240,057 249,318 — — Total (1) $ 7,715,914 $ 7,409,940 $ 5,539,347 $ 5,089,220 (1) Amounts exclude the net deferred financing costs (classified as debt) and net debt discounts of $201.7 million and $130.2 million as of December 31, 2023 and 2022, respectively. |
Schedule of principal maturities of our long-term debt | Principal Maturities of Long-Term Debt. As of December 31, 2023, the principal maturities of our long-term debt were as follows: Principal Maturities (in thousands) 2024 $ 483,497 2025 1,782,383 2026 1,226,422 2027 222,438 2028 1,239,106 2029 and thereafter 2,762,068 Total $ 7,715,914 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Outstanding derivative instruments | The following table presents a summary of the outstanding derivative instruments: As of December 31, 2023 2022 Effective Termination Fixed Aggregate Effective Termination Fixed Aggregate (in thousands, except interest rates) EZOP July 2023 - December 2023 December 2028 - November 2035 2.000% $ 489,581 June 2022 - July 2034 0.890% $ 489,477 TEPH July 2022 - December 2023 October 2031 - October 2041 2.620% - 4.202% 994,403 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 $ 1,723,984 $ 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 consolidated balance sheets: As of December 31, 2023 2022 (in thousands) Other assets $ 55,471 $ 112,712 Year Ended 2023 2022 2021 (in thousands) Realized (gain) loss $ (56,623) $ (51,207) $ 2,306 Unrealized (gain) loss 67,318 (19,451) (4,874) Total $ 10,695 $ (70,658) $ (2,568) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of effective income tax rate reconciliation | 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 valuation allowance. The sources of these differences are as follows: Year Ended 2023 2022 2021 (in thousands) Loss before income tax $ (503,449) $ (126,390) $ (147,250) Statutory federal tax rate 21 % 21 % 21 % Tax benefit computed at statutory rate (105,724) (26,542) (30,923) State income tax, net of federal benefit 14,804 (3,167) (2,399) Adjustments from permanent differences: ITC sales (15,893) — — Redeemable noncontrolling interests and noncontrolling interests 17,738 (6,587) 1,970 ITC recapture — 101 82 Other 4,179 1,992 1,054 Increase in valuation allowance, net 83,873 38,089 30,476 Total income tax (benefit) expense $ (1,023) $ 3,886 $ 260 |
Schedule of deferred tax assets and liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are as follows: As of December 31, 2023 2022 (tax effected, in thousands) Federal net operating loss carryforward $ 238,447 $ 261,837 State net operating loss carryforward 60,980 61,141 ITC carryforward 309,693 285,614 Foreign tax credit carryforward 18,087 — Federal unused interest deduction carryforward 49,979 45,750 Equity-based compensation 22,935 16,701 Deferred revenue 7,433 6,123 Unrealized loss on derivatives (17,119) (32,459) Investment in certain financing arrangements 150,476 154,635 Amortization of intangible assets — 12,730 Other deferred tax assets 48,619 30,606 Deferred tax assets 889,530 842,678 Fixed asset basis difference (627,290) (394,082) Intangible asset basis difference (30,921) (54,196) Investment in certain financing arrangements — (135,181) Other deferred tax liabilities (4,259) (7,095) Deferred tax liabilities (662,470) (590,554) Valuation allowance (227,414) (252,124) Net deferred tax liability $ (354) $ — |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table presents the fair value of the assets acquired and liabilities assumed, inclusive of the purchase price adjustments, with the excess recorded as goodwill: As (in thousands) Cash $ 503 Other current assets (includes inventory of $26,835) 33,562 Property and equipment 217 Intangible assets 211,836 Other assets 1,060 Total assets acquired 247,178 Accounts payable 3,762 Accrued expenses 4,580 Current portion of long-term debt 32,301 Other current liabilities 364 Other long-term liabilities 697 Total liabilities assumed 41,704 Net assets acquired, excluding goodwill 205,474 Purchase consideration 218,624 Goodwill $ 13,150 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest and Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Redeemable noncontrolling interests | The following table summarizes our redeemable noncontrolling interests and noncontrolling interests as of December 31, 2023: Tax Equity Entity Balance Sheet Classification Date Class A Sunnova TEP II, LLC Redeemable noncontrolling interests December 2017 Sunnova TEP II-B, LLC Redeemable noncontrolling interests December 2017 Sunnova TEP III, LLC Redeemable noncontrolling interests January 2019 Sunnova TEP IV-A, LLC ("TEPIVA") Noncontrolling interests August 2019 Sunnova TEP IV-B, LLC ("TEPIVB") Noncontrolling interests December 2019 Sunnova TEP IV-C, LLC ("TEPIVC") Noncontrolling interests February 2020 Sunnova TEP IV-D, LLC ("TEPIVD") Noncontrolling interests May 2020 Sunnova TEP IV-F, LLC Noncontrolling interests July 2020 Sunnova TEP IV-E, LLC ("TEPIVE") Noncontrolling interests September 2020 Sunnova TEP IV-G, LLC ("TEPIVG") Noncontrolling interests November 2020 Sunnova TEP V-D, LLC ("TEPVD") Noncontrolling interests April 2021 TEPVA Noncontrolling interests April 2021 TEPVB Noncontrolling interests May 2021 TEPVC Noncontrolling interests July 2021 Sunnova TEP V-E, LLC Redeemable noncontrolling interests October 2021 Sunnova TEP 6-A, LLC ("TEP6A") Noncontrolling interests December 2021 TEP6B Noncontrolling interests February 2022 Sunnova TEP 6-E, LLC Redeemable noncontrolling interests May 2022 TEP6D Noncontrolling interests September 2022 Sunnova TEP 6-C, LLC ("TEP6C") Redeemable noncontrolling interests October 2022 TEP7C Redeemable noncontrolling interests November 2022 TEP7A Noncontrolling interests December 2022 TEP7B Redeemable noncontrolling interests December 2022 TEP7D Noncontrolling interests December 2022 TEP7E Redeemable noncontrolling interests May 2023 TEP7G Redeemable noncontrolling interests August 2023 TEP7F Redeemable noncontrolling interests September 2023 Sunnova TEP 8-A, LLC ("TEP8A") Noncontrolling interests December 2023 Sunnova TEP 8-B, LLC ("TEP8B") Noncontrolling interests December 2023 TEP8C Redeemable noncontrolling interests December 2023 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock option assumptions | We used the following assumptions to apply the Black-Scholes option-pricing model to stock options granted during the years ended December 31, 2023, 2022 and 2021: Year Ended 2023 2022 2021 Expected dividend yield 0.00% 0.00% 0.00% Risk-free interest rate 3.50% - 4.38% 2.40% 1.13% Expected term (in years) 6.26 - 6.57 6.375 - 6.46 6.13 Volatility 65.58% - 69.81% 58.76% 55.13% |
Stock option activity | The expected term has been estimated using the average of the contractual term and weighted average life of the stock options. The following table summarizes stock option activity: Number Weighted Weighted Weighted Aggregate (in thousands) Outstanding, December 31, 2021 2,765,815 $ 16.71 4.91 $ 31,874 Granted 538,758 $ 27.62 9.22 $ 14.37 Exercised (18,383) $ 11.59 $ 231 Forfeited (26,731) $ 24.77 $ 12.83 Outstanding, December 31, 2022 3,259,459 $ 18.48 4.75 $ 10,341 Granted 1,017,493 $ 15.01 9.23 $ 8.82 Exercised (41,788) $ 12.91 $ 203 Forfeited (217,015) $ 19.38 $ 8.77 Outstanding, December 31, 2023 4,018,149 $ 17.61 4.97 $ 5,542 Exercisable, December 31, 2023 2,575,095 $ 16.50 2.80 $ 4,787 Vested and expected to vest, December 31, 2023 4,018,149 $ 17.61 4.97 $ 5,542 Non-vested, December 31, 2022 570,230 $ 14.71 Non-vested, December 31, 2023 1,443,054 $ 10.78 |
Restricted stock unit activity | The following table summarizes restricted stock unit activity: Number of Weighted Outstanding, December 31, 2021 1,649,789 $ 18.48 Granted 1,035,714 $ 23.79 Vested (974,972) $ 19.79 Forfeited (100,916) $ 26.21 Outstanding, December 31, 2022 1,609,615 $ 20.62 Granted 2,155,890 $ 14.50 Vested (1,009,102) $ 18.10 Forfeited (372,198) $ 17.78 Outstanding, December 31, 2023 2,384,205 $ 16.60 |
Basic and Diluted Net Loss Pe_2
Basic and Diluted Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 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: Year Ended 2023 2022 2021 (in thousands, except share and per share amounts) Net loss attributable to stockholders—basic and diluted $ (417,961) $ (161,642) $ (138,128) Net loss per share attributable to stockholders—basic and diluted $ (3.53) $ (1.41) $ (1.25) Weighted average common shares outstanding—basic and diluted 118,344,728 114,451,034 110,881,630 |
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: Year Ended 2023 2022 2021 Equity-based compensation awards 6,093,155 4,907,458 4,670,740 Convertible senior notes 34,150,407 23,228,952 10,829,353 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of performance guarantee obligations | The changes in our aggregate performance guarantee obligations are as follows: Year Ended 2023 2022 (in thousands) Balance at beginning of period $ 4,845 $ 5,293 Accruals 4,982 2,727 Settlements (3,074) (3,175) Balance at end of period $ 6,753 $ 4,845 |
Lease expense | The following table presents the detail of lease expense as recorded in general and administrative expense in the consolidated statements of operations: Year Ended 2023 2022 2021 (in thousands) Operating lease expense $ 2,910 $ 2,753 $ 1,643 Finance lease expense: Amortization expense 1,150 783 417 Interest on lease liabilities 109 60 38 Short-term lease expense 197 141 78 Variable lease expense 1,049 961 1,064 Total $ 5,415 $ 4,698 $ 3,240 Other information related to leases was as follows: Year Ended 2023 2022 2021 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (1) $ 2,765 $ 1,647 $ 1,310 Operating cash flows from finance leases $ 109 $ 60 $ 38 Financing cash flows from finance leases $ 1,059 $ 801 $ 476 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 741 $ 245 $ 8,867 Finance leases $ 2,759 $ 1,072 $ 2,213 (1) Includes reimbursements in 2023, 2022 and 2021 of approximately $545,000, $297,000 and $423,000, respectively, for leasehold improvements. As of December 31, 2023 2022 Weighted average remaining lease term (years): Operating leases 5.51 6.60 Finance leases 3.12 2.86 Weighted average discount rate: Operating leases 4.06 % 3.95 % Finance leases 6.26 % 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 December 31, 2023 2022 (in thousands) Right-of-use assets: Operating leases $ 13,247 $ 14,706 Finance leases 4,085 2,476 Total right-of-use assets $ 17,332 $ 17,182 Current lease liabilities: Operating leases $ 2,883 $ 2,451 Finance leases 1,348 796 Long-term leases liabilities: Operating leases 14,005 15,751 Finance leases 1,631 957 Total lease liabilities $ 19,867 $ 19,955 |
Operating lease, future minimum lease payments | Future minimum lease payments under our non-cancelable leases as of December 31, 2023 were as follows: Operating Finance (in thousands) 2024 $ 3,517 $ 1,498 2025 3,409 940 2026 3,236 541 2027 3,304 277 2028 3,372 — 2029 and thereafter 2,113 — Total 18,951 3,256 Amount representing interest (1,987) (277) Amount representing leasehold incentives (76) — Present value of future payments 16,888 2,979 Current portion of lease liability (2,883) (1,348) Long-term portion of lease liability $ 14,005 $ 1,631 |
Other commitments | Dealer Commitments. As of December 31, 2023 and 2022, the net unamortized balance of payments to dealers for exclusivity and other similar arrangements was $166.4 million and $121.3 million, respectively. Under these agreements, we paid $53.8 million and $50.1 million during the years ended December 31, 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) 2024 $ 77,724 2025 57,079 2026 36,904 2027 30,000 2028 — 2029 and thereafter — Total $ 201,707 |
Future commitments | Future commitments as of December 31, 2023 were as follows: Information (in thousands) 2024 $ 23,045 2025 7,243 2026 6,137 2027 7,405 2028 515 2029 and thereafter 515 Total $ 44,860 |
Description of Business and B_2
Description of Business and Basis of Presentation - (Details) customer in Thousands | 12 Months Ended |
