Cover
Cover | 9 Months Ended |
Sep. 30, 2020 | |
Cover [Abstract] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | ARRAY TECHNOLOGIES, INC. |
Entity Central Index Key | 0001820721 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets | |||
Cash | $ 27,144 | $ 310,262 | $ 40,826 |
Restricted cash | 0 | 50,995 | 0 |
Accounts receivable, net | 118,098 | 96,251 | 51,557 |
Inventories, net | 96,515 | 148,024 | 55,172 |
Income tax receivables | 16,518 | 628 | 10,569 |
Prepaid expenses and other | 6,302 | 13,524 | 15,752 |
Total Current Assets | 264,577 | 619,684 | 173,876 |
Property, Plant and Equipment, net | 9,620 | 10,660 | 11,029 |
Goodwill | 69,727 | 69,727 | 69,727 |
Other Intangible Assets, net | 204,573 | 223,510 | 248,760 |
Deferred Tax Asset | 3,775 | 0 | 6,469 |
Total Assets | 552,272 | 923,581 | 509,861 |
Current Liabilities | |||
Accounts payable | 47,300 | 129,584 | 22,803 |
Accounts payable - related party | 2,232 | 5,922 | 7,222 |
Accrued expenses and other | 22,740 | 17,755 | 19,003 |
Accrued warranty reserve | 2,884 | 2,592 | 1,935 |
Income tax payable | 8,528 | 1,944 | 0 |
Deferred revenue liability | 21,787 | ||
Deferred revenue | 44,781 | 328,781 | |
Current portion of contingent consideration | 18,123 | 6,293 | 2,673 |
Revolving loan | 102 | 70 | 39,148 |
Current portion of term loan | 0 | 55,879 | 20,000 |
Current portion of related party loans | 0 | 41,800 | 0 |
Total Current Liabilities | 146,690 | 590,620 | 134,571 |
Long-Term Liabilities | |||
Deferred tax liability | 12,187 | 15,853 | 0 |
Contingent consideration, net of current portion | 16,135 | 11,957 | 14,937 |
Term loan, net of current portion | 0 | 59,321 | |
Revolving loan and term loan | 0 | 0 | |
Related party loans, net of current portion | 0 | 36,558 | |
Total Long-Term Liabilities | 28,322 | 27,810 | 110,816 |
Total Liabilities | 175,012 | 618,430 | 245,387 |
Commitments and Contingencies | |||
Member's Equity | 377,260 | 305,151 | 264,474 |
Total Liabilities and Member's Equity | $ 552,272 | $ 923,581 | $ 509,861 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||||
Revenue | $ 692,096 | $ 423,189 | $ 647,899 | $ 290,783 |
Cost of revenue | 524,747 | 333,024 | 497,138 | 279,228 |
Gross Profit | 167,349 | 90,165 | 150,761 | 11,555 |
Operating Expenses | ||||
General and administrative | 34,772 | 27,939 | 41,852 | 46,053 |
Contingent consideration | 16,008 | 178 | 640 | (825) |
Depreciation and amortization | 19,117 | 19,133 | 25,500 | 26,708 |
Total Operating Expenses | 69,897 | 47,250 | 67,352 | 72,761 |
Income (Loss) from Operations | 97,452 | 42,915 | 83,409 | (61,206) |
Other Expense | ||||
Other expense, net | (2,163) | 106 | (33) | (447) |
Interest expense | (8,313) | (13,879) | (18,797) | (19,043) |
Total Other Expense | (10,476) | (13,773) | (18,830) | (19,490) |
Income Before Income Tax Expense | 86,976 | 29,142 | 64,579 | (80,696) |
Income Tax Expense | 18,131 | 16,177 | 24,834 | (19,932) |
Net Income | $ 68,845 | $ 12,965 | $ 39,745 | $ (60,764) |
Basic and Diluted | ||||
Basic and Diluted | $ 0.57 | $ 0.11 | $ 0.33 | $ (0.51) |
Weighted Average Number of Units | ||||
Basic and Diluted | 119,994 | 119,994 | 119,994 | 119,994 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Member's Equity $ in Thousands | USD ($)shares |
Beginning balance at Dec. 31, 2017 | $ 275,238 |
Beginning balance (in shares) at Dec. 31, 2017 | shares | 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Capital contributions | $ 50,000 |
Net income (loss) | (60,764) |
Ending balance at Dec. 31, 2018 | $ 264,474 |
Ending balance (in shares) at Dec. 31, 2018 | shares | 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Capital contributions | $ 133 |
Net income (loss) | 12,965 |
Ending balance at Sep. 30, 2019 | $ 277,572 |
Ending balance (in shares) at Sep. 30, 2019 | shares | 1 |
Beginning balance at Dec. 31, 2018 | $ 264,474 |
Beginning balance (in shares) at Dec. 31, 2018 | shares | 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Capital contributions | $ 133 |
Equity based compensation | 799 |
Net income (loss) | 39,745 |
Ending balance at Dec. 31, 2019 | $ 305,151 |
Ending balance (in shares) at Dec. 31, 2019 | shares | 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |
Equity based compensation | $ 3,264 |
Net income (loss) | 68,845 |
Ending balance at Sep. 30, 2020 | $ 377,260 |
Ending balance (in shares) at Sep. 30, 2020 | shares | 1 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash Flows from Operating Activities | ||||
Net income | $ 68,845 | $ 12,965 | $ 39,745 | $ (60,764) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Provision for (recovery of) bad debts | 493 | (3,987) | (3,986) | 3,720 |
Deferred tax (benefit) expense | (3,666) | 14,539 | 22,322 | (20,062) |
Depreciation and amortization | 20,587 | 20,487 | 27,316 | 28,450 |
Amortization of debt discount and issuance costs | 2,160 | 3,004 | 3,968 | 2,991 |
Interest paid-in-kind | 3,421 | 2,256 | 2,832 | 705 |
Equity based compensation | 3,264 | 0 | 799 | 0 |
Change in fair value of contingent consideration | 16,008 | 178 | 640 | (825) |
Warranty provision (expense) benefit | 1,387 | (95) | ||
Warranty provision | 633 | 244 | ||
Provision for inventory obsolescence | 2,517 | 2,201 | 1,742 | 3,098 |
Changes in operating assets and liabilities | ||||
Accounts receivable | (22,340) | (63,241) | (40,708) | 19,399 |
Inventories | 48,992 | (40,050) | (94,594) | (10,261) |
Income tax receivables | (15,890) | 8,445 | 9,941 | (11) |
Prepaid expenses and other | 7,222 | 9,848 | 2,228 | (3,010) |
Accounts payable | (85,974) | 33,502 | 105,481 | 6,497 |
Accrued expenses and other | 4,644 | (13,221) | (1,978) | 11,058 |
Income tax payable | 6,584 | 2,458 | 1,944 | 0 |
Deferred revenue | (284,000) | (1,148) | 306,994 | 7,383 |
Net Cash Provided by (Used in) Operating Activities | (226,500) | (11,520) | 386,073 | (11,727) |
Cash Flows from Investing Activities | ||||
Purchase of property, plant and equipment | (610) | (784) | (1,697) | (2,073) |
Internal-use software modification costs | 0 | (4,357) | ||
Net Cash Used in Investing Activities | (610) | (784) | (1,697) | (6,430) |
Cash Flows from Financing Activities | ||||
Proceeds from (payments on) revolving loan | 32 | (5,807) | (39,078) | 30,465 |
Principal payments on term loan | (57,702) | (20,000) | (25,000) | (64,587) |
Proceeds from related party loans | 0 | 50,600 | ||
Payments on related party loans | (45,558) | 0 | 0 | (12,000) |
Payments for debt issuance costs | 0 | (3,615) | ||
Deferred offering costs | (3,775) | 0 | ||
Capital contributions | 0 | 133 | 133 | 50,000 |
Net Cash Provided by (Used in) Financing Activities | (107,003) | (25,674) | (63,945) | 50,863 |
Net Decrease in Cash and Restricted Cash | (334,113) | (37,978) | 320,431 | 32,706 |
Cash and Restricted Cash, beginning of year | 361,257 | 40,826 | 40,826 | 8,120 |
Cash and Restricted Cash, end of year | $ 27,144 | $ 2,848 | 361,257 | 40,826 |
Supplemental Cash Flow Information | ||||
Cash paid for interest | 11,343 | 14,257 | ||
Cash paid for income taxes | $ 443 | $ 176 |
Organization and Business
Organization and Business | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements Abstract | ||
Organization and Business | 1. Organization and Business ATI Intermediate Holdings, LLC (the “Company”) is a Delaware corporation formed in December 2018 as a wholly owned subsidiary of ATI Investment Parent, LLC (the “Parent”). On October 14, 2020, we converted from a Delaware limited liability company to a Delaware corporation and changed our name to Array Technologies, Inc. The Company is headquartered in Albuquerque, New Mexico, and manufactures and supplies solar tracking systems and related products for customers across the United States and internationally. The Company, through its wholly-owned subsidiaries, High Desert Finance, LLC (“HDF”) and ATI Investment Holdings, Inc. (“ATI Investment”), owns two other subsidiaries through which its conducts substantially all operations; Array Technologies, Inc. and Array Technologies Patent Holdings Co., LLC (“Array”). Parent acquired Array on July 8, 2016. | 1. Organization and Business ATI Intermediate Holdings, LLC (the “Company”) is a Delaware limited liability company formed in December 2018 as a wholly owned subsidiary of ATI Investment Parent, LLC (the “Parent”). The Company is headquartered in Albuquerque, New Mexico, and manufactures and supplies solar tracking systems and related products for customers across the United States and internationally. The Company, through its wholly-owned subsidiaries, High Desert Finance, LLC (“HDF”) and ATI Investment Holdings, Inc. (“ATI Investment”), owns two other subsidiaries through which its conducts substantially all operations: Array Technologies, Inc. and Array Technologies Patent Holdings Co., LLC (“Array”). Parent acquired Array on July 8, 2016. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Accounting and Presentation The accompanying consolidated financial statements were prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Corporate Conversion and Stock Split On October 14, 2020, prior to the issuance of any of our shares of common stock in our initial public offering (the “IPO”), we converted from a Delaware limited liability company to a Delaware corporation. In connection with the corporate conversion we converted all 1,000 of our outstanding member units into 100,000,000 shares of common stock and then completed a stock split of 1.19994-for-1. Principles of Consolidation The consolidated financial statements include the accounts of ATI Intermediate Holdings, LLC and its Subsidiaries, which include HDF, ATI Investment and Array. All intercompany accounts and transactions have been eliminated upon consolidation. Unaudited Interim Financial Information The accompanying balance sheet as of September 30, 2020, the statements of operations, the statements of member’s equity and statements of cash flows for the nine months ended September 30, 2019 and 2020 are unaudited. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2020 and the results of its operations and its cash flows for the nine months ended September 30, 2019 and 2020. The financial data and other information disclosed in these notes related to the nine months ended September 30, 2019 and 2020 are also unaudited. The results for the nine months ended September 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, any other interim periods, or any future year or period. The balance sheet as of December 31, 2019 included herein was derived from the audited financial statements as of that date. Certain disclosures have been condensed or omitted from the interim financial statements. These financial statements should be read in conjunction with the Company’s audited financial statements included elsewhere in this prospectus. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Significant estimates include impairment of goodwill, impairment of long-lived assets, fair value of contingent consideration, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets and warranty reserve. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. Impact of COVID-19 In December 2019, a novel strain of coronavirus, SARS-CoV-2, COVID-19, COVID-19 COVID-19 COVID-19, Deferred Offering Costs Deferred offering costs consist primarily of legal and accounting fees, which are direct and incremental fees related to the IPO. The deferred offering costs will be offset against the IPO proceeds, which will be recorded in the fourth quarter of 2020. As of September 30, 2020, the Company had incurred $3.3 million in deferred offering costs, which are reported as Other assets - long-term on the condensed consolidated balance sheets. Additionally, as of September 30, 2020, the Company had incurred debt issuance costs of $0.5 million associated with a new senior secured credit facility that was obtained in October 2020. Revenue Recognition The Company recognized revenues from the sale of solar tracking systems and parts and determines its revenue recognition through the following steps (i) identification of the contract or contracts with a customer, (ii) identification of the performance obligations within the contract, (iii) determination of the transaction price, (iv) allocation of the transaction price to the performance obligations within the contract, and (v) recognition of revenue when, or as the performance obligation has been satisfied. Performance Obligations The Company’s contracts with customers are predominately accounted for as one performance obligation, as the majority of tasks and services is part of a single project or capability. As these contracts are typically a customized assembly for a customer-specific solution, the Company uses the expected cost-plus margin approach to estimate the standalone selling price of each performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each distinct good or service in the contract. In assessing the recognition of revenue, the Company also evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations which could change the amount of revenue and profit (loss) recorded in a period. Change orders may include changes in specifications or design, manner of performance, equipment, materials, scope of work, and/or the period of completion of the project. The Company analyzes its change orders to determine if they should be accounted for as a modification to an existing contract or a new stand-alone contract. The Company’s change orders are generally modifications to existing contracts and are included in the total estimated contract revenue when it is probable that the change order will result in additional value that can be reliably estimated and realized. The majority of the Company’s contracts do not contain variable consideration provisions as a continuation of the original contract. The Company’s performance obligations are satisfied predominately over-time as work progresses for its custom assembled solar systems, utilizing an output measure of completed products and based on the timing of the product’s shipments considering the shipping terms described in the contract. Revenue recognized for the Company’s part sales are recorded at a point in time and recognized when obligations under the terms of the contract with our customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is in line with shipping terms. Contract Estimates Accounting for contracts utilizing the over-time method and their expected cost-plus margins is based on various assumptions to project the outcome of future events that can exceed a year. These assumptions include labor productivity and availability; the complexity of the work to be performed; the cost and availability of materials; and the availability and timing of funding from the customer. The Company reviews and updates its contract-related estimates each reporting period. The Company recognizes adjustments in estimated expected cost-plus on contracts under the cumulative catch-up Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenue (contract liabilities) on the consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets (i.e. unbilled receivables) and the corresponding amounts recorded in revenue relate to fluctuations in the timing and volume of billings for the Company’s revenue recognized over-time. As of December 31, 2019 and September 30, 2020, contract assets consisting of unbilled receivables totaling $16.1 million and $34.8 million, respectively, are recorded within accounts receivable on the consolidated balance sheets on a contract-by-contract contract-by-contract Remaining Performance Obligations As of September 30, 2020, the Company had $227.0 million of remaining performance obligations. The Company expects to recognize revenue on 100% of these performance obligations in the next twelve months. Equity-Based Compensation The Company recognizes equity-based compensation expense based on the equity award’s grant date fair value. The determination of the fair value of equity awards issued to employees of the Company is based upon the underlying unit price and a number of assumptions, including volatility, performance period, risk-free interest rate and expected dividends. The Company accounts for forfeitures as they occur. The grant date fair value of each unit is amortized on a straight-line basis over the requisite service period. Earnings per Unit (“EPU”) Basic earnings per unit, or EPU, is computed by dividing net income available to unit holders by the weighted average units outstanding during the period. Diluted EPU takes into account the potential dilution that could occur if securities or other contracts to issue units, such as stock options and unvested restricted stock units, were exercised and converted into units. Diluted EPU is computed by dividing net income available to unit holders by the weighted average units outstanding during the period, increased by the number of additional units that would have been outstanding if the potential units had been issued and were dilutive. CARES Act Payroll Tax Deferral The CARES Act permits employers to defer the payment of the employer share of social security taxes due for the period beginning March 27, 2020 and ending December 31, 2020. Of the amounts deferred, 50% are required to be paid by December 31, 2021 and the remaining 50% are required to be paid by December 31, 2022. The Company began deferring payment of the employer share of social security taxes in April 2020. As of September 30, 2020, the Company had deferred payment of $0.7 million of such taxes. Credit Concentration Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, restricted cash and accounts receivable. The Company has no significant off balance sheet concentrations of credit risk. The Company maintains its cash and restricted cash with financial institutions that are believed to be of high credit quality and has not experienced any material losses relating to any cash and restricted cash. As of December 31, 2019 and September 30, 2020, $360.9 million and $26.6 million, respectively, of the Company’s bank balances were uninsured and uncollateralized and exposed to custodial credit risk. The Company’s customer base consists primarily of