Segment and Geographical Information | SEGMENT AND GEOGRAPHICAL INFORMATION In the fourth quarter of 2018, in connection with our efforts to improve operational focus and transparency, drive overhead accountability into segment operating results, and increase strategic agility across the value chain from our upstream business' core strength in manufacturing and technology to our downstream business' core strength in offering complete solutions in residential and commercial markets, we reorganized our segment reporting to an upstream and downstream structure. Previously, we operated under three end-customer segments comprised of our (i) Residential Segment, (ii) Commercial Segment, and (iii) Power Plan Segment. Historically, the Residential Segment referred to sales of solar energy solutions to residential end-customers, the Commercial Segment referred to sales of energy solutions to commercial and public entity end-customers, and the Power Plant Segment referred to our large-scale solar products and systems and component sales. Under the new segmentation, SunPower Energy Services Segment ("SunPower Energy Services" or "Downstream") refers to sales of solar energy solutions in the North America region previously included in the legacy Residential Segment and Commercial Segment (collectively previously referred to as "Distributed Generation" or "DG") including direct sales of turn-key engineering, procurement and construction ("EPC") services, sales to our third-party dealer network, sales of energy under power purchase agreements ("PPAs"), storage solutions, cash sales and long-term leases directly to end customers, and sales to resellers. SunPower Energy Services Segment also includes sales of our global O&M services. SunPower Technologies Segment ("SunPower Technologies" or "Upstream") refers to our technology development, worldwide solar panel manufacturing operations, equipment supply to resellers and commercial and residential end-customers outside of North America ("International DG"), and worldwide power plant project development and project sales. Upon reorganization, some support functions and responsibilities, which previously resided within the corporate function, have been shifted to each segment, including financial planning and analysis, legal, treasury, tax and accounting support and services, among others. The reorganization provides our management with a comprehensive financial overview of our key businesses. The application of this structure permits us to align our strategic business initiatives and corporate goals in a manner that best focuses our businesses and support operations for success. Our Chief Executive Officer, as the chief operating decision maker (“CODM”), reviews our business, manages resource allocations and measures performance of our activities between the SunPower Energy Services Segment and the SunPower Technologies Segment. Reclassifications of prior period segment information have been made to conform to the current period presentation. These changes did not materially affect our previously reported Consolidated Financial Statements. Adjustments Made for Segment Purposes Adjustments Based on International Financial Reporting Standards (“IFRS”) 8point3 Energy Partners The company included adjustments related to the sales of projects contributed to 8point3 based on the difference between the fair market value of the consideration received and the net carrying value of the projects contributed, of which, a portion was deferred in proportion to the company’s retained equity stake in 8point3. The deferred profit was subsequently recognized over time. Under GAAP, these sales were recognized under either real estate, lease, or consolidation accounting guidance depending upon the nature of the individual asset contributed, with outcomes ranging from no, partial, or full profit recognition. IFRS profit, less deferrals associated with retained equity, was recognized for sales related to the residential lease portfolio. Revenue recognition for other projects sold to 8point3 was deferred until these projects reached commercial operations. Equity in earnings of unconsolidated investees also included the impact of the company’s share of 8point3’s earnings related to sales of projects receiving sales recognition under IFRS but not GAAP. On June 19, 2018, the company sold its equity interest in the 8point3 Group. Legacy utility and power plant projects We include adjustments related to the revenue recognition of certain legacy utility and power plant projects based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligations and, when