Dec. 31, 2023 customer renewalOption state | |
Subsidiary, Sale of Stock [Line Items] | |
Number of customers | customer | 419 |
Number of states in which entity operates (more than) | state | 45 |
Maximum renewal term | 10 years |
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 |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) kWh reportableSegment dealer FICO_score renewalOption | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Disaggregation of Revenue [Line Items] | |||
Cash deposits in excess of FDIC insured limit | $ 187,000,000 | $ 337,500,000 | |
Restricted cash deposits in excess of FDIC insured limit | $ 274,400,000 | 179,800,000 | |
Number of dealers | dealer | 475 | ||
Customer agreement, average term | 23 years | ||
Average age of solar systems | 4 years | ||
Inventory | $ 148,575,000 | 152,113,000 | |
Threshold period past due, writeoff | 180 days | ||
Deferred revenue / Contract liabilities | $ 991,003,000 | 615,623,000 | $ 297,800,000 |
Revenue recognized | 33,000,000 | 16,000,000 | |
Warranty reserve | 6,000,000 | 3,000,000 | |
Advertising expense | 5,000,000 | 2,500,000 | 1,900,000 |
Defined contribution plan, employer contribution | $ 4,200,000 | 1,800,000 | 1,300,000 |
Number of reportable segments | reportableSegment | 1 | ||
Self-insured claims liability | $ 3,500,000 | ||
Investment tax credits | 200,700,000 | ||
Revenue | 720,653,000 | 557,690,000 | 241,752,000 |
Income tax (benefit) expense | 1,023,000 | (3,886,000) | $ (260,000) |
Noncontrolling interests | 436,150,000 | 448,637,000 | |
Transferred over Time | |||
Disaggregation of Revenue [Line Items] | |||
Contract assets | 279,000 | 0 | |
Deferred revenue / Contract liabilities | 3,800,000 | 0 | |
Revenue recognized | $ 0 | $ 0 | |
Dealer One | Expenditures To Dealers | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 20% | 26% | 28% |
Dealer One | Revenue Benchmark | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 16% | 16% | |
Dealer Two | Expenditures To Dealers | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 16% | 16% | 13% |
Dealer Three | Expenditures To Dealers | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 11% | ||
Solar Renewable Energy Certificates | |||
Disaggregation of Revenue [Line Items] | |||
Inventory | $ 0 | $ 0 | |
Minimum | |||
Disaggregation of Revenue [Line Items] | |||
Product warranty obligations, term | 10 years | ||
Maximum | |||
Disaggregation of Revenue [Line Items] | |||
Product warranty obligations, term | 25 years | ||
PPA revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 123,646,000 | 104,563,000 | $ 86,087,000 |
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 | $ 147,788,000 | 100,070,000 | 71,784,000 |
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 | ||
Service revenue | |||
Disaggregation of Revenue [Line Items] | |||
Agreement term | 10 years | ||
Revenue | $ 16,197,000 | 4,178,000 | 2,049,000 |
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 | $ 50,375,000 | 48,698,000 | 41,537,000 |
Loan revenue | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | 930,999,000 | 586,128,000 | |
Revenue | $ 34,716,000 | $ 18,601,000 | $ 7,768,000 |
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 | ||
Solar Service Agreement | Minimum | |||
Disaggregation of Revenue [Line Items] | |||
Agreement term | 10 years | ||
Solar Service Agreement | Maximum | |||
Disaggregation of Revenue [Line Items] | |||
Agreement term | 25 years | ||
Investment Tax Credits | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 207,400,000 | ||
Income tax (benefit) expense | 16,600,000 | ||
Noncontrolling interests | $ 190,800,000 |
Significant Accounting Polici_5
Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 281,570 | $ 185,317 | |
Restricted cash included in other current assets | 62,188 | 51,733 | $ 80,213 |
Debt and inverter reserves | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 247,394 | 132,634 | |
Tax equity reserves | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 25,778 | 46,684 | |
Other | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 8,398 | $ 5,999 |
Significant Accounting Polici_6
Significant Accounting Policies - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 1,676 | $ 1,044 |
Provision for current expected credit losses | 4,978 | 2,858 |
Write off of uncollectible accounts | (4,370) | (2,490) |
Recoveries | 275 | 264 |
Balance at end of period | $ 2,559 | $ 1,676 |
Significant Accounting Polici_7
Significant Accounting Policies - Allowance for Credit Losses - Other (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | ||
Balance at beginning of period | $ 0 | $ 0 |
Provision for current expected credit losses | 18,402 | 0 |
Write off of uncollectible accounts | (5,357) | 0 |
Balance at end of period | $ 13,045 | $ 0 |
Significant Accounting Polici_8
Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Inventory | $ 148,575 | $ 152,113 |
Energy storage systems and components | ||
Inventory [Line Items] | ||
Inventory | 83,178 | 74,968 |
Homebuilder construction in progress | ||
Inventory [Line Items] | ||
Inventory | 36,461 | 43,116 |
Modules and inverters | ||
Inventory [Line Items] | ||
Inventory | 27,143 | 32,798 |
Meters and modems | ||
Inventory [Line Items] | ||
Inventory | 1,793 | 1,166 |
Other | ||
Inventory [Line Items] | ||
Inventory | $ 0 | $ 65 |
Significant Accounting Polici_9
Significant Accounting Policies - Schedule of Fair Value of Recurring Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2021 |
Financial assets: | |||
Investments in solar receivables | $ 84,300 | ||
Fair Value, Recurring | |||
Financial assets: | |||
Investments in solar receivables | $ 69,334 | $ 72,171 | |
Derivative assets | 55,471 | 112,712 | |
Total assets | 124,805 | 184,883 | |
Financial liabilities: | |||
Contingent consideration | 19,916 | 26,787 | |
Total liabilities | 19,916 | 26,787 | |
Fair Value, Recurring | 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, Recurring | Fair Value, Inputs, Level 2 | |||
Financial assets: | |||
Investments in solar receivables | 0 | 0 | |
Derivative assets | 55,471 | 112,712 | |
Total assets | 55,471 | 112,712 | |
Financial liabilities: | |||
Contingent consideration | 0 | 0 | |
Total liabilities | 0 | 0 | |
Fair Value, Recurring | Fair Value, Inputs, Level 3 | |||
Financial assets: | |||
Investments in solar receivables | 69,334 | 72,171 | |
Derivative assets | 0 | 0 | |
Total assets | 69,334 | 72,171 | |
Financial liabilities: | |||
Contingent consideration | 19,916 | 26,787 | |
Total liabilities | $ 19,916 | $ 26,787 |
Significant Accounting Polic_10
Significant Accounting Policies - Schedule of Investment in Solar Receivables Fair Value (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 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 | (11,528) | (11,581) |
Gain recognized in earnings | 7,722 | 1,094 |
Balance at end of period | $ 69,334 | $ 72,171 |
Significant Accounting Polic_11
Significant Accounting Policies - Schedule of changes in fair value of liabilities accounted for an a recurring basis (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 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 | (10,832) | (16,014) |
(Gain) loss recognized in earnings | 3,961 | (25,094) |
Balance at end of period | $ 19,916 | $ 26,787 |
Significant Accounting Polic_12
Significant Accounting Policies - Schedule of Fair Value Unobservable Inputs (Details) - Fair Value, Inputs, Level 3 - Weighted Average | Dec. 31, 2023 |
Volatility | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 30% |
Revenue risk premium | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 15.90% |
Discount rate | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - installation earnout | 4.65% |
Contingent consideration - microgrid earnout | 4.65% |
Probability of success | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration - microgrid earnout | 10% |
Significant Accounting Polic_13
Significant Accounting Policies - Schedule of Detailed Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 720,653 | $ 557,690 | $ 241,752 |
PPA revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 123,646 | 104,563 | 86,087 |
Lease revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 147,788 | 100,070 | 71,784 |
Inventory sales revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 185,855 | 195,979 | 0 |
Service revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 16,197 | 4,178 | 2,049 |
Direct sales revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 60,590 | 8,484 | 1,212 |
Solar renewable energy certificate revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 50,375 | 48,698 | 41,537 |
Cash sales revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 96,072 | 72,425 | 27,176 |
Loan revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 34,716 | 18,601 | 7,768 |
Other revenue | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 5,414 | $ 4,692 | $ 4,139 |
Significant Accounting Polic_14
Significant Accounting Policies - Performance Obligations (Details) $ in Billions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Contracted but not yet recognized revenue | $ 5.4 |
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 customer agreements have at least 20 years remaining |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Contracted but not yet recognized revenue | 4% |
Contracted but not yet recognized revenue, expected timing of satisfaction | 12 months |
Significant Accounting Polic_15
Significant Accounting Policies - Deferred Revenue (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | $ 991,003 | $ 615,623 | $ 297,800 |
Deferred revenue included in other current liabilities | 50,815 | 30,172 | |
Loans | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | 930,999 | 586,128 | |
PPAs and leases | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | 55,651 | 24,893 | |
Solar receivables | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | 4,339 | 4,602 | |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue / Contract liabilities | $ 14 | $ 0 |
Significant Accounting Polic_16
Significant Accounting Policies - Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | |||
Deferred revenue / Contract liabilities | $ 991,003 | $ 615,623 | $ 297,800 |
Significant Accounting Polic_17
Significant Accounting Policies - Intangibles Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 212,734 | $ 212,756 |
Less: accumulated amortization | (78,676) | (50,244) |
Intangible assets, net | $ 134,058 | 162,512 |
Customer relationships - system sales | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 10 years | |
Intangible assets, gross | $ 145,496 | 145,496 |
Customer relationships - servicing | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 10 years | |
Intangible assets, gross | $ 3,471 | 3,471 |
Customer relationships - new customers | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 4 years | |
Intangible assets, gross | $ 29,761 | 29,761 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 15 years | |
Intangible assets, gross | $ 11,899 | 11,899 |
Tax equity commitment | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 4 years | |
Intangible assets, gross | $ 21,209 | 21,209 |
Software license | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 3 years | |
Intangible assets, gross | $ 331 | 331 |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 3 years | |
Intangible assets, gross | $ 68 | 68 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 499 | $ 521 |
Other | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 3 years | |
Other | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Lives | 25 years |
Significant Accounting Polic_18
Significant Accounting Policies - Amortization Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
2024 | $ 28,450 | |
2025 | 18,893 | |
2026 | 15,707 | |
2027 | 15,707 | |
2028 | 15,707 | |
2029 and thereafter | 39,594 | |