solar contractors. The Company does not require collateral on its trade receivables. For the nine months ended September 30, 2019, the Company’s largest customer and five largest customers constituted 21.2% and 55.2% of total revenues, respectively. Three customers make up 43.1% of revenue and are the only customers constituting greater than 10% of total revenue. For the nine months ended September 30, 2020, the Company’s largest customer and five largest customers constituted 14.3% and 45.9% of total revenues, respectively. Two customers make up 24.5% of revenue and are the only customers greater than 10% of total revenue. The loss of any one of the Company’s top five customers could have a materially adverse effect on the revenues and profits of the Company. Further, the Company’s trade accounts receivable are from companies within the solar industry and, as such, the Company is exposed to normal industry credit risks. As of December 31, 2019, the Company’s largest customer and five largest customers constituted 29.5% and 69.0% of trade accounts receivable, respectively. As of September 30, 2020, the Company’s largest customer and five largest customers constituted 21.7% and 23.9% of trade accounts receivable, respectively. The Company continually evaluates its reserves for potential credit losses and establishes reserves for such losses. Fair Value Fair value is defined as the price 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. The Company follows a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs may be used to measure fair value, as follows: Level 1 Level 2 Level 3 Assets valued using Level 1 inputs are determined by quoted market prices derived from an active market and Level 2 inputs are based primarily on quoted prices for similar assets in active or inactive markets. Level 3 inputs are valued by management’s assumptions about the assumptions the market participants would utilize in pricing the asset. The fair values of the Company’s cash, restricted cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. The carrying value of the Company’s notes payable and related party loans approximates their fair values, as they are based on current market rates at which the Company could borrow funds with similar terms. The Company follows the provisions of FASB ASC Topic 820-10 non-recurring non-amortizable New Accounting Standards To be adopted In February 2016, the FASB issued ASU No. 2016-02 “Leases” “Leases ” No. 2016-02, right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses No. 2018-19 No. 2019-10, available-for-sale In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes No. 2019-12”), No. 2019-12 | 2. Summary of Significant Accounting Policies Basis of Accounting and Presentation The accompanying consolidated financial statements were prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Principles of Consolidation The consolidated financial statements include the accounts of ATI Intermediate Holdings, LLC and its Subsidiaries, which include HDF, ATI Investment and Array. All intercompany accounts and transactions have been eliminated upon consolidation. Corporate Conversion and Stock Split On October 14, 2020, prior to the issuance of any of our shares of common stock in our initial public offering (“IPO”), we converted from a Delaware limited liability company to a Delaware corporation. In connection with the corporate conversion we converted all 1,000 of our outstanding member units into 100,000,000 shares of common stock and then completed a stock split of 1.9994-for-1. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Significant estimates include impairment of goodwill, impairment of long-lived assets, fair value of contingent consideration, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets and warranty reserve. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. Restricted Cash At December 31, 2019, the Company had $51.0 million in restricted cash. The restricted cash secures its standby letter of credit facility which expires August 31, 2020 (see Note 8). As such, the restricted cash is considered a current asset in the accompanying balance sheets. The following table provides a reconciliation of cash and restricted cash at December 31, 2018 and 2019 as reported within the consolidated balance sheets to the same such amounts shown in the consolidated statements of cash flows (in thousands): 2018 2019 Cash $ 40,826 $ 310,262 Restricted cash — 50,995 Cash and restricted cash $ 40,826 $ 361,257 Accounts Receivable The Company’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial condition and, generally, collateral is not required. Trade receivables consist of uncollateralized customer obligations due under normal trade terms requiring payment within 30-60 write-off. Amounts retained by project owners under contracts and included in accounts receivable at December 31, 2018 and 2019 were $5.7 million and $6.1 million, respectively. Such retention amounts represent funds withheld by our customers until the products are installed by a third party, arranged by the customer, and the project is declared operational. Retention amounts and length of retention periods may vary. All retention amounts outstanding as of December 31, 2019 are collectible within the next 12 months. Inventories Inventories consist of raw materials and finished goods. Inventories are stated at the lower of cost or estimated net realizable value using the weighted average method. Provisions are made to reduce excess or obsolete inventories to their estimated net realizable values. See Note 3 for a detail of the components that comprise the inventory balance presented on the accompanying consolidated balance sheets. Property, Plant and Equipment Property, plant and equipment acquired in the acquisition of Array are recorded at fair value at the date of acquisition net of accumulated depreciation and amortization; all other property, plant and equipment are recorded at cost, net of accumulated depreciation and amortization. Improvements, betterments and replacements which significantly extend the life of an asset are capitalized. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the respective assets. Repair and maintenance costs are expensed as incurred. A gain or loss on the sale of property, plant and equipment is calculated as the difference between the cost of the asset disposed of, net of depreciation, and the sales proceeds received. A gain or loss on an asset disposal is recognized in the period that the sale occurs. Impairment of Long-Lived Assets When events, circumstances or operating results indicate that the carrying values of long-lived assets might not be recoverable through future operations, the Company prepares projections of the undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the projections indicate that the recorded amounts are not expected to be recoverable, such amounts are reduced to estimated fair value. Fair value is estimated based upon internal evaluation of each asset that includes quantitative analyses of net revenue and cash flows, review of recent sales of similar assets and market responses based upon discussions in connection with offers received from potential buyers. Management determined there was no impairment for the years ended December 31, 2018 and 2019. Goodwill Goodwill is evaluated for impairment annually or when events or circumstances occur indicating goodwill might be impaired. Guidance related to goodwill impairment testing provides an option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The Company determines reporting units based on component parts of its business for which discrete financial information is available and reviewed regularly by management. The Company considers various events and circumstances when evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount and whether an impairment analysis is necessary. Amortizable and Other Intangible Assets The Company amortizes identifiable intangible assets consisting of developed technology, customer relationships, contractual backlog and internal-use Debt Discount/Deferred Financing Costs Debt discount and financing costs incurred to issue debt are deferred and amortized using the effective interest method as a component of interest expense over the life of the related debt agreement. Amortization expense of debt discount and deferred financing costs was $3.0 million and $4.0 million, respectively, for the years ended December 31, 2018 and 2019. Revenue Recognition - 2019 The Company recognized revenue from the sale of solar tracking systems and parts and determines its revenue recognition through the following steps (i) identification of the contract or contracts with a customer, (ii) identification of the performance obligations within the contract, (iii) determination of the transaction price, (iv) allocation of the transaction price to the performance obligations within the contract, and (v) recognition of revenue when, or as the performance obligation has been satisfied. Performance Obligations The Company’s contracts with customers are predominately accounted for as one performance obligation, as the majority of tasks and services is part of a single project or capability. As these contracts are typically a customized assembly for a customer-specific solution, the Company uses the expected cost-plus margin approach to estimate the standalone selling price of each performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each distinct good or service in the contract. In assessing the recognition of revenue, the Company also evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations which could change the amount of revenue and profit (loss) recorded in a period. Change orders may include changes in specifications or design, manner of performance, equipment, materials, scope of work, and/or the period of completion of the project. The Company analyzes its change orders to determine if they should be accounted for as a modification to an existing contract or a new stand-alone contract. The Company’s change orders are generally modifications to existing contracts and are included in the total estimated contract revenue when it is probable that the change order will result in additional value that can be reliably estimated and realized. The majority of the Company’s contracts do not contain variable consideration provisions as a continuation of the original contract. The Company’s performance obligations are satisfied predominately over-time as work progresses for its custom assembled solar systems, utilizing an output measure of completed products and based on the timing of the product’s shipments considering the shipping terms described in the contract. Revenue recognized for the Company’s part sales are recorded at a point in time and recognized when obligations under the terms of the contract with our customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is in line with shipping terms. Contract Estimates Accounting for contracts utilizing the over-time method and their expected cost-plus margins is based on various assumptions to project the outcome of future events that can exceed a year. These assumptions include labor productivity and availability; the complexity of the work to be performed; the cost and availability of materials; and the availability and timing of funding from the customer. The Company reviews and updates its contract-related estimates each reporting period. The Company recognizes adjustments in estimated expected cost-plus on contracts under the cumulative catch-up Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenue (contract liabilities) on the consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets (i.e. unbilled receivables) and the corresponding amounts recorded in revenue relate to fluctuations in the timing and volume of billings for the Company’s revenue recognized over-time. As of December 31, 2018 and 2019, contract assets consisting of unbilled receivables totaling $1.9 million and $16.1 million, respectively, are recorded within accounts receivable on the consolidated balance sheets on a contract-by-contract contract-by-contract Remaining Performance Obligations As of December 31, 2019, the Company had $434.9 million of remaining performance obligations. The Company expects to recognize revenue on 100% of these performance obligations in 2020. Practical Expedients and Exemptions The Company has elected to adopt certain practical expedients and exemptions as allowed under the new revenue guidance such as, (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) there is no adjustment related to the effects of significant financing components as the contract term is less than one year, (iii) excludes the collected sales tax amounts from the calculation of revenue, and (iv) the election to account for shipping and handling activities that are incurred after the customer obtained control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated. As such, reimbursement by the Company’s customers for shipping and handling costs for delivery of the Company’s products are recorded as revenue in the accompanying consolidated statements of operations and totaled $16.4 million and $22.9 million for the years ended December 31, 2018 and 2019, respectively. Shipping and handling expenses are included as a component of cost of revenue as incurred and totaled $20.1 million and $17.3 million for the years ended December 31, 2018 and 2019, respectively. Revenue Recognition - 2018 Products are sold by the Company for cash-in-advance Warranty Obligations The Company offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from two to twenty years from customer acceptance. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. This provision is based on historical information on the nature, frequency and average cost of claims for each product line. When little or no experience exists for an immature product line, the estimate is based on comparable product lines. These estimates are re-evaluated Income Taxes The Company provides for income taxes based on the provisions of FASB ASC Topic 740, Income Taxes The Company determines whether uncertain tax positions are 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. The Company recognizes interest and penalties related to unrecognized tax benefits within the interest expense line and other expense line, respectively, in the consolidated statements of operations. Accrued interest and penalties are included within the related liability lines in the consolidated balance sheets. Equity-Based Compensation The Company recognizes equity-based compensation expense based on the equity award’s grant date fair value. The determination of the fair value of equity awards issued to employees of the Company is based upon the underlying unit price and a number of assumptions, including volatility, performance period, risk-free interest rate and expected dividends. The Company accounts for forfeitures as they occur. The grant date fair value of each unit is amortized on a straight-line basis over the requisite service period. Earnings per Unit (“EPU”) Basic earnings (loss) per unit, or EPU, is computed by dividing net income (loss) available to unit holders by the weighted average units outstanding during the period. Diluted EPU takes into account the potential dilution that could occur if securities or other contracts to issue units, such as stock options and unvested restricted stock units, were exercised and converted into units. Diluted EPU is computed by dividing net income (loss) available to unit holders by the weighted average units outstanding during the period, increased by the number of additional units that would have been outstanding if the potential units had been issued and were dilutive. Credit Concentration Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, restricted cash and accounts receivable. The Company has no significant off balance sheet concentrations of credit risk. The Company maintains its cash with financial institutions that are believed to be of high credit quality and has not experienced any material losses relating to any cash and restricted cash. As of December 31, 2018 and 2019, $40.1 million and $360.9 million, respectively, of the Company’s bank balances were uninsured and uncollateralized and exposed to custodial credit risk. The Company’s customer base consists primarily of solar contractors. The Company does not require collateral on its trade receivables. For the year ended December 31, 2018, the Company’s largest customer and five largest customers constituted 17.5% and 50.9% of total revenues, respectively. Two customers make up 28.3% of revenue and are the only customers constituting greater than 10% of total revenue. For the year ended December 31, 2019, the Company’s largest customer and five largest customers constituted 17.2% and 50.1% of total revenues, respectively. Two customers make up 28.7% of revenue and are the only customers constituting greater than 10% of total revenue. The loss of any one of the Company’s top five customers could have a materially adverse effect on the revenues and profits of the Company. Further, the Company’s trade accounts receivable are from companies within the solar industry and, as such, the Company is exposed to normal industry credit risks. As of December 31, 2018, the Company’s largest customer and five largest customers constituted 11.6% and 26.5% of trade accounts receivable, respectively. As of December 31, 2019, the Company’s largest customer and five largest customers constituted 29.5% and 69.0% of trade accounts receivable, respectively. The Company continually evaluates its reserves for potential credit losses and establishes reserves for such losses. Fair Value Fair value is defined as the price 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. The Company follows a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs may be used to measure fair value, as follows: Level 1 Level 2 Level 3 Assets valued using Level 1 inputs are determined by quoted market prices derived from an active market and Level 2 inputs are based primarily on quoted prices for similar assets in active or inactive markets. Level 3 inputs are valued by management’s assumptions about the assumptions the market participants would utilize in pricing the asset. The fair values of the Company’s cash, restricted cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. The carrying value of the Company’s notes payable and related party loans approximates their fair values, as they are based on current market rates at which the Company could borrow funds with similar terms. The Company follows the provisions of FASB ASC Topic 820-10 non-recurring non-amortizable New Accounting Standards Adopted in 2019 In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” No. 2014-09 Revenue Recognition To be Adopted In February 2016, the FASB issued ASU No. 2016-02 “Leases” “Leases.” No. 2016-02, right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses No. 2018-19 No. 2019-10, available-for-sale In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes No. 2019-12”), No. 2019-12 |