relevant, the allocation of revenue and margin to our project development efforts at the time of initial project sale. Legacy sale-leaseback transactions We include adjustments related to the revenue recognition on certain legacy sale-leaseback transactions entered into before December 31, 2018, based on the net proceeds received from the buyer-lessor. Under U.S. GAAP, these transactions were accounted for under the financing method in accordance with the applicable accounting guidance. Under such guidance, no revenue or profit is recognized at the inception of the transaction, and the net proceeds from the buyer-lessor are recorded as a financing liability. Imputed interest is recorded on the liability equal to our incremental borrowing rate adjusted solely to prevent negative amortization. Under IFRS, such revenue and profit is recognized at the time of sale to the buyer-lessor if certain criteria are met. Upon adoption of IFRS 16, Leases, on December 31, 2018, IFRS is aligned with GAAP. Unrealized gain on equity investments We recognize adjustments related to the fair value of equity investments with readily determinable fair value based on the changes in the stock price of these equity investments at every reporting period. Under GAAP, unrealized gains and losses due to changes in stock prices for these securities are recorded in earnings while under IFRS, an election can be made to recognize such gains and losses in other comprehensive income. Such an election was made by Total S.A. Management believes that excluding the unrealized gain or loss on the equity investments is consistent with our internal reporting process as part of its status as a consolidated subsidiary of Total S.A. and better reflects our ongoing results. Other Adjustments Intersegment gross margin To increase efficiencies and the competitive advantage of our technologies, SunPower Technologies sells solar modules to SunPower Energy Services based on transfer prices determined based on management's assessment of market-based pricing terms. Such intersegment sales and related costs are eliminated at the corporate level to derive our condensed consolidated financial results. Impairment of residential lease assets In the fourth quarter of fiscal 2017, we made the decision to sell or refinance our interest in the Residential Lease Portfolio and as a result of this triggering event, determined it was necessary to evaluate the potential for impairment in our ability to recover the carrying amount of the Residential Lease Portfolio. In accordance with such evaluation, we recognized a non-cash impairment charge on our solar power systems leased and to be leased and an allowance for losses related financing receivables. In connection with the impairment loss, the carrying values of our solar power systems leased and to be leased were reduced which resulted in lower depreciation charges. In the fourth quarter of fiscal 2018, we sold membership units representing a 49% membership interest in our residential lease business and retained a 51% membership interest. The loss on divestment and the remaining unsold residential lease assets impairment with its corresponding depreciation savings are excluded from our segment results as they are non-cash in nature and not reflective of ongoing operating results. Construction revenue on solar services contracts Upon adoption of the ASC 842 in the first quarter of fiscal 2019, revenue and cost of revenue on solar services contracts with residential customers are recognized ratably over the term of those contracts, beginning when the projects are placed in service. For segment reporting purposes, we recognize revenue and cost of revenue upfront based on the expected cash proceeds to align with the legacy lease accounting guidance. Management believes it is appropriate to recognize revenue and cost of revenue upfront based on total expected cash proceeds, as it better reflects our ongoing results as such method aligns revenue and costs incurred most accurately in the same period. Cost of above-market polysilicon As described in "Note 9. Commitments and Contingencies ," we have entered into multiple long-term, fixed-price supply agreements to purchase polysilicon for periods of up to ten years. The prices in select legacy supply agreements, which include a cash portion and a non-cash portion attributable to the amortization of prepayments made under the agreements, significantly exceed current market prices. Additionally, in order to reduce inventory and improve working capital, we have periodically elected to sell polysilicon inventory in the marketplace