Intangible assets, net | $ 134,058 | $ 162,512 |
Significant Accounting Polic_19
Significant Accounting Policies - Deferred Financing Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Issuance Costs [Roll Forward] | |||
Balance at beginning of period | $ 76,525 | $ 56,056 | |
Capitalized | 77,062 | 34,109 | |
Amortized | (25,226) | (13,640) | $ (14,050) |
Balance at end of period | $ 128,361 | $ 76,525 | $ 56,056 |
Significant Accounting Polic_20
Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||||
Goodwill impairment | $ 13,200 | $ 13,150 | $ 0 | $ 0 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,199,718 | $ 4,192,983 |
Less: accumulated depreciation | (560,924) | (408,182) |
Property and equipment, net | $ 5,638,794 | 3,784,801 |
Solar energy systems and energy storage systems | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 35 years | |
Property and equipment, gross | $ 5,443,796 | 3,719,727 |
Less: accumulated depreciation | (489,700) | (360,100) |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 530,180 | 329,893 |
Asset retirement obligations | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 30 years | |
Property and equipment, gross | $ 78,538 | 57,063 |
Information technology systems | ||
Property, Plant and Equipment [Line Items] | ||
Useful Lives | 3 years | |
Property and equipment, gross | $ 130,300 | 72,797 |
Computers and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 7,503 | 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 | $ 419 | $ 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 |
Natural Disaster Losses - Narra
Natural Disaster Losses - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Interruption Loss [Line Items] | |||
Operations and maintenance | $ 96,997 | $ 36,679 | $ 19,583 |
General and administrative | 430,422 | 302,004 | 204,236 |
Other natural disaster-related charges | |||
Business Interruption Loss [Line Items] | |||
Operations and maintenance | 1,635 | 633 | 0 |
General and administrative | $ 730 | $ 532 | $ 0 |
Natural Disaster Losses - Sched
Natural Disaster Losses - Schedule of Disaster Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Interruption Loss [Line Items] | |||
Operations and maintenance | $ 96,997 | $ 36,679 | $ 19,583 |
General and administrative | 430,422 | 302,004 | 204,236 |
Total operating expense, net | 964,088 | 639,194 | 296,642 |
Natural Disaster Losses | |||
Business Interruption Loss [Line Items] | |||
Total operating expense, net | 2,480 | 1,165 | 0 |
Impairment of solar energy systems due to natural disaster losses | |||
Business Interruption Loss [Line Items] | |||
Operations and maintenance | 3,865 | 0 | 0 |
Insurance proceeds received/expected to be received—property damage | |||
Business Interruption Loss [Line Items] | |||
Operations and maintenance | (3,400) | 0 | 0 |
Insurance proceeds received—business interruption | |||
Business Interruption Loss [Line Items] | |||
Operations and maintenance | (350) | 0 | 0 |
Other natural disaster-related charges | |||
Business Interruption Loss [Line Items] | |||
Operations and maintenance | 1,635 | 633 | 0 |
General and administrative | $ 730 | $ 532 | $ 0 |
Detail of Certain Balance She_3
Detail of Certain Balance Sheet Captions - Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Inventory | $ 148,575 | $ 152,113 | |
Current portion of customer notes receivable | 176,562 | 114,910 | |
Restricted cash | 62,188 | 51,733 | $ 80,213 |
Prepaid assets | 25,996 | 17,492 | |
Deferred receivables | 7,601 | 7,392 | |
Current portion of investments in solar receivables | 7,457 | 7,107 | |
Other | 920 | 553 | |
Other current assets, net of allowance of $4,659 and $3,250 as of December 31, 2023 and 2022, respectively | $ 429,299 | $ 351,300 |
Detail of Certain Balance She_4
Detail of Certain Balance Sheet Captions - Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Construction in progress - customer notes receivable | $ 159,066 | $ 382,611 | |
Restricted cash | 219,382 | 133,584 | $ 68,583 |
Exclusivity and other bonus arrangements with dealers, net | 166,359 | 121,313 | |
Investments in solar receivables | 61,877 | 65,064 | |
Straight-line revenue adjustment, net | 62,941 | 53,086 | |
Other | 226,260 | 206,233 | |
Total | $ 895,885 | $ 961,891 |
Detail of Certain Balance She_5
Detail of Certain Balance Sheet Captions - Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Interest payable | $ 67,647 | $ 35,258 |
Deferred revenue | 50,815 | 30,172 |
Current portion of operating and finance lease liability | 4,231 | 3,247 |
Current portion of performance guarantee obligations | 2,667 | 2,495 |
Other | 8,289 | 334 |
Total | $ 133,649 | $ 71,506 |
AROs (Details)
AROs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 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 | 21,529 | 11,871 |
Accretion expense | 4,905 | 3,701 |
Other | (76) | (99) |
Balance at end of period | $ 96,227 | $ 69,869 |
Customer Notes Receivable - Nar
Customer Notes Receivable - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Loan systems not yet placed in service | $ 159,100 | $ 382,600 | |
Interest income | 115,872 | 59,799 | $ 34,228 |
Customer notes receivable not accruing interest | 34,200 | 12,600 | |
Customer notes receivable not accruing interest, allowance | 754 | 278 | |
Interest income for nonaccrual loans | 0 | ||
Amortized cost | 83,300 | 31,400 | |
Customer notes receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | 98,800 | 56,400 | |
Accrued investment income receivable | 14,300 | 10,200 | |
Accrued investment income receivable, written off | $ 63 | $ 514 | |
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 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Customer notes receivable | $ 4,029,025 | $ 2,662,307 | |
Allowance for credit losses | (116,477) | (81,248) | $ (41,138) |
Carrying Value | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Customer notes receivable | 3,912,548 | 2,581,059 | |
Estimated Fair Value | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Customer notes receivable | $ 3,800,754 | $ 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 | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 81,248 | $ 41,138 |
Provision for current expected credit losses | 35,229 | 40,074 |
Recoveries | 0 | 36 |
Balance at end of period | $ 116,477 | $ 81,248 |
Customer Notes Receivable - S_3
Customer Notes Receivable - Schedule of Aged Receivables (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | $ 4,029,025 | $ 2,662,307 |
Total past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 281,688 | 123,031 |
1-90 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 164,150 | 91,668 |
91-180 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 40,428 | 16,859 |
Greater than 180 days past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | 77,110 | 14,504 |
Not past due | ||
Financing Receivable, Past Due [Line Items] | ||
Customer notes receivable | $ 3,747,337 | $ 2,539,276 |
Customer Notes Receivable - S_4
Customer Notes Receivable - Schedule of Amortized cost of Customer Notes Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | $ 1,491,081 | |
2022 | 1,370,405 | |
2021 | 712,143 | |
2020 | 217,610 | |
2019 | 114,573 | |
Prior | 123,213 | |
Total | 4,029,025 | $ 2,662,307 |
Performing | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | 1,482,469 | |
2022 | 1,339,528 | |
2021 | 692,995 | |
2020 | 212,119 | |
2019 | 109,781 | |
Prior | 115,023 | |
Total | 3,951,915 | |
Nonperforming | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2023 | 8,612 | |
2022 | 30,877 | |
2021 | 19,148 | |
2020 | 5,491 | |
2019 | 4,792 | |
Prior | 8,190 | |
Total | $ 77,110 |
Investments in Solar Receivab_2
Investments in Solar Receivables (Details) $ in Millions | 1 Months Ended | |
Nov. 30, 2021 USD ($) solarEnergyPool shares | Sep. 30, 2021 USD ($) | |
Investments, All Other Investments [Abstract] | ||
Number of solar energy pools, to be leased | solarEnergyPool | 2 | |
Master lease agreement, upfront lease payment | $ 35 | |
Master lease agreement, common stock consideration (in shares) | shares | 1,027,409 | |
Master lease agreement, total consideration | $ 79.4 | |
Investments in solar receivables | $ 84.3 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||||
Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | Jun. 30, 2021 | May 31, 2021 | |
Debt Instrument [Line Items] | |||||||||
Long-term debt, non-current | $ 7,030,756 | $ 5,194,755 | |||||||
Long-term debt, current | 483,497 | 214,431 | |||||||
SEI | Convertible senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (19,174) | (24,324) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (748) | (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% | 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% | 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 | (13,288) | (3,767) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (12,119) | (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 | 7.07% | ||||||||
Long-term debt, gross, non-current | $ 0 | $ 0 | |||||||
Long-term debt, gross, current | $ 3,084 | $ 0 | |||||||
Sunnova Energy Corporation | Senior notes | 5.875% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 5.875% | 5.875% | |||||||
Weighted average effective interest rate | 6.53% | 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% | 11.75% | |||||||
Weighted average effective interest rate | 12.02% | ||||||||
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 | (302) | (532) | |||||||
Debt discount, net, current | $ 0 | $ 0 | |||||||
EZOP | Line of credit | Revolving credit facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 8.72% | 5.10% | |||||||
Long-term debt, gross, non-current | $ 511,000 | $ 500,000 | |||||||
Long-term debt, gross, current | 0 | 0 | |||||||
HELII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (24) | (30) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (2,926) | (3,591) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELII | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 5.64% | 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 | (753) | (960) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (3,004) | (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 | $ 105,096 | $ 105,878 | |||||||
Long-term debt, gross, current | 6,349 | 9,957 | |||||||
HELIII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (1,250) | (1,536) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (1,200) | (1,474) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELIII | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 4.43% | 4.42% | |||||||
Long-term debt, gross, non-current | $ 86,232 | $ 94,247 | |||||||
Long-term debt, gross, current | 9,983 | 10,438 | |||||||
TEPH | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (1,168) | (2,043) | |||||||
Debt discount, net, current | $ 0 | $ 0 | |||||||
TEPH | Line of credit | Revolving credit facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 10.03% | 7.74% | |||||||
Long-term debt, gross, non-current | $ 1,036,600 | $ 425,700 | |||||||
Long-term debt, gross, current | 0 | 0 | |||||||
SOLI | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (74) | (87) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (5,769) | (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 | $ 335,874 | $ 348,962 | |||||||
Long-term debt, gross, current | 12,965 | 16,063 | |||||||
HELIV | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (417) | (564) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (1,955) | (2,609) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELIV | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 4.16% | 4.15% | |||||||
Long-term debt, gross, non-current | $ 97,458 | $ 105,655 | |||||||
Long-term debt, gross, current | $ 10,854 | $ 11,494 | |||||||
AP8 | Line of credit | Revolving credit facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 9.42% | 20.52% | |||||||
Long-term debt, gross, non-current | $ 0 | $ 74,535 | |||||||