Inventories
Inventories | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | ||
Inventories | 3. Inventories Inventories consist of the following at (in thousands): December 31, September 30, Raw materials $ 62,923 $ 32,506 Finished goods 90,301 71,726 Reserve for excess or obsolete inventory (5,200 ) (7,717 ) Total $ 148,024 $ 96,515 | 3. Inventories Inventories consist of the following at December 31, (in thousands): 2018 2019 Raw materials $ 6,512 $ 62,923 Finished goods 52,118 90,301 Reserve for excess or obsolete inventory (3,458 ) (5,200 ) Total $ 55,172 $ 148,024 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Property, Plant and Equipment | 4. Property, Plant and Equipment Property, plant and equipment consisted of the following at (in thousands): Estimated Useful December 31, September 30, Land N/A $ 1,340 $ 1,340 Buildings and land improvements 15-39 2,464 2,487 Manufacturing equipment 7 12,631 13,002 Furniture, fixtures and equipment 5-7 277 287 Vehicles 5 140 140 Hardware and software 3-5 398 589 17,250 17,845 Less: accumulated depreciation (6,590 ) (8,225 ) Total $ 10,660 $ 9,620 Depreciation expense was $1.6 million and $1.7 million, respectively, for the nine months ended September 30, 2019 and 2020, of which $1.4 million and $1.5 million, respectively, has been allocated to cost of revenue and $0.2 million and $0.2 million, respectively, is included in depreciation and amortization in the accompanying consolidated statements of operations for the nine months ended September 30, 2019 and 2020. | 4. Property, Plant and Equipment Property, plant and equipment consisted of the following at December 31, (in thousands): Estimated Useful 2018 2019 Land N/A $ 1,340 $ 1,340 Buildings and land improvements 15-39 2,448 2,464 Manufacturing equipment 7 10,954 12,631 Furniture, fixtures and equipment 5-7 332 277 Vehicles 5 123 140 Hardware and software 3-5 358 398 15,555 17,250 Less: accumulated depreciation (4,526 ) (6,590 ) Total $ 11,029 $ 10,660 Depreciation expense was $1.9 million and $2.1 million, respectively, for the years ended December 31, 2018 and 2019, of which $1.7 million and $1.8 million, respectively, has been allocated to cost of revenue and $0.2 million and $0.3 million, respectively, is included in depreciation and amortization in the accompanying consolidated statements of operations for the years ended December 31, 2018 and 2019. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill and Other Intangible Assets | 5. Goodwill and Other Intangible Assets Goodwill Goodwill relates to the acquisition of Array. At the acquisition date, July 8, 2016, goodwill was $121.6 million. At December 31, 2019 and September 30, 2020 goodwill totaled $69.7 million, net of accumulated impairment of $51.9 million and is not deductible for tax purposes. Other Intangible Assets Other intangible assets consisted of the following at (in thousands): Estimated Useful December 31, September 30, Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 50,676 61,594 Customer relationship 31,157 37,869 Internal-use 2,613 3,920 Total Accumulated Amortization 84,446 103,383 Total Amortizable Intangibles, Net 213,210 194,273 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 223,510 $ 204,573 Amortization expense related to intangible assets amounted to $18.9 million for the nine months ended September 30, 2019 and 2020. Estimated future annual amortization expense for the above amortizable intangible assets for the remaining periods through December 31, as follows (in thousands): Amortization 2020 $ 6,313 2021 23,507 2022 23,507 2023 23,507 2024 23,507 Thereafter 93,932 $ 194,273 | 5. Goodwill and Other Intangible Assets Goodwill Goodwill relates to the acquisition of Array. At the acquisition date, July 8, 2016, goodwill was $121.6 million. At December 31, 2018 and 2019, goodwill totaled $69.7 million, net of accumulated impairment of $51.9 million and is not deductible for tax purposes. During 2018, the Company early adopted the guidance contained in ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” The Market Comparable Approach estimates fair value using market multiples of various financial measures compared to a set of comparable public companies. In performing the valuations, significant assumptions utilized include unobservable Level 3 inputs including cash flows and long-term growth rates reflective of management’s forecasted outlook, and discount rates inclusive of risk adjustments consistent with current market conditions. Discount rates are based on the development of a weighted average cost of capital using guideline public company data, factoring in current market data and any company specific risk factors. The value indicated by both methods was weighted to arrive at a concluded value. The Company completes its annual goodwill impairment test as of year-end. Non-Amortizable The Company also completed its annual impairment test for its other non-amortizable Other Intangible Assets Other intangible assets consisted of the following at December 31, (in thousands): Estimated Useful 2018 2019 Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 36,119 50,676 Customer relationship 22,206 31,157 Internal-use 871 2,613 Total Accumulated Amortization 59,196 84,446 Total Amortizable Intangibles, Net 238,460 213,210 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 248,760 $ 223,510 Amortization expense related to intangible assets amounted to $26.5 million and $25.2 million for the years ended December 31, 2018 and 2019, respectively. Estimated future annual amortization expense for the above amortizable intangible assets are as follows (in thousands): For the Year Ending December 31, Amortization 2020 $ 25,250 2021 23,507 2022 23,507 2023 23,507 2024 23,507 Thereafter 93,932 $ 213,210 |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 6. Income Taxes On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 The Company’s 2017 federal income tax return was selected for examination by the IRS in 2018. As a result of the examination, an adjustment related to the value allocated to the developed technology for tax purposes was potentially required. During 2019, the Company settled the 2017 examination and agreed to a reduction in the developed technology value from $210 million to $188 million for federal income tax purposes. As a result of this change in the value of the acquired developed technology, the Company has reduced its NOL carryforwards by approximately $2.8 million for previously taken amortization and increased the deferred tax liability related to the revised developed technology tax basis by approximately $4.6 million. In addition, the Company will no longer receive the tax basis upon payment of the Tax Receivable Agreement (“TRA”) liability, as the related deferred tax asset of $4.7 million for the TRA was also written off during 2019. The adjustments resulting from the change in developed technology value have been recorded as an income tax expense for the nine months ended September 30, 2019. | 6. Income Taxes The provision for income taxes charged to operations consists of the following for the years ended December 31, (in thousands): 2018 2019 Current Expense: Federal $ 31 $ 1,709 State 99 803 130 2,512 Deferred Expense (Benefit): Federal (15,955 ) 20,576 State (4,107 ) 1,746 (20,062 ) 22,322 Total Income Tax Expense (Benefit) $ (19,932 ) $ 24,834 Significant components of the Company’s deferred tax assets and liabilities are as follows as of December 31, (in thousands): 2018 2019 Deferred Tax Assets: Bad debts $ 1,817 $ 37 Inventories 1,116 1,632 Accrued warranties 447 599 Accrued compensation 613 843 Contingent Consideration - TRA 4,654 — Net operating loss 11,169 795 Disallowed interest 4,345 — Other 589 124 Deferred Tax Assets 24,750 4,030 Valuation allowance (253 ) (208 ) Deferred Tax Assets, net 24,497 3,822 Deferred Tax Liabilities: Property, plant, and equipment (1,217 ) (1,093 ) Intangible assets (16,811 ) (18,582 ) Deferred Tax Liabilities (18,028 ) (19,675 ) Deferred Tax Asset (Liability), net $ 6,469 $ (15,853 ) A reconciliation of income tax expense (benefit) computed at the federal statutory rate of 21% for the years ended December 31, 2018 and 2019 to actual income tax expense at the Company’s effective rate is as follows (in thousands): 2018 2019 Income tax expense (benefit) at federal statutory rate $ (16,947 ) $ 13,562 State income taxes (3,365 ) 2,049 Permanent differences: Derecognition of tax assets from IRS examination — 9,284 Equity based compensation — 168 Contingent consideration 49 134 Credits — (284 ) Other nondeductible expenses 48 40 Foreign income benefit — (155 ) Change in valuation allowance 253 (45 ) Other 30 81 Total Income Tax Expense (Benefit) $ (19,932 ) $ 24,834 The Company files income tax returns in the U.S. federal jurisdiction and in multiple states. The Company is no longer subject to U.S. federal and state income tax examinations by tax authorities for years before 2014. As of December 31, 2019, the Company has no federal income tax net operating loss (“NOL”) carryforwards. The Company has state income tax NOL carryforwards of approximately $14.7 million that will expire in future years beginning in 2036. The Company’s 2017 federal income tax return was selected for examination by the IRS in 2018. As a result of the examination, an adjustment related to the value allocated to the developed technology for tax purposes was potentially required. During 2019, the Company settled the 2017 examination and agreed to a reduction in the developed technology value from $210 million to $188 million for federal income tax purposes. As a result of this change in the value of the acquired developed technology, the Company has reduced its NOL carryforwards by approximately $2.8 million for previously taken amortization and increased the deferred tax liability related to the revised patent tax basis by approximately $4.6 million. In addition, the Company will no longer receive the tax basis upon payment of the Tax Receivable Agreement (“TRA”) liability, as the related deferred tax asset of $4.7 million for the TRA was also written off during 2019. The adjustments resulting from the change in patent value have been recorded as an income tax expense in the above rate reconciliation for the year ended December 31, 2019. TRA - Refer to Note 12, Commitments and Contingencies, for detail on the TRA, which was contingent consideration at the time of the Array acquisition. Realization of deferred tax assets associated with net operating loss carryforwards is dependent upon generating sufficient taxable income in the appropriate jurisdictions prior to their expirations, if any expiration. The existence of reversing temporary differences supports the recognition by the Company of certain deferred tax assets. It is not more likely than not that those deferred tax assets from certain state net operating loss carryforwards would be realized due to the Company’s lack of earnings history and as such the Company has established a valuation allowance of $253 thousand and $208 thousand for the years ended December 31, 2018 and 2019, respectively. ASC 740, Income Taxes |
Accrued Warranty Reserve
Accrued Warranty Reserve | 12 Months Ended |
Dec. 31, 2019 | |
Guarantees and Product Warranties [Abstract] | |
Accrued Warranty Reserve | 7. Accrued Warranty Reserve The following table summarizes the activity related to the estimated accrued warranty reserve during the years ended December 31, (in thousands): 2018 2019 Beginning balance $ 2,916 $ 1,935 Provision for warranties issued 759 2,473 Payments (886 ) (730 ) Warranty expirations (854 ) (1,086 ) Ending balance $ 1,935 $ 2,592 |
Term Loan, Revolving Loan and L
Term Loan, Revolving Loan and Letter of Credit Facility | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | ||
Term Loan, Revolving Loan and Letter of Credit Facility | 7. Term Loan, Revolving Loan and Letter of Credit Facility The Company had a Term Loan Credit and Guarantee Agreement (the “Term Loan”) as amended. The Term Loan was secured by assets of ATI Investment. The Term Loan was payable in quarterly installments of $5 million. As of December 31, 2019, the Term Loan had a balance of $57.7 million. The Term Loan accrued interest equal to applicable margin of 6.25% plus base rate (the “Base Rate Loan”) (8.96% at December 31, 2019). The balance of the Term loan is presented in the accompanying consolidated balance sheets net of debt discount and issuance costs of $1.8 million at December 31, 2019. The Term Loan had an annual excess cash flow calculation which could require the Company to make advance principal payments. At December 31, 2019, the excess cash flow calculation resulted in the Term Loan be classified as current on the accompanying consolidated balance sheet. The Company paid the outstanding amount due on the Term Loan on February 2, 2020 and settled all obligations with respect to the Term Loan. The Company has a credit facility (“Revolving Loan”) as amended which has a commitment of $100.0 million. As of December 31, 2019 and September 30, 2020, the Revolving Loan had an outstanding balance of $70 thousand and $0.1 million, respectively. The Revolving Loan had $30.7 million in letters of credit outstanding and availability of $68.9 million at September 30, 2020. The Revolving Loan accrues interest at base rate plus applicable margin (4.0% at September 30, 2020). The Revolving Loan and Term Loan subject the Company to a number of restrictive covenants, including financial covenants. These financial covenants include a minimum fixed charge coverage ratio, net leverage ratio, EBITDA, and excess cash flow percentage, as defined in the Revolving Loan and Term Loan Credit Facility. As of September 30, 2020, the Company was in compliance with all the required covenants. In connection with the IPO and the New Senior Secured Credit Facility, the Company paid the remaining balance and settled all obligations related to the Revolving Loan. See Note 14 - Subsequent Events for discussion of the New Senior Secured Credit Facility. | 8. Term Loan, Revolving Loan and Letter of Credit Facility The Company had a Term Loan Credit and Guarantee Agreement (Term Loan) as amended. The Term Loan was secured by assets of ATI Investment. The Term Loan was payable in quarterly installments of $5 million. As of December 31, 2018 and 2019, the Term Loan had a balance of $82.7 million and $57.7 million, respectively. The Term Loan accrues interest equal to applicable margin of 6.25% plus base rate (Base Rate Loan) (8.96% at December 31, 2019). The balance of the Term Loan is presented in the accompanying consolidated balance sheets net of debt discount and issuance costs of $3.4 million and $1.8 million at December 31, 2018 and 2019, respectively. The Term Loan has an annual excess cash flow calculation which could require the Company to make advance principal payments. At December 31, 2019, the excess cash flow calculation resulted in the Term Loan be classified as current on the accompanying consolidated balance sheet. The Company paid the outstanding amount due on the Term Loan on February 2, 2020 and settled all obligations with respect to the Term Loan. The Company also has a credit facility (Revolving Loan) as amended which has a commitment of $47.5 million and matures on June 23, 2021. As of December 31, 2018 and 2019, the Revolving Loan had an outstanding balance of $39.1 million and $70 thousand, respectively. The Revolving Loan had $28.7 million in letters of credit outstanding and availability of $18.7 million at December 31, 2019. The Revolving Loan accrues interest at base rate plus applicable margin (5.75% at December 31, 2019). The borrowings under the Revolving Loan requires the borrower to maintain a lockbox with the lender and are considered short term obligations. As a result, the Revolving Loan is classified as a current liability in the accompanying consolidated balance sheets. The Revolving Loan and Term Loan subject the Company to a number of restrictive covenants, including financial covenants. These financial covenants include a minimum fixed charge coverage ratio, net leverage ratio, EBITDA, and excess cash flow percentage, as defined in the Revolving Loan and Term Loan Credit Facility. As of December 31, 2019, the Company was in compliance with all the required covenants. Letter of Credit Facility On December 16, 2019, the Company entered into a letter of credit facility (“LC Facility”) to provide customers with additional credit support in the form of a standby letter of credit to secure the Company’s performance obligations under contracts for which certain customers elected to prepay for the design and manufacture of solar projects. The LC Facility has a commitment of $100.0 million in standby letters of credit and expires August 31, 2020. At December 31, 2019, the Company had $51.0 million in outstanding standby letters of credit outstanding, secured by cash collateral. |
Related Party Loan
Related Party Loan | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Related Party Transactions [Abstract] | ||