at prices below our purchase price, thereby incurring a loss. We excluded the impact of our above-market cost of polysilicon, including the effect of above-market polysilicon on product costs, losses incurred on sales of polysilicon to third parties, and inventory reserves and project asset impairments recorded as a result of above-market polysilicon, from our segment results. Stock-based compensation We incur stock-based compensation expense related primarily to our equity incentive awards. We exclude this expense from our segment results. Amortization of intangible assets We incur amortization expense on intangible assets as a result of acquisitions, which include patents, project assets, purchased technology, in-process research and development and trade names. We exclude this expense from our segment results. Depreciation of idle equipment We changed the deployment plan for our next generation of solar cell technology, and revised our depreciation estimates to reflect the use of certain assets over their shortened useful life. Such asset depreciation was excluded from our operating results as it was non-cash in nature and not reflective of ongoing operating results. Gain on business divestiture In June 2019, we completed a transaction pursuant to which we sold membership interest in certain of our subsidiaries that own leasehold interests in projects subject to sale-leaseback financing arrangements. In connection with this sale, we recognized a gain relating to this business divestiture. Management believes that it was appropriate to exclude this gain from our segment results as it was not reflective of ongoing operating results. Transaction-related costs In connection with material transactions such as acquisition or divestiture of a business, we incur transaction costs including legal and accounting fees. Management believes that it is appropriate to exclude these costs from our segment results as they would not have otherwise been incurred as part of its business operations and are therefore not reflective of ongoing operating results. Business reorganization costs In connection with the reorganization of our business into an upstream and downstream business unit structure, we incurred and expect to continue incurring expenses in the upcoming quarters associated with reclassifying prior period segment information, reorganization of corporate functions and responsibilities to the business units, updating accounting policies and processes and implementing systems to fulfill the requirements of the master supply agreement between the segments. We believe that it is appropriate to exclude these from our segment results as they would not have otherwise been incurred as part of its business operations and are therefore not reflective of ongoing operating results. Restructuring charges We incur restructuring expense related to reorganization plans aimed towards realigning resources consistent with our global strategy and improving our overall operating efficiency and cost structure. We exclude this expense from our segment results as they would not have otherwise been incurred as part of its business operations and are therefore not reflective of ongoing operating results. Non-cash interest expense We incur non-cash interest expense related to the amortization of items such as original issuance discounts on certain of our convertible debt. We exclude this expense from our segment results they would not have otherwise been incurred as part of its business operations and are therefore not reflective of ongoing operating results. Segment and Geographical Information The following tables present segment results for the three and six months ended June 30, 2019 and July 1, 2018 for revenue, gross margin, and adjusted EBITDA, each as reviewed by the CODM, and their reconciliation to our condensed consolidated GAAP results, as well as information about significant customers and revenue by geography based on the destination of the shipments, and property, plant and equipment, net by segment. Three Months Ended June 30, 2019 July 1, 2018 (In thousands): SunPower Energy Services SunPower Technologies SunPower Energy Services SunPower Technologies Revenue from external customers: North America Residential $ 173,954 $ — $ 179,881 $ — North America Commercial 70,784 — 82,789 — Operations and maintenance 12,602 — 12,477 — International DG — 109,591 — 83,801 Module sales — 102,160 — 64,923 Development services and legacy power plant — 12,781 — 23,283 Intersegment revenue — 90,416 — 68,876 Total segment revenue as reviewed by CODM $ 257,340 $ 314,948 $ 275,147 $ 240,883 