Long-term debt, gross, current | 215,000 | 465 | |||||||
SOLII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (56) | (64) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (3,948) | (4,576) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
SOLII | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 3.90% | 3.41% | |||||||
Long-term debt, gross, non-current | $ 221,955 | $ 232,276 | |||||||
Long-term debt, gross, current | 7,195 | 6,409 | |||||||
HELV | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (540) | (690) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (2,094) | (2,661) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELV | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 2.49% | 2.47% | |||||||
Long-term debt, gross, non-current | $ 134,473 | $ 143,940 | |||||||
Long-term debt, gross, current | 13,496 | 14,367 | |||||||
SOLIII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (102) | (117) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (4,871) | (5,616) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
SOLIII | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 2.58% | ||||||||
Weighted average effective interest rate | 2.81% | 2.78% | |||||||
Long-term debt, gross, non-current | $ 257,545 | $ 275,779 | |||||||
Long-term debt, gross, current | 15,762 | 16,632 | |||||||
HELVI | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (32) | (40) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (2,345) | (2,909) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELVI | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 2.10% | 2.08% | |||||||
Long-term debt, gross, non-current | $ 159,901 | $ 167,669 | |||||||
Long-term debt, gross, current | 13,521 | 16,770 | |||||||
HELVII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (31) | (38) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (1,797) | (2,193) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELVII | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 2.53% | 2.50% | |||||||
Long-term debt, gross, non-current | $ 123,494 | $ 126,856 | |||||||
Long-term debt, gross, current | 10,221 | 16,058 | |||||||
HELVIII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (4,355) | (5,267) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (3,395) | (4,080) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELVIII | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 3.62% | 3.54% | |||||||
Long-term debt, gross, non-current | $ 243,020 | $ 250,014 | |||||||
Long-term debt, gross, current | 19,995 | 31,099 | |||||||
SOLIV | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (9,440) | (11,190) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (6,759) | (7,996) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
SOLIV | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 5.90% | 5.76% | |||||||
Long-term debt, gross, non-current | $ 325,612 | $ 338,251 | |||||||
Long-term debt, gross, current | 8,464 | 8,080 | |||||||
HELIX | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (3,027) | (3,589) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (2,798) | (3,303) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELIX | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 5.64% | 5.46% | |||||||
Long-term debt, gross, non-current | $ 196,174 | $ 193,837 | |||||||
Long-term debt, gross, current | 15,246 | 29,632 | |||||||
HELX | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (17,015) | (12,459) | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (3,064) | (3,319) | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELX | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 7.38% | 6.23% | |||||||
Long-term debt, gross, non-current | $ 200,842 | $ 162,301 | |||||||
Long-term debt, gross, current | $ 19,996 | $ 18,335 | |||||||
IS | Line of credit | Revolving credit facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 8.90% | ||||||||
Long-term debt, gross, non-current | $ 31,300 | $ 0 | |||||||
Long-term debt, gross, current | 0 | 0 | |||||||
SOLV | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (15,491) | 0 | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (6,682) | 0 | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
SOLV | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 6.93% | ||||||||
Long-term debt, gross, non-current | $ 312,844 | $ 0 | |||||||
Long-term debt, gross, current | 7,775 | 0 | |||||||
HELXI | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (12,007) | 0 | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (5,195) | 0 | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELXI | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 6.29% | ||||||||
Long-term debt, gross, non-current | $ 247,251 | $ 0 | |||||||
Long-term debt, gross, current | 31,240 | 0 | |||||||
HELXII | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (13,065) | 0 | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (4,135) | 0 | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HELXII | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 6.71% | ||||||||
Long-term debt, gross, non-current | $ 210,263 | $ 0 | |||||||
Long-term debt, gross, current | 26,661 | 0 | |||||||
AP9 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (572) | 0 | |||||||
Debt discount, net, current | $ 0 | $ 0 | |||||||
AP9 | Line of credit | Revolving credit facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 19.30% | ||||||||
Long-term debt, gross, non-current | $ 12,118 | $ 0 | |||||||
Long-term debt, gross, current | 0 | 0 | |||||||
HESI | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt discount, net, non-current | (7,616) | 0 | |||||||
Debt discount, net, current | 0 | 0 | |||||||
Deferred financing costs, net, non-current | (7,058) | 0 | |||||||
Deferred financing costs, net, current | $ 0 | $ 0 | |||||||
HESI | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Weighted average effective interest rate | 10.94% | ||||||||
Long-term debt, gross, non-current | $ 213,432 | $ 0 | |||||||
Long-term debt, gross, current | $ 26,625 | $ 0 |
Long-Term Debt - Narrative - Av
Long-Term Debt - Narrative - Availability through Sunnova Energy Corporation Debt (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | Aug. 31, 2022 | Aug. 31, 2021 | May 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 733,000,000 | ||||||||
Capped call transactions | $ 48,400,000 | $ 91,700,000 | $ 48,420,000 | $ 91,655,000 | |||||
Call Option | |||||||||
Debt Instrument [Line Items] | |||||||||
Capped call transaction (in USD per share) | $ 34.24 | $ 60 | |||||||
Line of credit | Revolving credit facility | EZOP | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | 364,000,000 | ||||||||
Line of credit | Revolving credit facility | TEPH | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | 272,400,000 | ||||||||
Line of credit | Revolving credit facility | IS | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | 18,700,000 | ||||||||
Line of credit | Revolving credit facility | AP9 | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | 52,900,000 | ||||||||
Line of credit | Revolving credit facility | BMB | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | $ 25,000,000 | ||||||||
Convertible senior notes | 0.25% convertible senior notes | SEI | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount of debt issued | $ 575,000,000 | ||||||||
Stated interest rate | 0.25% | 0.25% | |||||||
Purchase price | $ 560,600,000 | ||||||||
Discount | 2.50% | ||||||||
Convertible senior notes | 2.625% convertible senior notes | SEI | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount of debt issued | $ 600,000,000 | ||||||||
Stated interest rate | 2.625% | 2.625% | |||||||
Purchase price | $ 585,000,000 | ||||||||
Discount | 2.50% | ||||||||
Senior notes | 5.875% senior notes | Sunnova Energy Corporation | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount of debt issued | $ 400,000,000 | ||||||||
Stated interest rate | 5.875% | 5.875% | |||||||
Purchase price | $ 395,000,000 | ||||||||
Discount | 1.24% | ||||||||
Senior notes | 11.75% senior notes | Sunnova Energy Corporation | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount of debt issued | $ 400,000,000 | ||||||||
Stated interest rate | 11.75% | 11.75% | |||||||
Purchase price | $ 389,000,000 | ||||||||
Discount | 2.74% | ||||||||
Notes payable | Sunnova Energy Corporation | |||||||||
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 |
Long-Term Debt - Narrative - EZ
Long-Term Debt - Narrative - EZOP Debt through SOLIII Debt (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||||||||||||||
Nov. 30, 2022 | Jun. 30, 2021 | Feb. 28, 2021 | Nov. 30, 2020 | Feb. 29, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 30, 2018 | Apr. 30, 2017 | Dec. 31, 2023 | Nov. 30, 2023 | Aug. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Feb. 28, 2023 | Oct. 31, 2022 | Sep. 30, 2022 | Aug. 31, 2022 | Jul. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2021 | Oct. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Aug. 31, 2017 | |
Line of credit | EZOP | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Maximum borrowing capacity | $ 200,000,000 | $ 100,000,000 | $ 400,000,000 | $ 70,000,000 | |||||||||||||||||||||
Line of credit | EZOP | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Maximum borrowing capacity | 200,000,000 | $ 1,000,000,000 | $ 900,000,000 | $ 800,000,000 | $ 575,000,000 | $ 585,000,000 | $ 535,000,000 | $ 475,000,000 | $ 350,000,000 | ||||||||||||||||
Aggregate committed amount | 875,000,000 | 775,000,000 | $ 675,000,000 | $ 450,000,000 | |||||||||||||||||||||
Line of credit | TEPH | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Maximum borrowing capacity | $ 1,575,000,000 | 859,000,000 | 789,700,000 | $ 689,700,000 | 639,700,000 | $ 600,000,000 | |||||||||||||||||||
Aggregate committed amount | $ 1,311,000,000 | $ 1,309,000,000 | 769,300,000 | 700,000,000 | $ 600,000,000 | $ 564,700,000 | $ 460,700,000 | $ 100,000,000 | |||||||||||||||||
Line of credit | TEPH | Revolving credit facility | Solar Projects Before Construction | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Advanced rate | 60% | ||||||||||||||||||||||||
Line of credit | TEPH | Revolving credit facility | Solar Projects Under Construction | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Advanced rate | 80% | ||||||||||||||||||||||||
Reserve | 100% | ||||||||||||||||||||||||
Line of credit | AP8 | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Maximum borrowing capacity | $ 75,000,000 | $ 215,000,000 | $ 185,000,000 | $ 150,000,000 | $ 60,000,000 | ||||||||||||||||||||
Basis spread on variable rate | 3% | ||||||||||||||||||||||||
Line of credit | Minimum | TEPH | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Basis spread on variable rate | 2.90% | ||||||||||||||||||||||||
Line of credit | Maximum | TEPH | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Basis spread on variable rate | 4.30% | ||||||||||||||||||||||||
Line of credit | Weighted-Average Cost To Lender Rate | EZOP | During Commitment Availability Period | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Basis spread on variable rate | 0.00035% | ||||||||||||||||||||||||
Line of credit | Weighted-Average Cost To Lender Rate | EZOP | After Commitment Availability Period | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Basis spread on variable rate | 0.00045% | ||||||||||||||||||||||||
Line of credit | Federal Funds Rate | TEPH | Revolving credit facility | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Variable rate basis adjustment | 0.50% | ||||||||||||||||||||||||
Takeout transaction period | 18 months | ||||||||||||||||||||||||
Solar asset-backed notes | SOLIII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 319,000,000 | ||||||||||||||||||||||||
Discount | 0.04% | ||||||||||||||||||||||||
Stated interest rate | 2.58% | ||||||||||||||||||||||||
Solar asset-backed notes | HELII Series, 2018-1 Class A | HELII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 202,000,000 | ||||||||||||||||||||||||