Related Party Loan | 8. Related Party Loan On August 22, 2018, the Company entered into a $38.6 million senior secured promissory note, as amended (the “Senior Secured Loan”) with a unit holder of Parent that bears interest at a stated rate of 12% per year. Interest payments on the Senior Secured Loan are due quarterly and were based on the division of the Senior Secured Loan into two tranches: a $22.5 million tranche (“Tranche A”) that requires cash interest payments and; a $16.1 million tranche (“Tranche B”) that provides for payments in kind (“PIK”) through the addition of accrued interest to the principal balance. The Senior Secured Loan included an up-front up-front For the nine months ended September 30, 2019 and 2020, interest expense totaled $4.1 million and $3.8 million, respectively, which consisted of cash interest, PIK interest and amortization of the debt discount. | 9. Related Party Loans On December 7, 2018, the Company received proceeds under a $12 million uncollateralized demand promissory note with a company controlled by a unit holder of Parent. The note bore interest based on the Company’s internal cost of capital plus 1.35% and was fully repaid by the Company, including accrued interest expense of $27 thousand on December 21, 2018. On August 22, 2018, the Company entered into a $38.6 million senior secured promissory note (the “Senior Secured Loan”) with a unit holder of Parent that bears interest at a stated rate of 12% per year, is collateralized by 100% of the common stock in ATI Investment and was originally due on February 22, 2020 but extended as described in Note 18 - Subsequent Events. Interest payments on the Senior Secured Loan are due quarterly and are based on the division of the Senior Secured Loan into two tranches: a $22.5 million tranche (“Tranche A”) that requires cash interest payments and; a $16.1 million tranche (“Tranche B”) that provides for payments in kind (“PIK”) through the addition of accrued interest to the principal balance. The Senior Secured Loan included an up-front up-front The Senior Secured Loan is subject to the restrictive covenants included in the Revolving Loan and Term Loan (see Note 8) and includes prohibitions on incurring additional indebtedness, making equity distributions and receiving equity contributions as described in the senior secured loan agreement. For the years ended December 31, 2018 and 2019, interest expense totaled $2.6 million and $7.3 million, respectively, which consisted of cash interest, PIK interest and amortization of the debt discount. |
Revenues
Revenues | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Revenues | 9. Revenues Based on Topic 606 provisions, the Company disaggregates its revenue from contracts with customers by those sales recorded over-time and sales recorded at a point in time. The following table presents the Company’s revenue disaggregated by sales recorded over-time and sales recorded at a point in time for the nine months ended September 30, as follows (in thousands): 2019 2020 Over-time Revenues $ 383,135 $ 620,447 Point in time Revenues 40,054 71,649 Total Revenue $ 423,189 $ 692,096 | 10. Revenues Based on Topic 606 provisions, the Company disaggregates its revenue from contracts with customers by those sales recorded over-time and sales recorded at a point in time. The following table presents the Company’s revenue disaggregated by sales recorded over-time and sales recorded at a point in time for the year ended December 31, 2019 as follows (in thousands): 2019 Over-time Revenues $ 599,863 Point in time Revenues 48,036 Total Revenue $ 647,899 |
Earnings (Loss) per Unit
Earnings (Loss) per Unit | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Earnings (Loss) per Unit | 10. Earnings per Unit The following table sets forth the computation of basic and diluted earnings per unit for the nine months ended September 30, (in thousands, except per unit amounts): 2019 2020 Basic and Diluted: Net income $ 12,965 $ 68,845 Weighted-average units 119,994 119,994 Basic and diluted net earnings per unit $ 0.11 $ 0.57 There are 26,671,594 Class B units and 1,000 Class C units of Parent issued to certain employees or directors of the Company which were not included in the calculation of basic or diluted EPU for the nine months ended September 30, 2020 as the Class B and Class C units do not represent potential units of the Company. | 11. Earnings per Unit The following table sets forth the computation of basic and diluted earnings per unit for the years ended December 31, (in thousands, except per unit amounts): 2018 2019 Basic and Diluted: Net income (loss) $ (60,764 ) $ 39,745 Weighted-average units 119,994 119,994 Basic and diluted earnings (loss) per unit $ (0.51 ) $ 0.33 There are 22,326,253 shares of Class B units of Parent issued to certain employees of the Company which were not included in the calculation of basic or diluted EPU for the year ended December 31, 2019 as the Class B units do not represent potential units of the Company. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 11. Commitments and Contingencies Litigation The Company, in the normal course of business, is subject to claims and litigation. Management believes that there are no outstanding claims or assessments against the Company that would result in a material unfavorable outcome. Contingent Consideration TRA Concurrent with the acquisition of Array, the Company entered into a TRA with the former majority shareholder of Array. The TRA is valued based on the future expected payments under the agreement. The TRA provides for the payment by Array Tech, Inc. (f/k/a Array Technologies, Inc.) to the former owners for certain federal, state, local and non-U.S. Estimating the amount of payments that may be made under the TRA is by nature imprecise. The significant fair value inputs used to estimate the future expected TRA payments to the former owners include the timing of tax payments, a discount rate, book income projections, timing of expected adjustments to calculate taxable income and the projected rate of use for attributes defined in the TRA. Payments made under the TRA consider tax positions taken by the Company and are due within 125 days following the filing of the Company’s U.S. federal and state income tax returns under procedures described in the agreement. The current portion of the TRA liability is based on tax returns. The TRA will continue until all tax benefit payments have been made or the Company elects early termination under the terms described in the TRA. As of September 30, 2020, the undiscounted future expected payments through December 31, under the TRA are as follows (in thousands): 2020 $ 7,414 2021 1,692 2022 1,748 2023 1,748 2024 1,748 2025 and thereafter 10,931 $ 25,281 Earn-Out The Company is required to pay the selling shareholders of Array future contingent consideration consisting of earn-out earn-out The earn-out The fair value of the earn-out earn-out re-measured The following table summarizes the liability related to the estimated contingent consideration during the nine months ended September 30, (in thousands): TRA Earn-Out Contingent Balance, December 31, 2018 $ 17,168 $ 442 $ 17,610 IRS settlement (2,727 ) — (2,727 ) Fair value adjustment 2,905 — 2,905 Balance, September 30, 2019 $ 17,346 $ 442 $ 17,788 Balance, December 31, 2019 $ 17,808 $ 442 $ 18,250 Fair value adjustment 516 15,492 16,008 Balance, September 30, 2020 $ 18,324 $ 15,934 $ 34,258 The TRA and earn-out | 12. Commitments and Contingencies Leases For the Year Ending December 31, 2020 $ 6,337 2021 5,990 2022 5,378 2023 28 $ 17,733 For the year ended December 31, 2019, the Company recorded lease expenses associated with its operating leases in cost of revenue and general and administrative within its consolidated statements of operations totaling $1.5 million and $0.3 million, respectively. Litigation The Company, in the normal course of business, is subject to claims and litigation. Management believes that there are no outstanding claims or assessments against the Company that would result in a material unfavorable outcome. Contingent Consideration TRA Concurrent with the acquisition of Array, the Company entered into a TRA with the former majority shareholder of Array. The TRA is valued based on the future expected payments under the agreement. The TRA provides for the payment by Array Tech, Inc. (f/k/a Array Technologies, Inc.) to the former owners for certain federal, state, local and non-U.S. Estimating the amount of payments that may be made under the TRA is by nature imprecise. The significant fair value inputs used to estimate the future expected TRA payments to the former owners include the timing of tax payments, a discount rate, book income projections, timing of expected adjustments to calculate taxable income and the projected rate of use for attributes defined in the TRA. The Company re-measured Payments made under the TRA consider tax positions taken by the Company and are due within 125 days following the filing of the Company’s U.S. federal and state income tax returns under procedures described in the agreement. The current portion of the TRA liability is based on tax returns. The TRA will continue until all tax benefit payments have been made or the Company elects early termination under the terms described in the TRA. As of December 31, 2019, the undiscounted future expected payments under the TRA are as follows (in thousands): For the Year Ending December 31, 2020 $ 6,293 2021 1,746 2022 1,746 2023 1,746 2024 1,746 2025 and thereafter 9,033 $ 22,310 Earn-Out The Company is required to pay the selling shareholders of Array future contingent consideration consisting of earn-out earn-out The earn-out The fair value of the earn-out earn-out re-measured Re-measurement earn-out The following table summarizes the liability related to the estimated contingent consideration during the years ended December 31, (in thousands): TRA Earn-Out Contingent Balance, December 31, 2017 $ 17,993 $ 442 $ 18,435 Fair value adjustment (825 ) — (825 ) Balance, December 31, 2018 17,168 442 17,610 IRS settlement (2,727 ) — (2,727 ) Fair value adjustment 3,367 — 3,367 Balance, December 31, 2019 $ 17,808 $ 442 $ 18,250 The TRA and earn-out |
Equity Based Compensation
Equity Based Compensation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | ||
Equity Based Compensation | 12. Equity Based Compensation The Company accounts for equity grants to employees (Class B units and Class C units, the “Units,” of Parent) as equity based compensation under ASC 718, Compensation-Stock Compensation paid-in The Units issued to employees are measured at fair value on the grant date using an option pricing model. The Company utilizes the estimated weighted average of the Company’s expected fund life dependent on various exit scenarios to estimate the expected term of the awards. Expected volatility is based on the average of historical and implied volatility of a set of comparable companies, adjusted for size and leverage. The risk-free rates are based on the yields of U.S. Treasury instruments with comparable terms. Actual results may vary depending on the assumptions applied within the model. On November 19, 2019 and May 19, 2020, Parent issued 22,326,653 and 4,344,941, respectively, Class B units to certain employees of the Company. On March 28, 2020, Parent issued 1,000 Class C units to a member of the board of directors of Array Technologies, Inc. For the nine months ended September 30, 2020, the Company recognized $3.3 million in equity based compensation. At September 30, 2020, the Company had $7.5 million of unrecognized compensation costs related to Class B units which is expected to be recognized over a period of 3.25 years. There were no forfeitures during 2020. | 13. Equity Based Compensation The Company accounts for equity grants to employees (Class B units of Parent) as equity based compensation under ASC 718, Compensation-Stock Compensation paid-in The Class B units issued to employees are measured at fair value on the grant date using an option pricing model. The Company utilizes the estimated weighted average of the Company’s expected fund life dependent on various exit scenarios to estimate the expected term of the awards. Expected volatility is based on the average of historical and implied volatility of a set of comparable companies, adjusted for size and leverage. The risk-free rates are based on the yields of U.S. Treasury instruments with comparable terms. Actual results may vary depending on the assumptions applied within the model. On November 19, 2019, Parent issued 22,326,653 Class B units to certain employees of the Company. For the year ended December 31, 2019, the Company recognized $0.8 million in equity based compensation. At December 31, 2019, the Company had $8.2 million of unrecognized compensation costs related to Class B units which is expected to be recognized over a weighted average period of 3.25 years. There were no forfeitures during 2019. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | 14. Employee Benefit Plan The Company sponsors a qualified defined contribution 401(k) plan (the “Plan”). The Plan covers employees who have completed ninety days of service and who have attained the age of 18. The Plan allows eligible employees to contribute their compensation to the Plan on either a pre-tax |
Sales_Use Tax Examination
Sales/Use Tax Examination | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Uncertainties [Abstract] | |
Sales/Use Tax Examination | 15. Sales/Use Tax Examination The Company is currently under audit by the State of California regarding sales/use tax for the period from December 1, 2011 to September 30, 2015. At December 31, 2018 and 2019, the Company recorded a sales tax payable of $0.7 million and $1.4 million, respectively, which includes estimated penalties and interest. As the period under examination relates to the pre-acquisition |
Related Party Transactions
Related Party Transactions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | 13. Related Party Transactions Accounts Payable-Related Party The Company had $5.9 million and $2.2 million at December 31, 2019 and September 30, 2020, respectively, of accounts payable - related party with the former shareholders of Array and current unit holder of Parent. The payables relate to a Federal tax refund related to the pre-acquisition pre-acquisition Consent Fees-Related Party The Company incurred $2.2 million in consent fees with the former majority shareholder of Array to allow a carryback of post-acquisition net operating losses to pre-acquisition Related Party Loans - see Note 8 Contingent Consideration - see Note 11 | 16. Related Party Transactions Accounts Payable - Related Party The Company had $7.2 million and $5.9 million at December 31, 2018 and 2019, respectively, of accounts payable-related party with the former shareholders of Array and current unit holder of Parent. The payables relate to a Federal tax refund related to the pre-acquisition pre-acquisition Related Party Loans - see Note 9 Contingent Consideration - see Note 12 |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2019 | |
Text Block [Abstract] | |
Geographic Information | 17. Geographic Information Summary information about geographic areas: ASC 280 (“Segment Reporting”) establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one reportable segment and derives revenues from selling its product. The Company’s long-lived assets are located in the United States. Revenues within geographic areas based upon Customers’ project location for the years ended December 31, (in thousands): 2018 2019 United States $ 218,380 $ 563,157 Australia 51,450 51,531 Rest of the world 20,953 33,211 Total Revenues $ 290,783 $ 647,899 |
Subsequent Events
Subsequent Events | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Subsequent Events [Abstract] | ||