Segment gross profit as reviewed by CODM $ 24,114 $ 24,469 $ 40,546 $ 4,430 Adjusted EBITDA $ 2,342 $ 11,700 $ 42,126 $ 23,187 Six Months Ended June 30, 2019 July 1, 2018 (In thousands): SunPower Energy Services SunPower Technologies SunPower Energy Services SunPower Technologies Revenue from external customers: North America Residential $ 340,601 $ — $ 325,826 $ — North America Commercial 135,909 — 179,684 — Operations and maintenance 22,556 — 25,025 — International DG — 189,114 — 145,572 Module sales — 191,576 — 111,256 Development services and legacy power plant — 13,675 — 58,739 Intersegment revenue — 151,216 — 177,750 Total segment revenue as reviewed by CODM $ 499,066 $ 545,581 $ 530,535 $ 493,317 Segment gross profit as reviewed by CODM $ 41,987 $ 23,611 $ 76,180 $ 1,208 Adjusted EBITDA $ (11,569 ) $ 3,200 $ 84,131 $ 29,032 Reconciliation of Segment Revenue to Condensed Consolidated GAAP Revenue Three Months Ended Six Months Ended (In thousands): June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Total segment revenue as reviewed by CODM $ 572,288 $ 516,030 $ 1,044,647 1,023,852 Adjustments to segment revenue: Intersegment elimination (90,416 ) (68,876 ) (151,216 ) (177,750 ) 8point3 Energy Partners — 8,337 — 8,588 Legacy utility and power plant projects 23 1,301 194 3,093 Legacy sale-leaseback transactions — (7,695 ) — (16,798 ) Construction revenue on solar services contracts (45,614 ) — (109,119 ) — Condensed consolidated GAAP revenue $ 436,281 $ 449,097 $ 784,506 $ 840,985 Reconciliation of Segment Gross Profit to Condensed Consolidated GAAP Gross Profit Three Months Ended Six Months Ended (In thousands): June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Segment gross profit $ 48,583 $ 44,976 $ 65,598 $ 77,388 Adjustments to segment gross profit: Intersegment elimination 2,157 7,445 9,793 1,301 8point3 Energy Partners — 8,337 — 8,337 Legacy utility and power plant projects (884 ) 569 (1,000 ) 837 Legacy sale-leaseback transactions 3,684 359 4,507 3,398 Impairment of property, plant and equipment — (355,107 ) — (355,107 ) Construction revenue on solar services contracts (5,506 ) — (16,892 ) — Gain on sale and impairment of residential lease assets 632 4,152 757 8,005 Cost of above-market polysilicon (25,950 ) (16,669 ) (75,378 ) (35,369 ) Stock-based compensation expense (1,133 ) (1,580 ) (1,301 ) (2,521 ) Amortization of intangible assets (1,783 ) (2,443 ) (3,569 ) (4,935 ) Depreciation of idle equipment — — — (721 ) Condensed consolidated GAAP gross profit (loss) $ 19,800 $ (309,961 ) $ (17,485 ) $ (299,387 ) Reconciliation of Segments EBITDA to Loss before income taxes and equity in earnings (losses) of unconsolidated investees Three Months Ended Six Months Ended (In thousands): June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Segment adjusted EBITDA $ 14,042 $ 65,313 $ (8,369 ) $ 113,163 Adjustments to segment adjusted EBITDA: 8point3 Energy Partners — 8,308 — 8,485 Legacy utility and power plant projects (884 ) 569 (1,000 ) 837 Legacy sale-leaseback transactions (1,025 ) (4,187 ) (5,936 ) (5,560 ) Unrealized gain on equity securities 67,500 — 100,500 — Impairment of property, plant and equipment — (369,168 ) — (369,168 ) Construction revenue on solar services contracts 6,398 — 10,138 — Gain on sale and impairment of residential lease assets (15,554 ) (50,360 ) (23,867 ) (95,499 ) Cost of above-market polysilicon (25,950 ) (16,669 ) (75,378 ) (35,369 ) Stock-based compensation expense (6,270 ) (6,643 ) (11,936 ) (15,401 ) Amortization of intangible assets (1,783 ) (2,443 ) (3,569 ) (4,935 ) Depreciation of idle equipment — — — (721 ) Gain on business divestiture 137,286 — 143,400 — Transaction-related costs (1,173 ) — (2,595 ) — Business reorganization costs (4,156 ) — (6,805 ) — Restructuring charges (2,453 ) (3,504 ) (1,788 ) (14,681 ) Non-cash interest expense (10 ) (23 ) (20 ) (45 ) Equity in earnings of unconsolidated investees 1,963 13,415 283 15,559 Net loss attributable to noncontrolling interests (11,385 ) (36,726 ) (26,226 ) (68,349 ) Cash interest expense, net of interest income (11,148 ) (21,509 ) (21,354 ) (41,674 ) Depreciation (21,286 ) (36,983 ) (40,467 ) (74,559 ) Corporate (6,007 ) (6,737 ) (7,354 ) (22,255 ) Income (loss) before income taxes and equity in earnings of unconsolidated investees $ 118,105 $ (467,347 ) $ 17,657 $ (610,172 ) Three Months Ended Six Months Ended (As a percentage of total revenue): June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Revenue by geography: United States 48 % 68 % 49 % 68 % France 11 % 8 % 11 % 9 % Rest of World 41 % 24 % 40 % 23 % 100 % 100 % 100 % 100 % |