Discount | 0.02% | ||||||||||||||||||||||||
Stated interest rate | 4.87% | ||||||||||||||||||||||||
Solar asset-backed notes | HELII Series, 2018-1 Class B | HELII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 60,700,000 | ||||||||||||||||||||||||
Discount | 0.02% | ||||||||||||||||||||||||
Stated interest rate | 7.71% | ||||||||||||||||||||||||
Solar asset-backed notes | RAYSI Series, 2019-1 Class A | RAYSI | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 118,100,000 | ||||||||||||||||||||||||
Stated interest rate | 4.95% | ||||||||||||||||||||||||
Solar asset-backed notes | RAYSI Series, 2019-1 Class B | RAYSI | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 15,000,000 | ||||||||||||||||||||||||
Discount | 6.50% | ||||||||||||||||||||||||
Stated interest rate | 6.35% | ||||||||||||||||||||||||
Solar asset-backed notes | RAYSI Series, 2019-2 Class B | RAYSI | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 6,400,000 | ||||||||||||||||||||||||
Discount | 10.50% | ||||||||||||||||||||||||
Stated interest rate | 6.35% | ||||||||||||||||||||||||
Solar asset-backed notes | SOLI Series 2020-1 Class A | SOLI | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 337,100,000 | ||||||||||||||||||||||||
Discount | 0.89% | ||||||||||||||||||||||||
Stated interest rate | 3.35% | ||||||||||||||||||||||||
Solar asset-backed notes | SOLI Series 2020-1 Class B | SOLI | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 75,400,000 | ||||||||||||||||||||||||
Discount | 0.85% | ||||||||||||||||||||||||
Stated interest rate | 5.54% | ||||||||||||||||||||||||
Solar asset-backed notes | SOLII Series 2020-2 Class A | SOLII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 209,100,000 | ||||||||||||||||||||||||
Discount | 0.03% | ||||||||||||||||||||||||
Stated interest rate | 2.73% | ||||||||||||||||||||||||
Solar asset-backed notes | SOLII Series 2020-2 Class B | SOLII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 45,600,000 | ||||||||||||||||||||||||
Discount | 0.05% | ||||||||||||||||||||||||
Stated interest rate | 5.47% | ||||||||||||||||||||||||
Solar loan-backed notes | HELIII Series, 2019-A Class A | HELIII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 139,700,000 | ||||||||||||||||||||||||
Discount | 0.03% | ||||||||||||||||||||||||
Stated interest rate | 3.75% | ||||||||||||||||||||||||
Solar loan-backed notes | HELIII Series, 2019-A Class B | HELIII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 14,900,000 | ||||||||||||||||||||||||
Discount | 0.01% | ||||||||||||||||||||||||
Stated interest rate | 4.49% | ||||||||||||||||||||||||
Solar loan-backed notes | HELIII Series, 2019-A Class C | HELIII | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 13,000,000 | ||||||||||||||||||||||||
Discount | 0.03% | ||||||||||||||||||||||||
Stated interest rate | 5.32% | ||||||||||||||||||||||||
Solar loan-backed notes | HELV Series 2021-A Class A | HELV | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 150,100,000 | ||||||||||||||||||||||||
Discount | 0.001% | ||||||||||||||||||||||||
Stated interest rate | 1.80% | ||||||||||||||||||||||||
Solar loan-backed notes | HELV Series 2021-A Class B | HELV | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Principal amount of debt issued | $ 38,600,000 | ||||||||||||||||||||||||
Discount | 2.487% | ||||||||||||||||||||||||
Stated interest rate | 3.15% |
Long-Term Debt - Narrative - HE
Long-Term Debt - Narrative - HELV Debt through BMB Debt (Details) - USD ($) | 1 Months Ended | |||||||||||||
Oct. 31, 2023 | Aug. 31, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Nov. 30, 2022 | Aug. 31, 2022 | Jun. 30, 2022 | Feb. 28, 2022 | Oct. 31, 2021 | Jul. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2023 | Sep. 30, 2023 | |
HELVIII Series 2022-A Class A | HELVIII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 131,900,000 | |||||||||||||
Discount | 1.55% | |||||||||||||
Stated interest rate | 2.79% | |||||||||||||
HELVIII Series 2022-A Class B | HELVIII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 102,200,000 | |||||||||||||
Discount | 2.23% | |||||||||||||
Stated interest rate | 3.13% | |||||||||||||
HELVIII Series 2022-A Class C | HELVIII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 63,800,000 | |||||||||||||
Discount | 2.62% | |||||||||||||
Stated interest rate | 3.53% | |||||||||||||
SOLIV Series 2022-1 Class A | SOLIV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 317,000,000 | |||||||||||||
Discount | 3.55% | |||||||||||||
Stated interest rate | 4.95% | |||||||||||||
SOLIV Series 2022-1 Class B | SOLIV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 38,000,000 | |||||||||||||
Discount | 2.10% | |||||||||||||
Stated interest rate | 6.35% | |||||||||||||
HELIX Series 2022-B Class A | HELIX | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 178,000,000 | |||||||||||||
Discount | 0.69% | |||||||||||||
Stated interest rate | 5% | |||||||||||||
HELIX Series 2022-B Class B | HELIX | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 49,700,000 | |||||||||||||
Discount | 5.10% | |||||||||||||
Stated interest rate | 6% | |||||||||||||
HELX Series 2022-C Class A | HELX | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 103,400,000 | |||||||||||||
Discount | 5.38% | |||||||||||||
Stated interest rate | 5.30% | |||||||||||||
HELX Series 2022-C Class B | HELX | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 80,600,000 | |||||||||||||
Discount | 8.98% | |||||||||||||
Stated interest rate | 5.60% | |||||||||||||
HELX Series 2022-C Class C | HELX | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 51,700,000 | |||||||||||||
Discount | 14.74% | |||||||||||||
Stated interest rate | 6% | |||||||||||||
HELXI Series, 2023-A, Class A | HELXI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 174,900,000 | |||||||||||||
Discount | 2.57% | |||||||||||||
Stated interest rate | 5.30% | |||||||||||||
HELXI Series, 2023-A, Class B | HELXI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 80,100,000 | |||||||||||||
Discount | 5.31% | |||||||||||||
Stated interest rate | 5.60% | |||||||||||||
HELXI Series, 2023-A, Class C | HELXI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 31,700,000 | |||||||||||||
Discount | 13.56% | |||||||||||||
Stated interest rate | 6% | |||||||||||||
HESI Series, 2023-GRID1 Class A | HESI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 219,600,000 | |||||||||||||
Discount | 2.46% | |||||||||||||
Stated interest rate | 5.75% | |||||||||||||
HESI Series, 2023-GRID1 Class B | HESI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 24,400,000 | |||||||||||||
Discount | 9.40% | |||||||||||||
Stated interest rate | 8.25% | |||||||||||||
HELXII Series, 2023-B, Class B | HELXII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 71,100,000 | |||||||||||||
Discount | 6.67% | |||||||||||||
Stated interest rate | 5.60% | |||||||||||||
HELXII Series, 2023-B, Class A | HELXII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 148,500,000 | |||||||||||||
Discount | 4.23% | |||||||||||||
Stated interest rate | 5.30% | |||||||||||||
HELXII Series, 2023-B, Class C | HELXII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 23,100,000 | |||||||||||||
Discount | 12.64% | |||||||||||||
Stated interest rate | 6% | |||||||||||||
Solar loan-backed notes | HELVI Series 2021-B Class A | HELVI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 106,200,000 | |||||||||||||
Discount | 0.01% | |||||||||||||
Stated interest rate | 1.62% | |||||||||||||
Solar loan-backed notes | HELVI Series 2021-B Class B | HELVI | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 106,200,000 | |||||||||||||
Discount | 0.04% | |||||||||||||
Stated interest rate | 2.01% | |||||||||||||
Solar loan-backed notes | HELVII Series 2021-C Class A | HELVII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 68,400,000 | |||||||||||||
Discount | 0.04% | |||||||||||||
Stated interest rate | 2.03% | |||||||||||||
Solar loan-backed notes | HELVII Series 2021-C Class B | HELVII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 55,900,000 | |||||||||||||
Discount | 0.03% | |||||||||||||
Stated interest rate | 2.33% | |||||||||||||
Solar loan-backed notes | HELVII Series 2021-C Class C | HELVII | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 31,500,000 | |||||||||||||
Discount | 0.01% | |||||||||||||
Stated interest rate | 2.63% | |||||||||||||
Solar loan-backed notes | HELIV Series 2020-A Class A | HELIV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 135,900,000 | |||||||||||||
Discount | 0.01% | |||||||||||||
Stated interest rate | 2.98% | |||||||||||||
Solar loan-backed notes | HELIV Series 2020-A Class B | HELIV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 22,600,000 | |||||||||||||
Discount | 4.18% | |||||||||||||
Stated interest rate | 7.25% | |||||||||||||
Line of credit | IS | Revolving credit facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
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 | |||||||||||||
Line of credit | AP9 | Revolving credit facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity | $ 65,000,000 | |||||||||||||
Line of credit | BMB | Revolving credit facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate committed amount | $ 25,000,000 | |||||||||||||
Secured Debt | SOLV Series, 2023-1 Class A | SOLV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 300,000,000 | |||||||||||||
Discount | 5.01% | |||||||||||||
Stated interest rate | 5.40% | |||||||||||||
Secured Debt | SOLV Series, 2023-1 Class B | SOLV | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount of debt issued | $ 23,500,000 | |||||||||||||
Discount | 11.63% | |||||||||||||
Stated interest rate | 7.35% |
Long-Term Debt - Schedule of _2
Long-Term Debt - Schedule of Long-term Debt Maturities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 483,497 |
2025 | 1,782,383 |
2026 | 1,226,422 |
2027 | 222,438 |
2028 | 1,239,106 |
2029 and thereafter | 2,762,068 |
Total | $ 7,715,914 |
Long-Term Debt - Schedule of Fa
Long-Term Debt - Schedule of Fair Value of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Sep. 30, 2023 | Aug. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Aug. 31, 2022 | Aug. 31, 2021 | Jun. 30, 2021 | May 31, 2021 |
Debt Instrument [Line Items] | |||||||||
Net deferred financing costs and debt discounts | $ 201,700 | $ 130,200 | |||||||
Carrying Value | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 7,715,914 | 5,539,347 | |||||||
Estimated Fair Value | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 7,409,940 | 5,089,220 | |||||||
SEI | Convertible senior notes | 0.25% convertible senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 0.25% | 0.25% | |||||||
SEI | Convertible senior notes | 2.625% convertible senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 2.625% | 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 | 528,927 | 511,733 | |||||||
SEI | Estimated Fair Value | Convertible senior notes | 2.625% convertible senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 582,463 | 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% | 5.875% | |||||||
Sunnova Energy Corporation | Senior notes | 11.75% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 11.75% | 11.75% | |||||||
Sunnova Energy Corporation | Carrying Value | Notes payable | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 3,084 | 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 | 3,084 | 0 | |||||||
Sunnova Energy Corporation | Estimated Fair Value | Senior notes | 5.875% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 369,522 | 359,283 | |||||||
Sunnova Energy Corporation | Estimated Fair Value | Senior notes | 11.75% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 411,996 | 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 | 198,590 | 206,045 | |||||||
RAYSI | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 111,445 | 115,835 | |||||||