Subsequent Events | 14. Subsequent Events New Senior Secured Credit Facility On October 14, 2020, the Company entered into a new credit senior credit facility consisting of (i) a $575 million senior secured seven-year term loan facility (the “New Term Loan Facility”) and (ii) a $150 million senior secured five-year revolving credit facility (the “New Revolving Credit Facility” and, together with the New Term Loan Facility, the “New Senior Secured Credit Facility”). Interest Rate The interest rates applicable to the loans under the New Term Loan Facility equals, at our option, either, (i) in the case of ABR borrowings, the highest of (a) the Federal Funds Rate as of such day plus 50 basis points, (b) the prime rate and (c) the adjusted LIBOR rate as of such day for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, provided that in no event shall the ABR be less than 150 basis points, plus, in each case, the applicable margin of 300 basis points per annum; or (ii) in the case of Eurocurrency borrowings, the greater of (a) the London interbank offered rate for the relevant currency, adjusted for statutory reserve requirements, and (b) 100 basis points, plus, in each case, the applicable margin of 400 basis points per annum. The interest rates applicable to the loans under the New Revolving Facility equals, at our option, either, (i) in the case of ABR borrowings, the highest of (a) the Federal Funds Rate as of such day plus 50 basis points, (b) the prime rate and (c) the adjusted LIBOR rate as of such day for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, provided that in no event shall the ABR be less than 150 basis points, plus, in each case, the applicable margin of 225 basis points per annum; or (ii) in the case of Eurocurrency borrowings, the greater of (a) the London interbank offered rate for the relevant currency, adjusted for statutory reserve requirements, and (b) 50 basis points, plus, in each case, the applicable margin of 325 basis points per annum. Guarantees and Security The obligations under the New Senior Secured Credit Facility are guaranteed by ATI Investment Sub, Inc. and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The obligations under the New Senior Secured Credit Facility are secured by a first priority security interest in substantially all of Array Tech, Inc.’s and the guarantors’ existing and future property and assets, including accounts receivable, inventory, equipment, general intangibles, intellectual property, investment property, other personal property, material owned real property, cash and proceeds of the foregoing, subject to customary exceptions. Prepayments and Amortization Loans under the New Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. Loans under the New Term Loan Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty (other than a 1% premium with respect to prepayments on account of certain “repricing events,” subject to exceptions, occurring within 12 months of the closing date of the New Senior Credit Facility), subject to certain customary conditions. Subject to certain customary exceptions, the New Senior Secured Credit Facility requires mandatory prepayments, but not permanent reductions of commitments thereunder, for excess cash flow, asset sales, subject to a right of reinvestment, and refinancing facilities. The New Term Loan Facility amortizes in equal quarterly installments in aggregate annual amounts equal to 1.00% per annum of the original principal amount of the loans funded thereunder. There is no scheduled amortization under the New Revolving Credit Facility. Restrictive Covenants and Other Matters The New Senior Secured Credit Facility contains affirmative and negative covenants that are customary for financings of this type, including covenants that restrict our incurrence of indebtedness, incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type. The New Revolving Credit Facility also includes a springing financial maintenance covenant that is tested on the last day of each fiscal quarter if the outstanding loans and certain other credit extensions under the New Revolving Credit Facility exceed 35% of the aggregate amount of commitments thereunder, subject to customary exclusions and conditions. If the financial maintenance covenant is triggered, the first lien net leverage ratio will be tested for compliance not to exceed 7.10 to 1.00. The New Senior Secured Credit Facility also includes customary events of default, including the occurrence of a change of control. Special Distribution to Parent On October 14, 2020, the Company issued a special distribution of $589 million to Parent. Proceeds for the New Senior Secured Credit facility and cash on hand were used to fund the special distribution. Corporate Conversion and Stock Split On October 14, 2020, prior to the issuance of any of our shares of common stock in our initial public offering (“IPO”), we converted from a Delaware limited liability company to a Delaware corporation. In connection with the corporate conversion we converted all 1,000 of our outstanding member units into 100,000,000 shares of common stock and then completed a stock split of 1.19994-for-1. Authorized Shares of Common and Preferred Stock On October 14, 2020, in connection with the closing of the IPO, a new Certificate of Incorporation became effective for the Company, which authorized capital stock of 1,000,000,000 shares of common stock, $0.001 par value, and 5,000,000 shares of preferred stock, $0.001 par value. IPO On October 14, 2020, we completed our IPO and sold 7,000,000 shares of common stock at a public offering price of $22.00 per share. We received net proceeds of $140.2 million after deducting underwriting discounts and commissions of $8.5 million and other offering costs of $5.3 million. We used $105 million of the IPO proceeds to pay down the balance of the New Term Loan Facility to $470 million. Equity Incentive Plan On October 14, 2020, the Company’s 2020 Equity Incentive Plan (“2020 Plan”) became effective. The 2020 Plan authorized 6,683,919 new shares. Effective October 14, 2020, the Company granted an aggregate of 29,398 restricted stock units (RSU’s) to its non-employee Earn-out On October 14, 2020, as a result of certain qualifying events, the special distribution and shares sold in the IPO by the selling shareholders, a payment of $9.1 million was made to holders of the Earn-out. | 18. Subsequent Events Amendment to Revolving Loan On March 23, 2020, the Company amended its Revolving Loan to increase the commitment from $47.5 million to $100.0 million and extend the maturity date March 23, 2025 on similar terms. Related Party Loan On February 23, 2020, the Senior Secured Loan was amended to extend the due date to March 22, 2020. On March 20, 2020, the loan was again amended (“Fourth Amendment”) to extend the due date to require 50% of the principal to be paid on June 22, 2020 and the remaining unpaid balance to be paid September 22, 2020. The Fourth Amendment increased the interest rate on the Senior Secured Loan to 18% from its effective date to provide for PIK payment of the April 1, 2020 Tranche A interest of $0.6 million. The Company made a $21.7 million principal payment per the amendment on June 22, 2020 and paid the related party loan in full on July 31, 2020. Class B Units in Parent In May 2020, certain employees of the Company received 4,344,941 Class B Units in Parent. Economic Developments The Company is monitoring the recent global health emergency driven by the potential impact of the COVID-19 Coronavirus Aid, Relief, and Economic Security (CARES) Act On March 27, 2020, the President of the United States signed into law the CARES Act. The CARES Act among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improved property. The Company continues to examine the impact that the CARES Act may have on our business. The Company began deferring the employer portion of social security payments in April 2020. In June 2020, the Company filed a carryback claim for a tentative refund of $13.0 million pursuant to the CARES Act that extended NOL carryback provisions. The Company has reviewed subsequent events through August 11, 2020, the date these consolidated financial statements were available to be issued and has identified no other events that would require recognition or disclosure in these consolidated financial statements other than those disclosed herein. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Basis of Accounting and Presentation and Unaudited Interim Financial Information | Basis of Accounting and Presentation The accompanying consolidated financial statements were prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Unaudited Interim Financial Information The accompanying balance sheet as of September 30, 2020, the statements of operations, the statements of member’s equity and statements of cash flows for the nine months ended September 30, 2019 and 2020 are unaudited. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2020 and the results of its operations and its cash flows for the nine months ended September 30, 2019 and 2020. The financial data and other information disclosed in these notes related to the nine months ended September 30, 2019 and 2020 are also unaudited. The results for the nine months ended September 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, any other interim periods, or any future year or period. The balance sheet as of December 31, 2019 included herein was derived from the audited financial statements as of that date. Certain disclosures have been condensed or omitted from the interim financial statements. These financial statements should be read in conjunction with the Company’s audited financial statements included elsewhere in this prospectus. | Basis of Accounting and Presentation The accompanying consolidated financial statements were prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of ATI Intermediate Holdings, LLC and its Subsidiaries, which include HDF, ATI Investment and Array. All intercompany accounts and transactions have been eliminated upon consolidation. | Principles of Consolidation The consolidated financial statements include the accounts of ATI Intermediate Holdings, LLC and its Subsidiaries, which include HDF, ATI Investment and Array. All intercompany accounts and transactions have been eliminated upon consolidation. |
Corporate Conversion and Stock Split | Corporate Conversion and Stock Split On October 14, 2020, prior to the issuance of any of our shares of common stock in our initial public offering (the “IPO”), we converted from a Delaware limited liability company to a Delaware corporation. In connection with the corporate conversion we converted all 1,000 of our outstanding member units into 100,000,000 shares of common stock and then completed a stock split of 1.19994-for-1. | Corporate Conversion and Stock Split On October 14, 2020, prior to the issuance of any of our shares of common stock in our initial public offering (“IPO”), we converted from a Delaware limited liability company to a Delaware corporation. In connection with the corporate conversion we converted all 1,000 of our outstanding member units into 100,000,000 shares of common stock and then completed a stock split of 1.9994-for-1. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Significant estimates include impairment of goodwill, impairment of long-lived assets, fair value of contingent consideration, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets and warranty reserve. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Significant estimates include impairment of goodwill, impairment of long-lived assets, fair value of contingent consideration, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets and warranty reserve. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements. |
Restricted Cash | Restricted Cash At December 31, 2019, the Company had $51.0 million in restricted cash. The restricted cash secures its standby letter of credit facility which expires August 31, 2020 (see Note 8). As such, the restricted cash is considered a current asset in the accompanying balance sheets. The following table provides a reconciliation of cash and restricted cash at December 31, 2018 and 2019 as reported within the consolidated balance sheets to the same such amounts shown in the consolidated statements of cash flows (in thousands): 2018 2019 Cash $ 40,826 $ 310,262 Restricted cash — 50,995 Cash and restricted cash $ 40,826 $ 361,257 | |
Accounts Receivable | Accounts Receivable The Company’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial condition and, generally, collateral is not required. Trade receivables consist of uncollateralized customer obligations due under normal trade terms requiring payment within 30-60 write-off. Amounts retained by project owners under contracts and included in accounts receivable at December 31, 2018 and 2019 were $5.7 million and $6.1 million, respectively. Such retention amounts represent funds withheld by our customers until the products are installed by a third party, arranged by the customer, and the project is declared operational. Retention amounts and length of retention periods may vary. All retention amounts outstanding as of December 31, 2019 are collectible within the next 12 months. | |
Inventories | Inventories Inventories consist of raw materials and finished goods. Inventories are stated at the lower of cost or estimated net realizable value using the weighted average method. Provisions are made to reduce excess or obsolete inventories to their estimated net realizable values. See Note 3 for a detail of the components that comprise the inventory balance presented on the accompanying consolidated balance sheets. | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment acquired in the acquisition of Array are recorded at fair value at the date of acquisition net of accumulated depreciation and amortization; all other property, plant and equipment are recorded at cost, net of accumulated depreciation and amortization. Improvements, betterments and replacements which significantly extend the life of an asset are capitalized. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the respective assets. Repair and maintenance costs are expensed as incurred. A gain or loss on the sale of property, plant and equipment is calculated as the difference between the cost of the asset disposed of, net of depreciation, and the sales proceeds received. A gain or loss on an asset disposal is recognized in the period that the sale occurs. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets When events, circumstances or operating results indicate that the carrying values of long-lived assets might not be recoverable through future operations, the Company prepares projections of the undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the projections indicate that the recorded amounts are not expected to be recoverable, such amounts are reduced to estimated fair value. Fair value is estimated based upon internal evaluation of each asset that includes quantitative analyses of net revenue and cash flows, review of recent sales of similar assets and market responses based upon discussions in connection with offers received from potential buyers. Management determined there was no impairment for the years ended December 31, 2018 and 2019. | |
Goodwill | Goodwill Goodwill is evaluated for impairment annually or when events or circumstances occur indicating goodwill might be impaired. Guidance related to goodwill impairment testing provides an option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The Company determines reporting units based on component parts of its business for which discrete financial information is available and reviewed regularly by management. The Company considers various events and circumstances when evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount and whether an impairment analysis is necessary. | |
Amortizable and Other Intangible Assets | Amortizable and Other Intangible Assets The Company amortizes identifiable intangible assets consisting of developed technology, customer relationships, contractual backlog and internal-use | |
Debt Discount/Deferred Financing Costs | Debt Discount/Deferred Financing Costs Debt discount and financing costs incurred to issue debt are deferred and amortized using the effective interest method as a component of interest expense over the life of the related debt agreement. Amortization expense of debt discount and deferred financing costs was $3.0 million and $4.0 million, respectively, for the years ended December 31, 2018 and 2019. | |
Revenue Recognition | Revenue Recognition The Company recognized revenues from the sale of solar tracking systems and parts and determines its revenue recognition through the following steps (i) identification of the contract or contracts with a customer, (ii) identification of the performance obligations within the contract, (iii) determination of the transaction price, (iv) allocation of the transaction price to the performance obligations within the contract, and (v) recognition of revenue when, or as the performance obligation has been satisfied. Performance Obligations The Company’s contracts with customers are predominately accounted for as one performance obligation, as the majority of tasks and services is part of a single project or capability. As these contracts are typically a customized assembly for a customer-specific solution, the Company uses the expected cost-plus margin approach to estimate the standalone selling price of each performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each distinct good or service in the contract. In assessing the recognition of revenue, the Company also evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations which could change the amount of revenue and profit (loss) recorded in a period. Change orders may include changes in specifications or design, manner of performance, equipment, materials, scope of work, and/or the period of completion of the project. The Company analyzes its change orders to determine if they should be accounted for as a modification to an existing contract or a new stand-alone contract. The Company’s change orders are generally modifications to existing contracts and are included in the total estimated contract revenue when it is probable that the change order will result in additional value that can be reliably estimated and realized. The majority of the Company’s contracts do not contain variable consideration provisions as a continuation of the original contract. The Company’s performance obligations are satisfied predominately over-time as work progresses for its custom assembled solar systems, utilizing an output measure of completed products and based on the timing of the product’s shipments considering the shipping terms described in the contract. Revenue recognized for the Company’s part sales are recorded at a point in time and recognized when obligations under the terms of the contract with our customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is in line with shipping terms. Contract Estimates Accounting for contracts utilizing the over-time method and their expected cost-plus margins is based on various assumptions to project the outcome of future events that can exceed a year. These assumptions include labor productivity and availability; the complexity of the work to be performed; the cost and availability of materials; and the availability and timing of funding from the customer. The Company reviews and updates its contract-related estimates each reporting period. The Company recognizes adjustments in estimated expected cost-plus on contracts under the cumulative catch-up Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenue (contract liabilities) on the consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets (i.e. unbilled receivables) and the corresponding amounts recorded in revenue relate to fluctuations in the timing and volume of billings for the Company’s revenue recognized over-time. As of December 31, 2019 and September 30, 2020, contract assets consisting of unbilled receivables totaling $16.1 million and $34.8 million, respectively, are recorded within accounts receivable on the consolidated balance sheets on a contract-by-contract contract-by-contract Remaining Performance Obligations As of September 30, 2020, the Company had $227.0 million of remaining performance obligations. The Company expects to recognize revenue on 100% of these performance obligations in the next twelve months. | Revenue Recognition - 2019 The Company recognized revenue from the sale of solar tracking systems and parts and determines its revenue recognition through the following steps (i) identification of the contract or contracts with a customer, (ii) identification of the performance obligations within the contract, (iii) determination of the transaction price, (iv) allocation of the transaction price to the performance obligations within the contract, and (v) recognition of revenue when, or as the performance obligation has been satisfied. Performance Obligations The Company’s contracts with customers are predominately accounted for as one performance obligation, as the majority of tasks and services is part of a single project or capability. As these contracts are typically a customized assembly for a customer-specific solution, the Company uses the expected cost-plus margin approach to estimate the standalone selling price of each performance obligation. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using its best estimate of the standalone selling price of each distinct good or service in the contract. In assessing the recognition of revenue, the Company also evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations which could change the amount of revenue and profit (loss) recorded in a period. Change orders may include changes in specifications or design, manner of performance, equipment, materials, scope of work, and/or the period of completion of the project. The Company analyzes its change orders to determine if they should be accounted for as a modification to an existing contract or a new stand-alone contract. The Company’s change orders are generally modifications to existing contracts and are included in the total estimated contract revenue when it is probable that the change order will result in additional value that can be reliably estimated and realized. The majority of the Company’s contracts do not contain variable consideration provisions as a continuation of the original contract. The Company’s performance obligations are satisfied predominately over-time as work progresses for its custom assembled solar systems, utilizing an output measure of completed products and based on the timing of the product’s shipments considering the shipping terms described in the contract. Revenue recognized for the Company’s part sales are recorded at a point in time and recognized when obligations under the terms of the contract with our customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is in line with shipping terms. Contract Estimates Accounting for contracts utilizing the over-time method and their expected cost-plus margins is based on various assumptions to project the outcome of future events that can exceed a year. These assumptions include labor productivity and availability; the complexity of the work to be performed; the cost and availability of materials; and the availability and timing of funding from the customer. The Company reviews and updates its contract-related estimates each reporting period. The Company recognizes adjustments in estimated expected cost-plus on contracts under the cumulative catch-up Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenue (contract liabilities) on the consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets (i.e. unbilled receivables) and the corresponding amounts recorded in revenue relate to fluctuations in the timing and volume of billings for the Company’s revenue recognized over-time. As of December 31, 2018 and 2019, contract assets consisting of unbilled receivables totaling $1.9 million and $16.1 million, respectively, are recorded within accounts receivable on the consolidated balance sheets on a contract-by-contract contract-by-contract Remaining Performance Obligations As of December 31, 2019, the Company had $434.9 million of remaining performance obligations. The Company expects to recognize revenue on 100% of these performance obligations in 2020. Practical Expedients and Exemptions The Company has elected to adopt certain practical expedients and exemptions as allowed under the new revenue guidance such as, (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) there is no adjustment related to the effects of significant financing components as the contract term is less than one year, (iii) excludes the collected sales tax amounts from the calculation of revenue, and (iv) the election to account for shipping and handling activities that are incurred after the customer obtained control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated. As such, reimbursement by the Company’s customers for shipping and handling costs for delivery of the Company’s products are recorded as revenue in the accompanying consolidated statements of operations and totaled $16.4 million and $22.9 million for the years ended December 31, 2018 and 2019, respectively. Shipping and handling expenses are included as a component of cost of revenue as incurred and totaled $20.1 million and $17.3 million for the years ended December 31, 2018 and 2019, respectively. Revenue Recognition - 2018 Products are sold by the Company for cash-in-advance |
Warranty Obligations | Warranty Obligations The Company offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from two to twenty years from customer acceptance. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. This provision is based on historical information on the nature, frequency and average cost of claims for each product line. When little or no experience exists for an immature product line, the estimate is based on comparable product lines. These estimates are re-evaluated | |
Income Taxes | Income Taxes The Company provides for income taxes based on the provisions of FASB ASC Topic 740, Income Taxes The Company determines whether uncertain tax positions are 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. The Company recognizes interest and penalties related to unrecognized tax benefits within the interest expense line and other expense line, respectively, in the consolidated statements of operations. Accrued interest and penalties are included within the related liability lines in the consolidated balance sheets. | |
Equity-Based Compensation | Equity-Based Compensation The Company recognizes equity-based compensation expense based on the equity award’s grant date fair value. The determination of the fair value of equity awards issued to employees of the Company is based upon the underlying unit price and a number of assumptions, including volatility, performance period, risk-free interest rate and expected dividends. The Company accounts for forfeitures as they occur. The grant date fair value of each unit is amortized on a straight-line basis over the requisite service period. | Equity-Based Compensation The Company recognizes equity-based compensation expense based on the equity award’s grant date fair value. The determination of the fair value of equity awards issued to employees of the Company is based upon the underlying unit price and a number of assumptions, including volatility, performance period, risk-free interest rate and expected dividends. The Company accounts for forfeitures as they occur. The grant date fair value of each unit is amortized on a straight-line basis over the requisite service period. |
Earnings per Unit ("EPU") | Earnings per Unit (“EPU”) Basic earnings per unit, or EPU, is computed by dividing net income available to unit holders by the weighted average units outstanding during the period. Diluted EPU takes into account the potential dilution that could occur if securities or other contracts to issue units, such as stock options and unvested restricted stock units, were exercised and converted into units. Diluted EPU is computed by dividing net income available to unit holders by the weighted average units outstanding during the period, increased by the number of additional units that would have been outstanding if the potential units had been issued and were dilutive. | Earnings per Unit (“EPU”) Basic earnings (loss) per unit, or EPU, is computed by dividing net income (loss) available to unit holders by the weighted average units outstanding during the period. Diluted EPU takes into account the potential dilution that could occur if securities or other contracts to issue units, such as stock options and unvested restricted stock units, were exercised and converted into units. Diluted EPU is computed by dividing net income (loss) available to unit holders by the weighted average units outstanding during the period, increased by the number of additional units that would have been outstanding if the potential units had been issued and were dilutive. |
Credit Concentration | Credit Concentration Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, restricted cash and accounts receivable. The Company has no significant off balance sheet concentrations of credit risk. The Company maintains its cash and restricted cash with financial institutions that are believed to be of high credit quality and has not experienced any material losses relating to any cash and restricted cash. As of December 31, 2019 and September 30, 2020, $360.9 million and $26.6 million, respectively, of the Company’s bank balances were uninsured and uncollateralized and exposed to custodial credit risk. The Company’s customer base consists primarily of solar contractors. The Company does not require collateral on its trade receivables. For the nine months ended September 30, 2019, the Company’s largest customer and five largest customers constituted 21.2% and 55.2% of total revenues, respectively. Three customers make up 43.1% of revenue and are the only customers constituting greater than 10% of total revenue. For the nine months ended September 30, 2020, the Company’s largest customer and five largest customers constituted 14.3% and 45.9% of total revenues, respectively. Two customers make up 24.5% of revenue and are the only customers greater than 10% of total revenue. The loss of any one of the Company’s top five customers could have a materially adverse effect on the revenues and profits of the Company. Further, the Company’s trade accounts receivable are from companies within the solar industry and, as such, the Company is exposed to normal industry credit risks. As of December 31, 2019, the Company’s largest customer and five largest customers constituted 29.5% and 69.0% of trade accounts receivable, respectively. As of September 30, 2020, the Company’s largest customer and five largest customers constituted 21.7% and 23.9% of trade accounts receivable, respectively. The Company continually evaluates its reserves for potential credit losses and establishes reserves for such losses. | Credit Concentration Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, restricted cash and accounts receivable. The Company has no significant off balance sheet concentrations of credit risk. The Company maintains its cash with financial institutions that are believed to be of high credit quality and has not experienced any material losses relating to any cash and restricted cash. As of December 31, 2018 and 2019, $40.1 million and $360.9 million, respectively, of the Company’s bank balances were uninsured and uncollateralized and exposed to custodial credit risk. The Company’s customer base consists primarily of solar contractors. The Company does not require collateral on its trade receivables. For the year ended December 31, 2018, the Company’s largest customer and five largest customers constituted 17.5% and 50.9% of total revenues, respectively. Two customers make up 28.3% of revenue and are the only customers constituting greater than 10% of total revenue. For the year ended December 31, 2019, the Company’s largest customer and five largest customers constituted 17.2% and 50.1% of total revenues, respectively. Two customers make up 28.7% of revenue and are the only customers constituting greater than 10% of total revenue. The loss of any one of the Company’s top five customers could have a materially adverse effect on the revenues and profits of the Company. Further, the Company’s trade accounts receivable are from companies within the solar industry and, as such, the Company is exposed to normal industry credit risks. As of December 31, 2018, the Company’s largest customer and five largest customers constituted 11.6% and 26.5% of trade accounts receivable, respectively. As of December 31, 2019, the Company’s largest customer and five largest customers constituted 29.5% and 69.0% of trade accounts receivable, respectively. The Company continually evaluates its reserves for potential credit losses and establishes reserves for such losses. |
Fair Value | Fair Value Fair value is defined as the price 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. The Company follows a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs may be used to measure fair value, as follows: Level 1 Level 2 Level 3 Assets valued using Level 1 inputs are determined by quoted market prices derived from an active market and Level 2 inputs are based primarily on quoted prices for similar assets in active or inactive markets. Level 3 inputs are valued by management’s assumptions about the assumptions the market participants would utilize in pricing the asset. The fair values of the Company’s cash, restricted cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. The carrying value of the Company’s notes payable and related party loans approximates their fair values, as they are based on current market rates at which the Company could borrow funds with similar terms. The Company follows the provisions of FASB ASC Topic 820-10 non-recurring non-amortizable | Fair Value Fair value is defined as the price 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. The Company follows a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Three levels of inputs may be used to measure fair value, as follows: Level 1 Level 2 Level 3 Assets valued using Level 1 inputs are determined by quoted market prices derived from an active market and Level 2 inputs are based primarily on quoted prices for similar assets in active or inactive markets. Level 3 inputs are valued by management’s assumptions about the assumptions the market participants would utilize in pricing the asset. The fair values of the Company’s cash, restricted cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. The carrying value of the Company’s notes payable and related party loans approximates their fair values, as they are based on current market rates at which the Company could borrow funds with similar terms. The Company follows the provisions of FASB ASC Topic 820-10 non-recurring non-amortizable |
New Accounting Standards | New Accounting Standards To be adopted In February 2016, the FASB issued ASU No. 2016-02 “Leases” “Leases ” No. 2016-02, right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses No. 2018-19 No. 2019-10, available-for-sale In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes No. 2019-12”), No. 2019-12 | New Accounting Standards Adopted in 2019 In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” No. 2014-09 Revenue Recognition To be Adopted In February 2016, the FASB issued ASU No. 2016-02 “Leases” “Leases.” No. 2016-02, right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses No. 2018-19 No. 2019-10, available-for-sale In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes No. 2019-12”), No. 2019-12 |
Impact of COVID-19 Pandemic and CARES Act Payroll Tax Deferral | Impact of COVID-19 In December 2019, a novel strain of coronavirus, SARS-CoV-2, COVID-19, COVID-19 COVID-19 COVID-19, CARES Act Payroll Tax Deferral | |
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs consist primarily of legal and accounting fees, which are direct and incremental fees related to the IPO. The deferred offering costs will be offset against the IPO proceeds, which will be recorded in the fourth quarter of 2020. As of September 30, 2020, the Company had incurred $3.3 million in deferred offering costs, which are reported as Other assets - long-term on the condensed consolidated balance sheets. Additionally, as of September 30, 2020, the Company had incurred debt issuance costs of $0.5 million associated with a new senior secured credit facility that was obtained in October 2020. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Reconciliation of Cash and Restricted Cash | The following table provides a reconciliation of cash and restricted cash at December 31, 2018 and 2019 as reported within the consolidated balance sheets to the same such amounts shown in the consolidated statements of cash flows (in thousands): 2018 2019 Cash $ 40,826 $ 310,262 Restricted cash — 50,995 Cash and restricted cash $ 40,826 $ 361,257 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | ||
Schedule of current inventory | Inventories consist of the following at (in thousands): December 31, September 30, Raw materials $ 62,923 $ 32,506 Finished goods 90,301 71,726 Reserve for excess or obsolete inventory (5,200 ) (7,717 ) Total $ 148,024 $ 96,515 | Inventories consist of the following at December 31, (in thousands): 2018 2019 Raw materials $ 6,512 $ 62,923 Finished goods 52,118 90,301 Reserve for excess or obsolete inventory (3,458 ) (5,200 ) Total $ 55,172 $ 148,024 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Summary of property, plant and equipment | Property, plant and equipment consisted of the following at (in thousands): Estimated Useful December 31, September 30, Land N/A $ 1,340 $ 1,340 Buildings and land improvements 15-39 2,464 2,487 Manufacturing equipment 7 12,631 13,002 Furniture, fixtures and equipment 5-7 277 287 Vehicles 5 140 140 Hardware and software 3-5 398 589 17,250 17,845 Less: accumulated depreciation (6,590 ) (8,225 ) Total $ 10,660 $ 9,620 | Property, plant and equipment consisted of the following at December 31, (in thousands): Estimated Useful 2018 2019 Land N/A $ 1,340 $ 1,340 Buildings and land improvements 15-39 2,448 2,464 Manufacturing equipment 7 10,954 12,631 Furniture, fixtures and equipment 5-7 332 277 Vehicles 5 123 140 Hardware and software 3-5 358 398 15,555 17,250 Less: accumulated depreciation (4,526 ) (6,590 ) Total $ 11,029 $ 10,660 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of indefinite-lived intangible assets | Other intangible assets consisted of the following at (in thousands): Estimated Useful December 31, September 30, Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 50,676 61,594 Customer relationship 31,157 37,869 Internal-use 2,613 3,920 Total Accumulated Amortization 84,446 103,383 Total Amortizable Intangibles, Net 213,210 194,273 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 223,510 $ 204,573 | Other intangible assets consisted of the following at December 31, (in thousands): Estimated Useful 2018 2019 Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 36,119 50,676 Customer relationship 22,206 31,157 Internal-use 871 2,613 Total Accumulated Amortization 59,196 84,446 Total Amortizable Intangibles, Net 238,460 213,210 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 248,760 $ 223,510 |