RAYSI | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 102,480 | 104,594 | |||||||
HELIII | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 96,215 | 104,685 | |||||||
HELIII | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 87,982 | 93,706 | |||||||
SOLI | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 348,839 | 365,025 | |||||||
SOLI | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 310,928 | 313,174 | |||||||
HELIV | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 108,312 | 117,149 | |||||||
HELIV | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 96,603 | 100,913 | |||||||
SOLII | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 229,150 | 238,685 | |||||||
SOLII | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 192,589 | 189,728 | |||||||
HELV | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 147,969 | 158,307 | |||||||
HELV | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 132,533 | 135,408 | |||||||
SOLIII | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 2.58% | ||||||||
SOLIII | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 273,307 | 292,411 | |||||||
SOLIII | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 235,318 | 237,425 | |||||||
HELVI | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 173,422 | 184,439 | |||||||
HELVI | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 153,836 | 157,289 | |||||||
HELVII | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 133,715 | 142,914 | |||||||
HELVII | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 120,413 | 124,476 | |||||||
HELVIII | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 263,015 | 281,113 | |||||||
HELVIII | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 241,599 | 252,483 | |||||||
SOLIV | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 334,076 | 346,331 | |||||||
SOLIV | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 325,816 | 334,335 | |||||||
HELIX | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 211,420 | 223,469 | |||||||
HELIX | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 203,375 | 210,070 | |||||||
HELX | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 220,838 | 180,636 | |||||||
HELX | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 221,655 | 183,165 | |||||||
SOLV | Carrying Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 320,619 | 0 | |||||||
SOLV | Estimated Fair Value | Solar asset-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 317,481 | 0 | |||||||
HELXI | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 278,491 | 0 | |||||||
HELXI | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 275,323 | 0 | |||||||
HELXII | Carrying Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 236,924 | 0 | |||||||
HELXII | Estimated Fair Value | Solar loan-backed notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 242,091 | 0 | |||||||
Revolving credit facility | EZOP | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 511,000 | 500,000 | |||||||
Revolving credit facility | EZOP | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 511,000 | 500,000 | |||||||
Revolving credit facility | TEPH | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 1,036,600 | 425,700 | |||||||
Revolving credit facility | TEPH | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 1,036,600 | 425,700 | |||||||
Revolving credit facility | AP8 | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 215,000 | 75,000 | |||||||
Revolving credit facility | AP8 | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 215,000 | 75,000 | |||||||
Revolving credit facility | IS | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 31,300 | 0 | |||||||
Revolving credit facility | IS | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 31,300 | 0 | |||||||
Revolving credit facility | AP9 | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 12,118 | 0 | |||||||
Revolving credit facility | AP9 | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 12,118 | 0 | |||||||
Revolving credit facility | HESI | Carrying Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | 240,057 | 0 | |||||||
Revolving credit facility | HESI | Estimated Fair Value | Line of credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 249,318 | $ 0 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - Interest Rate Swap - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Derivative [Line Items] | ||
Aggregate notional amount of derivative | $ 1,723,984,000 | $ 948,226,000 |
EZOP | ||
Derivative [Line Items] | ||
Aggregate notional amount of derivative | 1,100,000,000 | 506,600,000 |
Aggregate notional amount of unwound derivative | 798,000,000 | 360,200,000 |
Realized gain | 45,800,000 | 22,900,000 |
TEPH | ||
Derivative [Line Items] | ||
Aggregate notional amount of derivative | 851,600,000 | 524,900,000 |
Aggregate notional amount of unwound derivative | 241,100,000 | 515,400,000 |
Realized gain | 9,700,000 | 28,300,000 |
AP8 | ||
Derivative [Line Items] | ||
Aggregate notional amount of derivative | 140,000,000 | 75,000,000 |
Aggregate notional amount of unwound derivative | 0 | |
Realized gain | 1,100,000 | 0 |
AP9 | ||
Derivative [Line Items] | ||
Aggregate notional amount of derivative | 25,000,000 | 0 |
Aggregate notional amount of unwound derivative | 0 | 0 |
Realized gain | $ 62,000 | $ 0 |
Derivative Instruments - Outsta
Derivative Instruments - Outstanding Derivative Instruments (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Interest rate swap | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | $ 1,723,984,000 | $ 948,226,000 |
EZOP | Interest rate swap | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | $ 1,100,000,000 | $ 506,600,000 |
EZOP | Interest Rate Swap One | ||
Derivative [Line Items] | ||
Fixed Interest Rate | 2% | 0.89% |
Aggregate Notional Amount | $ 489,581,000 | $ 489,477,000 |
TEPH | Interest rate swap | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | 851,600,000 | 524,900,000 |
TEPH | Interest Rate Swap Two | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | $ 994,403,000 | $ 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 | 4.202% | 2.63% |
AP8 | Interest rate swap | ||
Derivative [Line Items] | ||
Aggregate Notional Amount | $ 140,000,000 | $ 75,000,000 |
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 | Dec. 31, 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 | $ 55,471 | $ 112,712 |
Derivative Instruments - Intere
Derivative Instruments - Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized (gain) loss | $ 67,318 | $ (19,451) | $ (4,874) |
Interest Rate Swap | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized (gain) loss | (56,623) | (51,207) | 2,306 |
Unrealized (gain) loss | 67,318 | (19,451) | (4,874) |
Total | $ 10,695 | $ (70,658) | $ (2,568) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Contingency [Line Items] | |||
Effective income tax rate | 0% | (3.00%) | 0% |
Income tax (benefit) expense | $ (1,023,000) | $ 3,886,000 | $ 260,000 |
Valuation allowance | 227,414,000 | 252,124,000 | |
Tax credit carryforward | 309,700,000 | ||
Income tax penalties and interest accrued | 0 | $ 0 | |
Investment Tax Credit Carryforward | |||
Income Tax Contingency [Line Items] | |||
Tax credit carryforward | 28,200,000 | ||
Domestic Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Operating loss carryforwards | $ 1,100,000,000 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Loss before income tax | $ (503,449) | $ (126,390) | $ (147,250) |
Statutory federal tax rate | 21% | 21% | 21% |
Tax benefit computed at statutory rate | $ (105,724) | $ (26,542) | $ (30,923) |
State income tax, net of federal benefit | 14,804 | (3,167) | (2,399) |
ITC sales | (15,893) | 0 | 0 |
Redeemable noncontrolling interests and noncontrolling interests | 17,738 | (6,587) | 1,970 |
ITC recapture | 0 | 101 | 82 |
Other | 4,179 | 1,992 | 1,054 |
Increase in valuation allowance, net | 83,873 | 38,089 | 30,476 |
Total income tax (benefit) expense | $ (1,023) | $ 3,886 | $ 260 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Federal net operating loss carryforward | $ 238,447 | $ 261,837 |
State net operating loss carryforward | 60,980 | 61,141 |
ITC carryforward | 309,693 | 285,614 |
Foreign tax credit carryforward | 18,087 | 0 |
Federal unused interest deduction carryforward | 49,979 | 45,750 |
Equity-based compensation | 22,935 | 16,701 |
Deferred revenue | 7,433 | 6,123 |
Unrealized loss on derivatives | (17,119) | (32,459) |
Investment in certain financing arrangements | 150,476 | 154,635 |
Amortization of intangible assets | 0 | 12,730 |
Other deferred tax assets | 48,619 | 30,606 |
Deferred tax assets | 889,530 | 842,678 |
Fixed asset basis difference | (627,290) | (394,082) |
Intangible asset basis difference | (30,921) | (54,196) |
Investment in certain financing arrangements | 0 | (135,181) |
Other deferred tax liabilities | (4,259) | (7,095) |
Deferred tax liabilities | (662,470) | (590,554) |
Valuation allowance | (227,414) | (252,124) |
Net deferred tax liability | $ (354) | $ 0 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Apr. 01, 2021 USD ($) | Aug. 31, 2021 shares | Apr. 30, 2021 USD ($) payout_element tax_equity_fund tranche installment shares | Sep. 30, 2021 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Business Acquisition [Line Items] | |||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 382,904,000 | $ 84,923,000 | $ 8,375,000 | ||||
Number of tax equity funds | tax_equity_fund | 4 | ||||||
Tax equity funds period | 4 years | ||||||
Lennar Corporation | |||||||
Business Acquisition [Line Items] | |||||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 200,000,000 | ||||||
SunStreet Energy Group, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares issued in exchange (in shares) | shares | 7,011,751 | ||||||
Business acquisition, shares issued at closing (in shares) | shares | 3,095,329 | ||||||
Business acquisition, shares issued at final purchase adjustment (in shares) | shares | 27,526 | ||||||
Business acquisition, shares issuable as earnout (in shares) | shares | 3,888,896 | ||||||
Purchase consideration | $ 218,600,000 | ||||||
Business acquisition, issuance of common stock | 128,200,000 | ||||||
Business acquisition, fair value of contingent consideration | $ 90,400,000 | ||||||
Business acquisition, payout period (in years) | 5 years | ||||||
Business acquisition, number of payout elements to be met | payout_element | 2 | ||||||
Contingent consideration arrangements, range of outcomes, high | 31,000,000 | ||||||
Contingent consideration arrangements, range of outcomes, low | 7,200,000 | ||||||
Projected average share price determination period (in years) | 5 years | ||||||
Transaction costs | $ 1,200,000 | $ 7,800,000 | $ 6,700,000 | ||||
Purchase price adjustment, goodwill | $ 9,100,000 | ||||||
SunStreet Energy Group, LLC | Payout One | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares issuable as earnout (in shares) | shares | 2,777,784 | ||||||
Business acquisition, number of annual installments | installment | 4 | ||||||
Business acquisition, payout installment period | 4 years | ||||||
SunStreet Energy Group, LLC | Payout Two | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition, shares issuable as earnout (in shares) | shares | 1,111,112 | ||||||
Number of tranches, earnout | tranche | 2 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 0 | $ 13,150 | |
SunStreet Energy Group, LLC | |||
Business Acquisition [Line Items] | |||
Cash | $ 503 | ||
Other current assets (includes inventory of $26,835) | 33,562 | ||
Property and equipment | 217 | ||
Intangible assets | 211,836 | ||
Other assets | 1,060 | ||
Total assets acquired | 247,178 | ||
Accounts payable | 3,762 | ||
Accrued expenses | 4,580 | ||
Current portion of long-term debt | 32,301 | ||
Other current liabilities | 364 | ||
Other long-term liabilities | 697 | ||
Total liabilities assumed | 41,704 | ||
Net assets acquired, excluding goodwill | 205,474 | ||
Purchase consideration | 218,624 | ||
Goodwill | 13,150 | ||
Inventory | $ 26,835 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests and Noncontrolling Interests - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | ||||
Non-performance fees paid | $ 766 | $ 9,500 | $ 41,200 | |
Non-performance fee | $ 3,200 | $ 170 | ||
Class A members | Flip Date | ||||
Noncontrolling Interest [Line Items] | ||||
Allocation of income (loss) | 5% | |||
Class A members | Maximum | ||||
Noncontrolling Interest [Line Items] | ||||
Allocation of income (loss) | 99% | |||
Class A members | TEPIVA, TEPIVB, TEPIVC, TEPIVD, TEPIVE, TEPIVG, TEPVB, TEPVC, TEPVD, TEP6A, TEP6B, TEP6C, TEP6D, TEP7A, TEP7D and TEP8A | ||||
Noncontrolling Interest [Line Items] | ||||
Allocation of income (loss) | 67% | |||
Class A members | Sunnova TEP I, LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Interest purchased | 100% | |||
Purchase of noncontrolling interest | $ 5,900 | |||
Noncontrolling interest, period increase | $ 67,000 | |||
Class B Members | Minimum | ||||
Noncontrolling Interest [Line Items] | ||||
Allocation of income (loss) | 1% | |||
Class B Members | TEPIVA, TEPIVB, TEPIVC, TEPIVD, TEPIVE, TEPIVG, TEPVB, TEPVC, TEPVD, TEP6A, TEP6B, TEP6C, TEP6D, TEP7A, TEP7D and TEP8A | ||||
Noncontrolling Interest [Line Items] | ||||
Allocation of income (loss) | 33% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Aug. 31, 2023 | Nov. 30, 2021 | Aug. 31, 2021 | Apr. 30, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Aug. 30, 2023 | |
Repayments of Debt [Line Items] | ||||||||
Non-cash conversion of convertible senior notes for common stock | $ 0 | $ 0 | $ 95,648 | |||||
Master lease agreement, common stock consideration (in shares) | 1,027,409 | |||||||
SunStreet Energy Group, LLC | ||||||||
Repayments of Debt [Line Items] | ||||||||
Business acquisition, shares issued at closing (in shares) | 3,095,329 | |||||||
Business acquisition, shares issued at final purchase adjustment (in shares) | 27,526 | |||||||
Shares issued (in shares) | 693,443 | 694,446 | ||||||
9.75% Convertible Senior Notes Due April 2025 | Convertible senior notes | SEI | ||||||||
Repayments of Debt [Line Items] | ||||||||
Stated interest rate | 9.75% | |||||||
Non-cash conversion of convertible senior notes for common stock | $ 97,100 | |||||||
Debt conversion, shares issued (in shares) | 7,196,035 | |||||||
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 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) | 1 Months Ended | 12 Months Ended | ||||||
Jul. 29, 2019 shares | Feb. 28, 2023 shares | May 31, 2022 USD ($) shares | Dec. 31, 2023 USD ($) plan shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | Mar. 31, 2016 shares | Dec. 01, 2013 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of stock option plans | plan | 2 | |||||||
Granted (in shares) | 1,017,493 | 538,758 | 75,031 | |||||
Stock options exercised (in shares) | 41,788 | 18,383 | 569,740 | |||||
Issued (in shares) | 41,788 | 18,383 | 569,740 | |||||
Proceeds from issuance of common stock, net | $ | $ 81,316,000 | $ 10,513,000 | ||||||
Stock options vested (in shares) | 16,816 | 16,816 | ||||||
Stock options vested, value | $ | $ 309,000 | $ 309,000 | ||||||
Total unrecognized compensation expense | $ | 9,100,000 | |||||||
Long-Term Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 5,229,318 | 5,746,588 | ||||||
Percent of outstanding shares available for grant | 5% | |||||||
Additional shares authorized during period (in shares) | 1,525,652 | |||||||
Common stock outstanding | 5% | |||||||
Stock Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Proceeds from issuance of common stock, net | $ | $ 540,000 | $ 213,000 | $ 9,000,000 | |||||
Expected dividend yield | 0% | 0% | 0% | |||||
Weighted average period | 1 year 9 months 14 days | |||||||
Stock Options | Prior Plans | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 26,032 | |||||||
Stock Options | 2016 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 4,288,950 | |||||||
Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average period | 1 year 3 months 18 days | |||||||
Restricted stock units, vested | $ | $ 18,300,000 | $ 19,300,000 | ||||||
Unrecognized compensation expense | $ | $ 26,600,000 | |||||||
Restricted Stock Units | Long-Term Incentive Plan | Share-based Payment Arrangement, Tranche One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 1 year | |||||||
Restricted Stock Units | Long-Term Incentive Plan | Share-based Payment Arrangement, Tranche Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
Restricted Stock Units | Long-Term Incentive Plan | Share-based Payment Arrangement, Tranche Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 7 years | |||||||
Employee Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized (in shares) | 750,000 | |||||||
Discount from market price | 95% | |||||||
Purchase period | 6 months | |||||||
Maximum employee eligible contribution | 15% | |||||||
Maximum annual contributions per employee | $ | $ 25,000 | |||||||
Shares issued in period (in shares) | 35,160 | 7,106 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Stock Options Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 3.50% | ||
Volatility | 65.58% | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 4.38% | ||
Volatility | 69.81% | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0% | 0% | 0% |
Risk-free interest rate | 2.40% | 1.13% | |
Expected term (in years) | 6 years 1 month 17 days | ||
Volatility | 58.76% | 55.13% | |
Stock Options | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 3 months 3 days | 6 years 4 months 15 days | |
Stock Options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 6 months 25 days | 6 years 5 months 15 days |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Stock Options | ||||
Outstanding, beginning balance (in shares) | 3,259,459 | 3,259,459 | 2,765,815 | |
Granted (in shares) | 1,017,493 | 538,758 | 75,031 | |
Exercised (in shares) | (41,788) | (18,383) | (569,740) | |
Forfeited (in shares) | (217,015) | (26,731) | ||
Outstanding, ending balance (in shares) | 4,018,149 | 3,259,459 | 2,765,815 | |
Number of stock options, exercisable (in shares) | 2,575,095 | |||
Number of stock options, vested and expected to vest (in shares) | 4,018,149 | |||
Number of stock options, non-vested (in shares) | 1,443,054 | 570,230 | ||
Weighted Average Exercise Price | ||||
Outstanding, beginning balance (in USD per share) | $ 18.48 | $ 18.48 | $ 16.71 | |
Granted (in USD per share) | 15.01 | 27.62 | ||
Exercised (in USD per share) | 12.91 | 11.59 | ||
Forfeited (in USD per share) | 19.38 | 24.77 | ||
Outstanding, ending balance (in USD per share) | 17.61 | $ 18.48 | $ 16.71 | |
Weighted average exercise price, exercisable (in USD per share) | 16.50 | |||
Weighted average exercise price, vested and expected to vest (in USD per share) | $ 17.61 | |||
Weighted Average Remaining Contractual Term (Years) | ||||
Outstanding, balance | 4 years 9 months | 4 years 11 months 19 days | 4 years 10 months 28 days | |
Granted | 9 years 2 months 23 days | 9 years 2 months 19 days | ||
Weighted average remaining contractual term, exercisable | 2 years 9 months 18 days | |||
Weighted average remaining contractual term, vested and expected to vest | 4 years 11 months 19 days | |||
Weighted Average Grant Date Fair Value | ||||
Granted (in USD per share) | $ 8.82 | $ 14.37 | ||
Forfeited (in USD per share) | 8.77 | 12.83 | ||
Weighted average grant date fair value, non-vested (in USD per share) | $ 10.78 | $ 14.71 | ||
Aggregate Intrinsic Value | ||||
Outstanding, beginning balance | $ 10,341 | $ 10,341 | $ 31,874 | |
Exercised | 203 | 231 | ||
Outstanding, ending balance | 5,542 | $ 10,341 | $ 31,874 | |
Aggregate intrinsic value, exercisable | 4,787 | |||
Aggregate intrinsic value, vested and expected to vest | $ 5,542 |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock Activity (Details) - Restricted Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Restricted Stock Units | |||
Outstanding, beginning balance (in shares) | 1,609,615 | 1,649,789 | |
Granted (in shares) | 2,155,890 | 1,035,714 | |
Vested (in shares) | (1,009,102) | (974,972) | |
Forfeited (in shares) | (372,198) | (100,916) | |
Outstanding, ending balance (in shares) | 2,384,205 | 1,609,615 | |
Weighted Average Grant Date Fair Value | |||
Outstanding. beginning balance (in USD per share) | $ 16.60 | $ 20.62 | $ 18.48 |
Granted (in USD per share) | 14.50 | 23.79 | |
Vested (in USD per share) | 18.10 | 19.79 | |
Forfeited (in USD per share) | 17.78 | 26.21 | |
Outstanding, ending balance (in USD per share) | $ 16.60 | $ 20.62 |
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 | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net loss attributable to stockholders—basic | $ (417,961) | $ (161,642) | $ (138,128) |
Net loss attributable to stockholders - diluted | $ (417,961) | $ (161,642) | $ (138,128) |
Net loss per share attributable to stockholders - basic (in USD per share) | $ (3.53) | $ (1.41) | $ (1.25) |
Net loss per share attributable to stockholders - diluted (in USD per share) | $ (3.53) | $ (1.41) | $ (1.25) |
Weighted average common shares outstanding - basic (in shares) | 118,344,728 | 114,451,034 | 110,881,630 |
Weighted average common shares outstanding - diluted (in shares) | 118,344,728 | 114,451,034 | 110,881,630 |
Basic and Diluted Net Loss Pe_4
Basic and Diluted Net Loss Per Share - Anti-Dilutive Weighted Average Shares (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
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) | 6,093,155 | 4,907,458 | 4,670,740 |
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 | 23,228,952 | 10,829,353 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 USD ($) MWh | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Oct. 31, 2023 USD ($) | |
Loss Contingencies [Line Items] | ||||
Current portion of performance guarantee obligations | $ 2,667 | $ 2,495 | ||
Letter of credit outstanding | 0 | 4,100 | ||
Other commitment | 166,400 | 121,300 | ||
Payments for dealer commitments | 53,800 | 50,100 | ||
Megawatt hours to be purchased | MWh | 1,420 | |||
Purchase commitment | $ 325,000 | |||
Payments for purchase obligations | 178,600 | 216,000 | ||
Remaining purchase commitment | 255,000 | |||
Performance Guarantee Obligations | ||||
Loss Contingencies [Line Items] | ||||
Performance guarantee obligations | $ 5,293 | 6,753 | 4,845 | |
Current portion of performance guarantee obligations | 2,700 | 2,500 | ||
Long-term portion of performance guarantee obligations | $ 4,100 | $ 2,300 |
Commitments and Contingencies_2
Commitments and Contingencies - Performance Guarantee Obligations (Details) - Performance Guarantee Obligations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Performance Guarantee Obligations [Roll Forward] | ||
Balance at beginning of period | $ 4,845 | $ 5,293 |
Accruals | 4,982 | 2,727 |
Settlements | (3,074) | (3,175) |
Balance at end of period | $ 6,753 | $ 4,845 |
Commitments and Contingencies_3
Commitments and Contingencies - Lease Expenses and Other Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating lease expense | $ 2,910 | $ 2,753 | $ 1,643 |
Finance lease expense: | |||
Amortization expense | 1,150 | 783 | 417 |
Interest on lease liabilities | 109 | 60 | 38 |
Short-term lease expense | 197 | 141 | 78 |
Variable lease expense | 1,049 | 961 | 1,064 |
Total | $ 5,415 | $ 4,698 | $ 3,240 |
Commitments and Contingencies_4
Commitments and Contingencies - Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Right-of-use assets: | ||
Operating leases | $ 13,247 | $ 14,706 |
Finance leases | 4,085 | 2,476 |
Total right-of-use assets | 17,332 | 17,182 |
Current lease liabilities: | ||
Operating leases | 2,883 | 2,451 |
Finance leases | 1,348 | 796 |
Long-term leases liabilities: | ||
Operating leases | 14,005 | 15,751 |
Finance leases | 1,631 | 957 |