Schedule of finite-lived intangible assets | Other intangible assets consisted of the following at (in thousands): Estimated Useful December 31, September 30, Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 50,676 61,594 Customer relationship 31,157 37,869 Internal-use 2,613 3,920 Total Accumulated Amortization 84,446 103,383 Total Amortizable Intangibles, Net 213,210 194,273 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 223,510 $ 204,573 | Other intangible assets consisted of the following at December 31, (in thousands): Estimated Useful 2018 2019 Amortizable: Costs: Developed technology 14 $ 203,800 $ 203,800 Customer relationship 10 89,500 89,500 Internal-use 2.5 4,356 4,356 Total Amortizable Intangibles 297,656 297,656 Accumulated amortization: Developed technology 36,119 50,676 Customer relationship 22,206 31,157 Internal-use 871 2,613 Total Accumulated Amortization 59,196 84,446 Total Amortizable Intangibles, Net 238,460 213,210 Non-amortizable Trade name 10,300 10,300 Total Other Intangible Assets, Net $ 248,760 $ 223,510 |
Schedule of future annual amortization expense of amortizable intangible assets | Estimated future annual amortization expense for the above amortizable intangible assets for the remaining periods through December 31, as follows (in thousands): Amortization 2020 $ 6,313 2021 23,507 2022 23,507 2023 23,507 2024 23,507 Thereafter 93,932 $ 194,273 | Estimated future annual amortization expense for the above amortizable intangible assets are as follows (in thousands): For the Year Ending December 31, Amortization 2020 $ 25,250 2021 23,507 2022 23,507 2023 23,507 2024 23,507 Thereafter 93,932 $ 213,210 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes charged to operations | The provision for income taxes charged to operations consists of the following for the years ended December 31, (in thousands): 2018 2019 Current Expense: Federal $ 31 $ 1,709 State 99 803 130 2,512 Deferred Expense (Benefit): Federal (15,955 ) 20,576 State (4,107 ) 1,746 (20,062 ) 22,322 Total Income Tax Expense (Benefit) $ (19,932 ) $ 24,834 |
Schedule of significant components of the Company's deferred tax assets and liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows as of December 31, (in thousands): 2018 2019 Deferred Tax Assets: Bad debts $ 1,817 $ 37 Inventories 1,116 1,632 Accrued warranties 447 599 Accrued compensation 613 843 Contingent Consideration - TRA 4,654 — Net operating loss 11,169 795 Disallowed interest 4,345 — Other 589 124 Deferred Tax Assets 24,750 4,030 Valuation allowance (253 ) (208 ) Deferred Tax Assets, net 24,497 3,822 Deferred Tax Liabilities: Property, plant, and equipment (1,217 ) (1,093 ) Intangible assets (16,811 ) (18,582 ) Deferred Tax Liabilities (18,028 ) (19,675 ) Deferred Tax Asset (Liability), net $ 6,469 $ (15,853 ) |
Summary of reconciliation of income tax expense (benefit) | A reconciliation of income tax expense (benefit) computed at the federal statutory rate of 21% for the years ended December 31, 2018 and 2019 to actual income tax expense at the Company’s effective rate is as follows (in thousands): 2018 2019 Income tax expense (benefit) at federal statutory rate $ (16,947 ) $ 13,562 State income taxes (3,365 ) 2,049 Permanent differences: Derecognition of tax assets from IRS examination — 9,284 Equity based compensation — 168 Contingent consideration 49 134 Credits — (284 ) Other nondeductible expenses 48 40 Foreign income benefit — (155 ) Change in valuation allowance 253 (45 ) Other 30 81 Total Income Tax Expense (Benefit) $ (19,932 ) $ 24,834 |
Accrued Warranty Reserve (Table
Accrued Warranty Reserve (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Guarantees and Product Warranties [Abstract] | |
Summary of Activity Related to Estimated Accrued Warranty Reserve | The following table summarizes the activity related to the estimated accrued warranty reserve during the years ended December 31, (in thousands): 2018 2019 Beginning balance $ 2,916 $ 1,935 Provision for warranties issued 759 2,473 Payments (886 ) (730 ) Warranty expirations (854 ) (1,086 ) Ending balance $ 1,935 $ 2,592 |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Disaggregation of revenue | The following table presents the Company’s revenue disaggregated by sales recorded over-time and sales recorded at a point in time for the nine months ended September 30, as follows (in thousands): 2019 2020 Over-time Revenues $ 383,135 $ 620,447 Point in time Revenues 40,054 71,649 Total Revenue $ 423,189 $ 692,096 | The following table presents the Company’s revenue disaggregated by sales recorded over-time and sales recorded at a point in time for the year ended December 31, 2019 as follows (in thousands): 2019 Over-time Revenues $ 599,863 Point in time Revenues 48,036 Total Revenue $ 647,899 |
Earnings (Loss) per Unit (Table
Earnings (Loss) per Unit (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Schedule of earnings per share, basic and diluted | The following table sets forth the computation of basic and diluted earnings per unit for the nine months ended September 30, (in thousands, except per unit amounts): 2019 2020 Basic and Diluted: Net income $ 12,965 $ 68,845 Weighted-average units 119,994 119,994 Basic and diluted net earnings per unit $ 0.11 $ 0.57 | The following table sets forth the computation of basic and diluted earnings per unit for the years ended December 31, (in thousands, except per unit amounts): 2018 2019 Basic and Diluted: Net income (loss) $ (60,764 ) $ 39,745 Weighted-average units 119,994 119,994 Basic and diluted earnings (loss) per unit $ (0.51 ) $ 0.33 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Schedule of operating lease commitments | For the Year Ending December 31, 2020 $ 6,337 2021 5,990 2022 5,378 2023 28 $ 17,733 | |
Undiscounted future expected payments under the TRA | As of September 30, 2020, the undiscounted future expected payments through December 31, under the TRA are as follows (in thousands): 2020 $ 7,414 2021 1,692 2022 1,748 2023 1,748 2024 1,748 2025 and thereafter 10,931 $ 25,281 | As of December 31, 2019, the undiscounted future expected payments under the TRA are as follows (in thousands): For the Year Ending December 31, 2020 $ 6,293 2021 1,746 2022 1,746 2023 1,746 2024 1,746 2025 and thereafter 9,033 $ 22,310 |
Summary of liability related to estimated contingent consideration | The following table summarizes the liability related to the estimated contingent consideration during the nine months ended September 30, (in thousands): TRA Earn-Out Contingent Balance, December 31, 2018 $ 17,168 $ 442 $ 17,610 IRS settlement (2,727 ) — (2,727 ) Fair value adjustment 2,905 — 2,905 Balance, September 30, 2019 $ 17,346 $ 442 $ 17,788 Balance, December 31, 2019 $ 17,808 $ 442 $ 18,250 Fair value adjustment 516 15,492 16,008 Balance, September 30, 2020 $ 18,324 $ 15,934 $ 34,258 | The following table summarizes the liability related to the estimated contingent consideration during the years ended December 31, (in thousands): TRA Earn-Out Contingent Balance, December 31, 2017 $ 17,993 $ 442 $ 18,435 Fair value adjustment (825 ) — (825 ) Balance, December 31, 2018 17,168 442 17,610 IRS settlement (2,727 ) — (2,727 ) Fair value adjustment 3,367 — 3,367 Balance, December 31, 2019 $ 17,808 $ 442 $ 18,250 |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Text Block [Abstract] | |
Summary of Revenues Within Geographic Areas Based upon Customers Project Location | Revenues within geographic areas based upon Customers’ project location for the years ended December 31, (in thousands): 2018 2019 United States $ 218,380 $ 563,157 Australia 51,450 51,531 Rest of the world 20,953 33,211 Total Revenues $ 290,783 $ 647,899 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Detail) $ in Thousands | Oct. 14, 2020shares | Sep. 30, 2020USD ($)shares | Sep. 30, 2019USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares |
Class of Stock [Line Items] | |||||
Weighted-average units (in shares) | shares | 119,994,000 | 119,994,000 | 119,994,000 | 119,994,000 | |
Restricted cash | $ 51,000 | ||||
Allowance for doubtful accounts | 200 | $ 7,900 | |||
Amortization expense of debt discount and deferred financing costs | $ 2,160 | $ 3,004 | 3,968 | 2,991 | |
Contract assets | 34,800 | 16,100 | 1,900 | ||
Deferred revenue | 21,800 | ||||
Contract liabilities | 44,800 | 328,800 | |||
Deferred revenue recognized | $ 20,500 | $ 328,800 | $ 21,800 | 14,400 | |
Percentage of deferred revenue recognized | 99.20% | 100.00% | 100.00% | ||
Remaining performance obligation | $ 227,000 | $ 434,900 | |||
Percentage of performance obligation to be recognized | 100.00% | 100.00% | |||
Revenue, practical expedient, initial application and transition | true | ||||
Amortization period of sales commissions | 1 year | ||||
Contract term of financing components | 1 year | ||||
Cost of revenue | $ 524,747 | $ 333,024 | $ 497,138 | 279,228 | |
Income tax examination period | Three years | ||||
Cash that is uninsured and uncollateralized | 26,600 | $ 360,900 | $ 40,100 | ||
Deferred offering costs | 3,300 | ||||
Debt issuance costs | $ 500 | ||||
Three Customers [Member] | Revenue Benchmark | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 43.10% | ||||
Five Largest Customers | Revenue Benchmark | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 45.90% | 55.20% | 50.10% | 50.90% | |
Five Largest Customers | Trade Accounts Receivable | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 23.90% | 69.00% | 26.50% | ||
Largest Customer | Revenue Benchmark | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 14.30% | 21.20% | 17.20% | 17.50% | |
Largest Customer | Trade Accounts Receivable | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 21.70% | 29.50% | 11.60% | ||
Two Customers | Revenue Benchmark | Customer Concentration Risk | |||||
Class of Stock [Line Items] | |||||
Concentration risk percentage | 24.50% | 28.70% | 28.30% | ||
CARES Act Payroll Tax Deferral | |||||
Class of Stock [Line Items] | |||||
Deferred payment of employer share of social security taxes | $ 700 | ||||
Subsequent event | |||||
Class of Stock [Line Items] | |||||
Stock split conversion ratio | 1.19994 | ||||
Weighted-average units (in shares) | shares | 119,994,467 | ||||
Member units | Subsequent event | |||||
Class of Stock [Line Items] | |||||
Number of shares converted | shares | 1,000 | ||||
Common stock | Subsequent event | |||||
Class of Stock [Line Items] | |||||
Number of shares issued upon conversion | shares | 100,000,000 | ||||
Shipping and Handling | |||||
Class of Stock [Line Items] | |||||
Revenue | $ 22,900 | $ 16,400 | |||
Cost of revenue | 17,300 | 20,100 | |||
2020-10-01 | |||||
Class of Stock [Line Items] | |||||
Remaining performance obligation, period | 12 months | ||||
Accounts Receivable | |||||
Class of Stock [Line Items] | |||||
Amounts under contracts | $ 6,100 | $ 5,700 | |||
Minimum | |||||
Class of Stock [Line Items] | |||||
Accounts receivable payment term | 30 days | ||||
Warranty obligations period | 2 years | ||||
Maximum | |||||
Class of Stock [Line Items] | |||||
Accounts receivable payment term | 60 days | ||||
Warranty obligations period | 20 years | ||||
Accounting Standards Update 2014-09 | |||||
Class of Stock [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | May 31, 2014 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | ||||
Accounting Standards Update 2016-02 | |||||
Class of Stock [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Feb. 28, 2016 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | ||||
Accounting Standards Update 2016-13 | |||||
Class of Stock [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jun. 30, 2016 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | ||||
Accounting Standards Update 2018-13 | |||||
Class of Stock [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Aug. 31, 2018 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false | ||||
Accounting Standards Update 2019-12 | |||||
Class of Stock [Line Items] | |||||
Change in Accounting Principle, Accounting Standards Update, Adopted | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Dec. 31, 2019 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Reconciliation of Cash and Restricted Cash (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted Cash and Investments [Abstract] | |||
Cash | $ 27,144 | $ 310,262 | $ 40,826 |
Restricted cash | $ 0 | 50,995 | 0 |
Cash and restricted cash | $ 361,257 | $ 40,826 |
Inventory - Schedule of current
Inventory - Schedule of current inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 32,506 | $ 62,923 | $ 6,512 |
Finished goods | 71,726 | 90,301 | 52,118 |
Reserve for excess or obsolete inventory | (7,717) | (5,200) | (3,458) |
Inventories, net | $ 96,515 | $ 148,024 | $ 55,172 |
Property, Plant, and Equipment
Property, Plant, and Equipment - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 17,845 | $ 17,250 | $ 15,555 |
Less: accumulated depreciation | (8,225) | (6,590) | (4,526) |
Property, plant and equipment, net | 9,620 | 10,660 | 11,029 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | 1,340 | 1,340 | 1,340 |
Buildings and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 2,487 | $ 2,464 | 2,448 |
Buildings and land improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 15 years | 15 years | |
Buildings and land improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 39 years | 39 years | |
Manufacturing equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 13,002 | $ 12,631 | 10,954 |
Estimated Useful Lives | 7 years | 7 years | |
Furniture, fixtures and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 287 | $ 277 | 332 |
Furniture, fixtures and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 5 years | 5 years | |
Furniture, fixtures and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 7 years | 7 years | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 140 | $ 140 | 123 |
Estimated Useful Lives | 5 years | 5 years | |
Hardware and software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, gross | $ 589 | $ 398 | $ 358 |
Hardware and software | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 3 years | 3 years | |
Hardware and software | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated Useful Lives | 5 years | 5 years |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Narrative (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 1.7 | $ 1.6 | $ 2.1 | $ 1.9 |
Depreciation allocated to cost of revenue | 1.5 | 1.4 | 1.8 | 1.7 |
Depreciation included in depreciation and amortization | $ 0.2 | $ 0.2 | $ 0.3 | $ 0.2 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 08, 2016 | |
Goodwill [Line Items] | |||||
Goodwill | $ 69,727 | $ 69,727 | $ 69,727 | ||
Accumulated impairment | 51,900 | 51,900 | 51,900 | ||
Goodwill and intangible asset impairment | 0 | 0 | |||
Impairment charge related to other intangible assets | 0 | 0 | |||
Amortization expense related to intangible assets | $ 18,900 | $ 18,900 | $ 25,200 | $ 26,500 | |
Array | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 121,600 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of other intangible assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Indefinite-lived Intangible Assets [Line Items] | |||||
Total Amortizable Intangibles | $ 297,656 | $ 297,656 | $ 297,656 | ||
Total Accumulated Amortization | 103,383 | 84,446 | 59,196 | ||
Total Amortizable Intangibles, Net | 194,273 | 213,210 | 238,460 | ||
Total Other Intangible Assets, Net | 204,573 | 223,510 | 248,760 | ||
Trade Names | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Non-amortizable costs | $ 10,300 | $ 10,300 | 10,300 | ||
Developed technology | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Estimated Useful Lives (Years) | 14 years | 14 years | |||
Total Amortizable Intangibles | $ 203,800 | $ 203,800 | 203,800 | ||
Total Accumulated Amortization | $ 61,594 | $ 50,676 | 36,119 | ||
Total Amortizable Intangibles, Net | $ 188,000 | $ 210,000 | |||
Customer Relationships | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Estimated Useful Lives (Years) | 10 years | 10 years | |||
Total Amortizable Intangibles | $ 89,500 | $ 89,500 | 89,500 | ||
Total Accumulated Amortization | $ 37,869 | $ 31,157 | 22,206 | ||
Computer Software, Intangible Asset [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Estimated Useful Lives (Years) | 2 years 6 months | 2 years 6 months | |||
Total Amortizable Intangibles | $ 4,356 | $ 4,356 | 4,356 | ||
Total Accumulated Amortization | $ 3,920 | $ 2,613 | $ 871 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of future annual amortization expense of amortizable intangible assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
2020 | $ 6,313 | $ 25,250 | |
2021 | 23,507 | 23,507 | |
2022 | 23,507 | 23,507 | |
2023 | 23,507 | 23,507 | |
2024 | 23,507 | 23,507 | |
Thereafter | 93,932 | 93,932 | |
Total Amortizable Intangibles, Net | $ 194,273 | $ 213,210 | $ 238,460 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes Charged to Operations (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current Expense: | ||||
Federal | $ 1,709 | $ 31 | ||
State | 803 | 99 | ||
Current expense | 2,512 | 130 | ||
Deferred Expense (Benefit): | ||||
Federal | 20,576 | (15,955) | ||
State | 1,746 | (4,107) | ||
Deferred expense (benefit) | $ (3,666) | $ 14,539 | 22,322 | (20,062) |
Total Income Tax Expense (Benefit) | $ 18,131 | $ 16,177 | $ 24,834 | $ (19,932) |
Income Taxes - Schedule of Sign
Income Taxes - Schedule of Significant Components of the Company's Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets: | ||
Bad debts | $ 37 | $ 1,817 |
Inventories | 1,632 | 1,116 |
Accrued warranties | 599 | 447 |
Accrued compensation | 843 | 613 |
Contingent Consideration - TRA | 4,654 | |
Net operating loss | 795 | 11,169 |
Disallowed interest | 4,345 | |
Other | 124 | 589 |
Deferred Tax Assets | 4,030 | 24,750 |
Valuation allowance | (208) | (253) |
Deferred Tax Assets, net | 3,822 | 24,497 |
Deferred Tax Liabilities: | ||
Property, plant, and equipment | (1,093) | (1,217) |
Intangible assets | (18,582) | (16,811) |
Deferred Tax Liabilities | (19,675) | (18,028) |
Deferred Tax Asset (Liability), net | $ 6,469 | |
Deferred Tax Asset (Liability), net | $ (15,853) |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Income Tax Examination [Line Items] | |||||
Income tax expense (benefit) computed at the federal statutory rate | 21.00% | 21.00% | |||
State income tax NOL carryforwards | $ 14,700,000 | ||||
Federal income tax net operating loss ("NOL") | $ 0 | ||||
Expiration period | Dec. 31, 2036 | ||||
Reduction in developed technology value for federal income tax purposes | $ 194,273,000 | $ 213,210,000 | $ 238,460,000 | ||
Reduction of NOL carryforward | 2,800,000 | 2,800,000 | |||
Increase in deferred tax liability from income tax examination | 4,600,000 | 4,600,000 | |||
Write off of deferred tax asset related to TRA | 4,700,000 | 4,700,000 | |||
Valuation allowance | $ 208,000 | $ 253,000 | |||
Income tax benefit | $ 6,600,000 | ||||
Developed technology | |||||
Income Tax Examination [Line Items] | |||||
Reduction in developed technology value for federal income tax purposes | $ 188,000,000 | $ 210,000,000 |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income tax expense (benefit) reconciliation [Abstract] | ||||
Income tax expense (benefit) at federal statutory rate | $ 13,562 | $ (16,947) | ||
State income taxes | 2,049 | (3,365) | ||
Permanent differences: | ||||
Derecognition of tax assets from IRS examination | 9,284 | |||
Equity based compensation | 168 | |||
Contingent consideration | 134 | 49 | ||
Credits | (284) | |||
Other nondeductible expenses | 40 | 48 | ||
Foreign income benefit | (155) | |||
Change in valuation allowance | (45) | 253 | ||
Other | 81 | 30 | ||
Total Income Tax Expense (Benefit) | $ 18,131 | $ 16,177 | $ 24,834 | $ (19,932) |
Accrued Warranty Reserve - Summ
Accrued Warranty Reserve - Summary of Activity Related to Estimated Accrued Warranty Reserve (Detail) - Accrued Warranty Reserve - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Product Warranty Liability [Line Items] | ||
Beginning balance | $ 1,935 | $ 2,916 |
Provision for warranties issued | 2,473 | 759 |
Payments | (730) | (886) |
Warranty expirations | (1,086) | (854) |
Ending balance | $ 2,592 | $ 1,935 |
Term Loan, Revolving Loan and_2
Term Loan, Revolving Loan and Letter of Credit Facility - Narrative (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Revolving loan outstanding balance | $ 102,000 | $ 70,000 | $ 39,148,000 |
Letters of credit outstanding | $ 30,700,000 | $ 28,700,000 | |
Base Rate | |||
Debt Instrument [Line Items] | |||
Effective interest rate | 4.00% | 5.75% | |
New Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 100,000,000 | $ 47,500,000 | |
Revolving loan outstanding balance | 100,000 | 70,000 | 39,100,000 |
Available borrowing capacity | 68,900,000 | 18,700,000 | |
Letter of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 100,000,000 | ||
Letters of credit outstanding | 51,000,000 | ||
Term Loan Credit and Guarantee Agreement | Secured Debt | |||
Debt Instrument [Line Items] | |||
Quarterly installment payments | $ 5,000,000 | 5,000,000 | |
Term Loan balance | $ 57,700,000 | 82,700,000 | |
Effective interest rate | 8.96% | ||
Debt discount and issuance costs | $ 1,800,000 | $ 3,400,000 | |
Term Loan Credit and Guarantee Agreement | Base Rate | Secured Debt | |||
Debt Instrument [Line Items] | |||
Interest rate applicable margin | 6.25% |
Related Party Loan - Narrative
Related Party Loan - Narrative (Detail) - Unit holder of Parent - USD ($) | Dec. 07, 2018 | Aug. 22, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 21, 2018 |
Senior Secured Loan | |||||||
Related Party Transaction [Line Items] | |||||||
Balance of Senior Secured Loan | $ 41,800,000 | $ 36,600,000 | |||||
Interest expense | $ 3,800,000 | $ 4,100,000 | $ 7,300,000 | $ 2,600,000 | |||
Senior Secured Loan | Secured Debt | |||||||
Related Party Transaction [Line Items] | |||||||
Senior secured promissory note | $ 38,600,000 | ||||||
Stated rate | 12.00% | ||||||
Stated rate collateralized | 100.00% | ||||||
Debt, original issue discount | $ 3,500,000 | ||||||
Legal fees | $ 100,000 | ||||||
Debt, effective interest rate | 19.00% | ||||||
Tranche A | Secured Debt | |||||||
Related Party Transaction [Line Items] | |||||||
Senior secured promissory note | $ 22,500,000 | ||||||
Deposit for future interest payments | 1,900,000 | ||||||
Tranche B | Secured Debt | |||||||
Related Party Transaction [Line Items] | |||||||
Senior secured promissory note | $ 16,100,000 | ||||||
Uncollateralized Demand Promissory Note | |||||||
Related Party Transaction [Line Items] | |||||||
Proceeds from related party debt | $ 12,000,000 | ||||||
Repayments of related party debt | 1.35% | ||||||
Accrued interest expense | $ 27,000 |
Revenues - Disaggregation of re
Revenues - Disaggregation of revenue (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 692,096 | $ 423,189 | $ 647,899 | $ 290,783 |
Over-time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 620,447 | 383,135 | 599,863 | |
Point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 71,649 | $ 40,054 | $ 48,036 |
Earnings (Loss) per Unit - Sche
Earnings (Loss) per Unit - Schedule of earnings per share, basic and diluted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Basic and Diluted: | ||||
Net income (loss) | $ 68,845 | $ 12,965 | $ 39,745 | $ (60,764) |
Weighted-average units (in shares) | 119,994 | 119,994 | 119,994 | 119,994 |
Basic and diluted net earnings (loss) per unit (in dollars per share) | $ 0.57 | $ 0.11 | $ 0.33 | $ (0.51) |
Earnings (Loss) per Unit - Narr
Earnings (Loss) per Unit - Narrative (Detail) - Equity grants - shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Class B units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Number of shares not included in the calculation of basic or diluted EPS | 26,671,594 | 22,326,253 |
Class C Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Number of shares not included in the calculation of basic or diluted EPS | 1,000 | 0 |
Commitment and Contingencies -
Commitment and Contingencies - Schedule of Operating Lease Commitments (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2020 | $ 6,337 |
2021 | 5,990 |
2022 | 5,378 |
2023 | 28 |
Total | $ 17,733 |
Commitment and Contingencies _2
Commitment and Contingencies - Narrative (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition, Contingent Consideration [Line Items] | |||||
Contingent consideration | $ 34,258,000 | $ 18,250,000 | $ 17,788,000 | $ 17,610,000 | $ 18,435,000 |
Array | TRA | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Contingent consideration | $ 18,324,000 | 17,808,000 | 17,346,000 | 17,168,000 | 17,993,000 |
Gain in fair value of TRA | $ 2,700,000 | ||||
Tax Receivable Agreement, payment term | 125 days | 125 days | |||
Array | Earn-Out Liability | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Contingent consideration | $ 15,934,000 | $ 442,000 | $ 442,000 | $ 442,000 | $ 442,000 |
Maximum aggregate earn-out consideration | $ 25,000,000 | 25,000,000 | |||
Cost of Revenue | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Lease expenses | 1,500,000 | ||||
General and Administrative Expense | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Lease expenses | $ 300,000 |
Commitment and Contingencies _3
Commitment and Contingencies - Undiscounted future expected payments under the TRA (Detail) - Array - TRA - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Other Commitments [Line Items] | ||
Other Commitment, to be Paid, Remainder of 2020 | $ 7,414 | |
Other Commitment, to be Paid, Year One | 1,692 | $ 6,293 |
Other Commitment, to be Paid, Year Two | 1,748 | 1,746 |
Other Commitment, to be Paid, Year Three | 1,748 | 1,746 |
Other Commitment, to be Paid, Year Four | 1,748 | 1,746 |
Other Commitment, to be Paid, After Year Four | 10,931 | |
Other Commitment, to be Paid, Year Five | 1,746 | |
Other Commitment, to be Paid, After Year Five | 9,033 | |
Total | $ 25,281 | $ 22,310 |
Commitment and Contingencies _4
Commitment and Contingencies - Summary of liability related to estimated contingent consideration (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration [Roll Forward] | ||||
Beginning balance | $ 18,250 | $ 17,610 | $ 17,610 | $ 18,435 |
IRS settlement | (2,727) | (2,727) | ||
Fair value adjustment | 16,008 | 178 | 640 | (825) |
Fair value adjustment | 2,905 | (3,367) | ||
Ending balance | 34,258 | 17,788 | 18,250 | 17,610 |
Array | TRA | ||||
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration [Roll Forward] | ||||
Beginning balance | 17,808 | 17,168 | 17,168 | 17,993 |
IRS settlement | (2,727) | (2,727) | ||
Fair value adjustment | 516 | (825) | ||
Fair value adjustment | 2,905 | (3,367) | ||
Ending balance | 18,324 | 17,346 | 17,808 | 17,168 |
Array | Earn-Out Liability | ||||
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration [Roll Forward] | ||||
Beginning balance | 442 | 442 | 442 | 442 |
IRS settlement | 0 | |||
Fair value adjustment | 15,492 | |||
Fair value adjustment | 0 | |||
Ending balance | $ 15,934 | $ 442 | $ 442 | $ 442 |
Equity Based Compensation - Nar
Equity Based Compensation - Narrative (Detail) - Equity grants - USD ($) $ in Millions | Mar. 28, 2020 | Nov. 19, 2019 | May 19, 2019 | Sep. 30, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity based compensation | $ 3.3 | $ 0.8 | |||
Forfeitures in period (in shares) | 0 | 0 | |||
Class B units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 22,326,653 | 4,344,941 | |||
Unrecognized compensation costs | $ 7.5 | $ 8.2 | |||
Unrecognized compensation costs, period of recognition | 3 years 3 months | 3 years 3 months | |||
Class C Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 1,000 |
Employee Benefit Plan - Narrati
Employee Benefit Plan - Narrative (Detail) - 401(K) Plan - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Defined contribution plan, description | The Company sponsors a qualified defined contribution 401(k) plan (the "Plan"). The Plan covers employees who have completed ninety days of service and who have attained the age of 18. The Plan allows eligible employees to contribute their compensation to the Plan on either a pre-tax basis or Roth basis up to the annual limit allowed by law. Annually, the Company, at its discretion, may elect to contribute matching contributions or profit-sharing contributions to the Plan. | |
Employer matching contributions | $ 0.6 | $ 0.3 |
Sales Use Tax Examination - Nar
Sales Use Tax Examination - Narrative (Detail) - California - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Sales and Use Tax Examinations [Line Items] | ||
Sales tax payable | $ 1.4 | $ 0.7 |
Indemnification receivable during pre-acquisition | $ 1.4 | $ 0.7 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | |||
Accounts payable - related party | $ 2,232 | $ 5,922 | $ 7,222 |
Outstanding accounts payable paid | $ 5,900 | ||
Unit holder of Parent | Consent Fees | |||
Related Party Transaction [Line Items] | |||
Consent fees incurred | $ 2,200 |
Geographic Information - Narrat
Geographic Information - Narrative (Detail) | 12 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Number of reportable segment | 1 |
Geographic Information - Summar
Geographic Information - Summary of Revenues Within Geographic Areas Based upon Customers Project Location (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 692,096 | $ 423,189 | $ 647,899 | $ 290,783 |
UNITED STATES | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 563,157 | 218,380 | ||
AUSTRALIA | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 51,531 | 51,450 | ||
Rest of World | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 33,211 | $ 20,953 |
Subsequent Events (Detail)
Subsequent Events (Detail) | Oct. 19, 2020USD ($) | Oct. 14, 2020USD ($)$ / sharesshares | Apr. 01, 2020USD ($) | Mar. 20, 2020 | May 31, 2020shares | Sep. 30, 2020USD ($)shares | Sep. 30, 2019shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018shares | Jun. 30, 2020USD ($) | Jun. 22, 2020USD ($) | Mar. 23, 2020USD ($) |
Subsequent Event [Line Items] | ||||||||||||
Revolving Loan | $ 0 | $ 0 | ||||||||||
Retroactively adjusted shares of common stock | shares | 119,994,000 | 119,994,000 | 119,994,000 | 119,994,000 | ||||||||
Subsequent event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Revolving Loan | $ 47,500,000 | |||||||||||
Maximum borrowing capacity | $ 100,000,000 | |||||||||||
Revolving loan Maturity date | Mar. 25, 2025 | |||||||||||
Social security Carryback claim for tentative refund | $ 13,000,000 | |||||||||||
Special distribution | $ 589,000,000 | |||||||||||
Stock split conversion ratio | 1.19994 | |||||||||||
Retroactively adjusted shares of common stock | shares | 119,994,467 | |||||||||||
Authorized capital stock (in shares) | shares | 1,000,000,000 | |||||||||||
Common stock, par value (usd per share) | $ / shares | $ 0.001 | |||||||||||
Authorized preferred stock (in shares ) | shares | 5,000,000 | |||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.001 | |||||||||||
Payment of Earn-out | $ 9,100,000 | |||||||||||
Subsequent event | Class B units | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares granted in period (in shares) | shares | 43,449.41 | |||||||||||
Subsequent event | Related Party Loans | Senior Secured Loan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Interest rate on senior secured loan | 18.00% | |||||||||||
Percentage of loan principal amount required to be paid | 50.00% | |||||||||||
Principal payment per amendment | $ 21,700,000 | |||||||||||
Principal payment interest | $ 600,000 | |||||||||||
Subsequent event | RSU's | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share price (usd per share) | $ / shares | $ 22 | |||||||||||
Subsequent event | RSU's | Minimum | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Vesting period | 2 years | |||||||||||
Subsequent event | RSU's | Maximum | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Vesting period | 3 years | |||||||||||
Subsequent event | RSU's | Non-employee directors | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares granted in period (in shares) | shares | 29,398 | |||||||||||
Subsequent event | RSU's | Executives and members of management | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares granted in period (in shares) | shares | 470,608 | |||||||||||
Subsequent event | 2020 Plan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Authorized shares | shares | 6,683,919 | |||||||||||
Subsequent event | IPO | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares of common stock issued | shares | 7,000,000 | |||||||||||
Public offering price (usd per share) | $ / shares | $ 22 | |||||||||||
Net proceeds | $ 140,200,000 | |||||||||||
Underwriting discounts and commissions | 8,500,000 | |||||||||||
Other offering costs | $ 5,300,000 | |||||||||||
Subsequent event | Member units | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares converted | shares | 1,000 | |||||||||||
Subsequent event | Common stock | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares issued upon conversion | shares | 100,000,000 | |||||||||||
Subsequent event | New Term Loan Facility | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 575,000,000 | |||||||||||
Debt instrument term | 7 years | |||||||||||
Repayment of long term line of credit | $ 105,000,000 | |||||||||||
New Term Loan outstanding balance | $ 470,000,000 | |||||||||||
Subsequent event | New Term Loan Facility | Fed Funds Effective Rate Overnight Index Swap Rate | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Revolving Loan applicable margin | 0.50% | |||||||||||
Subsequent event | New Term Loan Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Monthly basis spread on variable rate | 1.00% | |||||||||||
Subsequent event | New Term Loan Facility | Base Rate | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Minimum allowable variable rate | 0.0150 | |||||||||||
Minimum annual variable rate | 0.0300 | |||||||||||
Subsequent event | New Term Loan Facility | Eurodollar | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Minimum allowable variable rate | 0.0100 | |||||||||||
Minimum annual variable rate | 0.0400 | |||||||||||
Subsequent event | New Revolving Credit Facility | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 150,000,000 | |||||||||||
Debt instrument term | 5 years | |||||||||||
Prepayment premium | 1.00% | |||||||||||
Annual amortization rate | 1.00% | |||||||||||
Springing financial maintenance covenant | 35.00% | |||||||||||
Net leverage ratio | 7.10 | |||||||||||
Subsequent event | New Revolving Credit Facility | Fed Funds Effective Rate Overnight Index Swap Rate | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Revolving Loan applicable margin | 0.50% | |||||||||||
Subsequent event | New Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Monthly basis spread on variable rate | 1.00% | |||||||||||
Subsequent event | New Revolving Credit Facility | Base Rate | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Minimum allowable variable rate | 0.0150 | |||||||||||
Minimum annual variable rate | 0.0225 | |||||||||||
Subsequent event | New Revolving Credit Facility | Eurodollar | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Minimum allowable variable rate | 0.0050 | |||||||||||
Minimum annual variable rate | 0.0325 |