Total lease liabilities | $ 19,867 | $ 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 | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flow from operating leases | $ 2,765 | $ 1,647 | $ 1,310 |
Operating cash flows from finance leases | 109 | 60 | 38 |
Financing cash flows from finance leases | 1,059 | 801 | 476 |
Right-of-use assets obtained in exchange for lease obligations: | |||
Operating leases | 741 | 245 | 8,867 |
Finance leases | 2,759 | 1,072 | 2,213 |
Leasehold improvements reimbursements | $ 545 | $ 297 | $ 423 |
Weighted average remaining lease term (years): | |||
Operating leases | 5 years 6 months 3 days | 6 years 7 months 6 days | |
Finance leases | 3 years 1 month 13 days | 2 years 10 months 9 days | |
Weighted average discount rate (percent) | |||
Operating leases | 4.06% | 3.95% | |
Finance leases | 6.26% | 4.37% |
Commitments and Contingencies_6
Commitments and Contingencies - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 3,517 | |
2025 | 3,409 | |
2026 | 3,236 | |
2027 | 3,304 | |
2028 | 3,372 | |
2029 and thereafter | 2,113 | |
Total | 18,951 | |
Amount representing interest | (1,987) | |
Amount representing leasehold incentives | (76) | |
Present value of future payments | 16,888 | |
Current portion of lease liability | (2,883) | $ (2,451) |
Long-term portion of lease liability | 14,005 | 15,751 |
Finance Leases | ||
2024 | 1,498 | |
2025 | 940 | |
2026 | 541 | |
2027 | 277 | |
2028 | 0 | |
2029 and thereafter | 0 | |
Total | 3,256 | |
Amount representing interest | (277) | |
Amount representing leasehold incentives | 0 | |
Present value of future payments | 2,979 | |
Current portion of lease liability | (1,348) | (796) |
Long-term portion of lease liability | $ 1,631 | $ 957 |
Commitments and Contingencies_7
Commitments and Contingencies - Dealer Commitments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Commitments [Line Items] | ||
Total | $ 166,400 | $ 121,300 |
Long-Term Dealer Commitments | ||
Other Commitments [Line Items] | ||
2024 | 77,724 | |
2025 | 57,079 | |
2026 | 36,904 | |
2027 | 30,000 | |
2028 | 0 | |
2029 and thereafter | 0 | |
Total | $ 201,707 |
Commitments and Contingencies_8
Commitments and Contingencies - Information Technology Commitments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 23,045 |
2025 | 7,243 |
2026 | 6,137 |
2027 | 7,405 |
2028 | 515 |
2029 and thereafter | 515 |
Total | $ 44,860 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Feb. 22, 2024 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 382,904 | $ 84,923 | $ 8,375 | ||
TEP7A | Class A members | |||||
Subsequent Event [Line Items] | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 59,000 | ||||
Subsequent Event | Sunnova Sol VI Issuer, LLC | SOLVI Series 2024-1 Class A | Solar asset-backed notes | |||||
Subsequent Event [Line Items] | |||||
Principal amount of debt issued | $ 194,500 | ||||
Discount | 4.66% | ||||
Stated interest rate | 5.65% | ||||
Subsequent Event | Sunnova Sol VI Issuer, LLC | SOLVI Series 2024-1 Class B | Solar asset-backed notes | |||||
Subsequent Event [Line Items] | |||||
Principal amount of debt issued | $ 16,500 | ||||
Discount | 7.08% | ||||
Stated interest rate | 7% | ||||
Subsequent Event | Sunnova Sol VI Issuer, LLC | SOLVI Series 2024-1 Class C | Solar asset-backed notes | |||||
Subsequent Event [Line Items] | |||||
Principal amount of debt issued | $ 15,000 | ||||
Discount | 13.98% | ||||
Stated interest rate | 9% | ||||
Subsequent Event | TEP7A | Class A members | |||||
Subsequent Event [Line Items] | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 61,400 | ||||
Subsequent Event | TEP8D | Class A members | |||||
Subsequent Event [Line Items] | |||||
Contributions from redeemable noncontrolling interests and noncontrolling interests | $ 195,000 |
Schedule I Parent Company Fin_2
Schedule I Parent Company Financial Statements - Condensed Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets: | ||||
Cash and cash equivalents | $ 212,832 | $ 360,257 | $ 243,101 | |
Accounts receivable, including affiliates | 40,767 | 24,435 | ||
Total current assets | 936,248 | 948,389 | ||
Total assets | [1] | 11,340,971 | 8,336,892 | |
Current liabilities: | ||||
Accounts payable | 355,791 | 116,136 | ||
Other current liabilities | 133,649 | 71,506 | ||
Total current liabilities | 1,095,292 | 541,946 | ||
Total liabilities | [1] | 9,212,059 | 6,449,442 | |
Stockholders' equity: | ||||
Common stock, 122,466,515 and 114,939,079 shares issued as of December 31, 2023 and 2022, respectively, at $0.0001 par value | 12 | 11 | ||
Additional paid-in capital—common stock | 1,755,461 | 1,637,847 | ||
Accumulated deficit | (228,583) | (364,782) | ||
Total stockholders' equity | 1,526,890 | 1,273,076 | ||
Total liabilities, redeemable noncontrolling interests and equity | 11,340,971 | 8,336,892 | ||
Parent Company | ||||
Current assets: | ||||
Cash and cash equivalents | 75 | 65 | ||
Accounts receivable, including affiliates | 7 | 0 | ||
Total current assets | 82 | 65 | ||
Investments in subsidiaries | 1,677,268 | 2,056,622 | ||
Total assets | 1,677,350 | 2,056,687 | ||
Current liabilities: | ||||
Accounts payable | 2 | 22 | ||
Other current liabilities | 6,138 | 5,895 | ||
Total current liabilities | 6,140 | 5,917 | ||
Long-term debt, net | 1,155,078 | 1,149,756 | ||
Total liabilities | 1,161,218 | 1,155,673 | ||
Stockholders' equity: | ||||
Common stock, 122,466,515 and 114,939,079 shares issued as of December 31, 2023 and 2022, respectively, at $0.0001 par value | 12 | 11 | ||
Additional paid-in capital—common stock | 1,735,470 | 1,617,856 | ||
Accumulated deficit | (1,219,350) | (716,853) | ||
Total stockholders' equity | 516,132 | 901,014 | ||
Total liabilities, redeemable noncontrolling interests and equity | $ 1,677,350 | $ 2,056,687 | ||
[1]The consolidated assets as of December 31, 2023 and 2022 include $5,297,816 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 $54,674 and $40,382 as of December 31, 2023 and 2022, respectively; accounts receivable—trade, net of $13,860 and $8,542 as of December 31, 2023 and 2022, respectively; accounts receivable—other of $187,607 and $810 as of December 31, 2023 and 2022, respectively; other current assets of $693,772 and $422,364 as of December 31, 2023 and 2022, respectively; property and equipment, net of $4,273,478 and $2,680,587 as of December 31, 2023 and 2022, respectively; and other assets of $74,425 and $48,586 as of December 31, 2023 and 2022, respectively. The consolidated liabilities as of December 31, 2023 and 2022 include $278,016 and $66,441, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $197,072 and $9,015 as of December 31, 2023 and 2022, respectively; accrued expenses of $157 and $287 as of December 31, 2023 and 2022, respectively; other current liabilities of $7,269 and $4,420 as of December 31, 2023 and 2022, respectively; and other long-term liabilities of $73,518 and $52,719 as of December 31, 2023 and 2022, respectively. |
Schedule I Parent Company Fin_3
Schedule I Parent Company Financial Statements - Condensed Balance Sheets Additional Information (Details) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Condensed Financial Statements, Captions [Line Items] | ||
Common stock, issued (in shares) | 122,466,515 | 114,939,079 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Parent Company | ||
Condensed Financial Statements, Captions [Line Items] | ||
Common stock, issued (in shares) | 122,466,515 | 114,939,079 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Schedule I Parent Company Fin_4
Schedule I Parent Company Financial Statements - Condensed Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | $ 720,653 | $ 557,690 | $ 241,752 |
General and administrative expense | 430,422 | 302,004 | 204,236 |
Operating loss | (243,435) | (81,504) | (54,890) |
Loss on extinguishment of long-term debt, net | 0 | 0 | 9,824 |
Loss before income tax | (503,449) | (126,390) | (147,250) |
Income tax (benefit) expense | (1,023) | 3,886 | 260 |
Net loss | (502,426) | (130,276) | (147,510) |
Parent Company | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | 0 | 0 | 0 |
General and administrative expense | 1,367 | 1,362 | 929 |
Other operating expense | 24 | 0 | 0 |
Operating loss | (1,391) | (1,362) | (929) |
Interest expense, net | 22,536 | 10,835 | 3,722 |
Equity in losses of subsidiaries | 478,494 | 118,079 | 142,870 |
Loss before income tax | (502,421) | (130,276) | (147,521) |
Income tax (benefit) expense | 5 | 0 | 0 |
Net loss | $ (502,426) | $ (130,276) | $ (147,521) |
Schedule I Parent Company Fin_5
Schedule I Parent Company Financial Statements - Condensed Statements of Cash Flow (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net cash provided by (used in) operating activities | $ (237,562) | $ (333,426) | $ (209,230) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Other, net | 5,238 | 680 | 4,353 |
Net cash used in investing activities | (2,544,661) | (1,981,602) | (1,241,216) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from long-term debt | 3,507,828 | 2,903,727 | 2,235,939 |
Payments of deferred financing costs | (75,920) | (30,791) | (31,324) |
Purchase of capped call transactions | 0 | (48,420) | (91,655) |
Proceeds from issuance of common stock, net | 81,316 | 10,513 | |
Other, net | (6,998) | (802) | (476) |
Net cash provided by financing activities | 2,731,051 | 2,468,705 | 1,464,450 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (51,172) | 153,677 | 14,004 |
Cash, cash equivalents and restricted cash at beginning of period | 545,574 | 391,897 | 377,893 |
Cash, cash equivalents and restricted cash at end of period | 494,402 | 545,574 | 391,897 |
Non-cash investing and financing activities: | |||
Non-cash conversion of convertible senior notes for common stock | 0 | 0 | 95,648 |
Non-cash issuance of common stock for investments in solar receivables | 0 | 0 | 44,353 |
Non-cash issuance of common stock for business acquisition | 0 | 0 | 128,224 |
Supplemental cash flow information: | |||
Cash paid for interest | 283,985 | 142,870 | 88,256 |
Cash paid for income taxes | 14,726 | 2,000 | 190 |
Parent Company | |||
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net cash provided by (used in) operating activities | (13,605) | 3,045 | 8,554 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Investments in subsidiaries | (88,645) | (560,700) | (500,700) |
Distributions from subsidiaries | 19,650 | 21,100 | 0 |
Other, net | 90 | 0 | 0 |
Net cash used in investing activities | (68,905) | (539,600) | (500,700) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from long-term debt | 0 | 585,000 | 560,625 |
Payments of deferred financing costs | (43) | (516) | (615) |
Purchase of capped call transactions | 0 | (48,420) | (91,655) |
Proceeds from issuance of common stock, net | 82,563 | 38 | 19,392 |
Net cash provided by financing activities | 82,520 | 536,102 | 487,747 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 10 | (453) | (4,399) |
Cash, cash equivalents and restricted cash at beginning of period | 65 | 518 | 4,917 |
Cash, cash equivalents and restricted cash at end of period | 75 | 65 | 518 |
Non-cash investing and financing activities: | |||
Non-cash conversion of convertible senior notes for common stock | 0 | 0 | 95,648 |
Non-cash issuance of common stock for investments in solar receivables | 0 | 0 | 44,353 |
Non-cash issuance of common stock for business acquisition | 0 | 0 | 128,224 |
Supplemental cash flow information: | |||
Cash paid for interest | 17,013 | 1,438 | 1,390 |
Cash paid for income taxes | $ 0 | $ 0 | $ 0 |
Schedule I Parent Company Fin_6
Schedule I Parent Company Financial Statements - Basis of Presentation (Details) - Parent Company - IPO | Jul. 24, 2019 $ / shares shares |
Subsidiary, Sale of Stock [Line Items] | |
Shares issued (in shares) | shares | 14,000,000 |
Common stock offering price (in USD per share) | $ / shares | $ 12 |
Uncategorized Items - nova-2023
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2020-06 [Member] |