Cover page
Cover page - shares | 3 Months Ended | |
Mar. 29, 2020 | May 01, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Entity Registrant Name | SUNPOWER CORP | |
Entity Central Index Key | 0000867773 | |
Current Fiscal Year End Date | --12-29 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 29, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-34166 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-3008969 | |
Entity Address, Address Line One | 51 Rio Robles | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95134 | |
City Area Code | 408 | |
Local Phone Number | 240-5500 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | SPWR | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding (in shares) | 169,952,323 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 | |
Current assets: | |||
Cash and cash equivalents | $ 205,452 | $ 422,955 | |
Restricted cash and cash equivalents, current portion | 29,466 | 26,348 | |
Restricted short-term marketable securities | 6,196 | 6,187 | |
Accounts receivable, net | 243,476 | [1] | 226,476 |
Contract assets | 102,340 | [1] | 99,426 |
Inventories | 391,800 | 358,257 | |
Advances to suppliers, current portion | 98,452 | 107,388 | |
Project assets - plants and land, current portion | 21,581 | 12,650 | |
Prepaid expenses and other current assets | 104,635 | 121,244 | |
Total current assets | 1,203,398 | 1,380,931 | |
Restricted cash and cash equivalents, net of current portion | 9,364 | 9,354 | |
Property, plant and equipment, net | 312,192 | 323,726 | |
Operating lease right-of-use assets | 60,796 | 51,258 | |
Solar power systems leased, net | 53,375 | 54,338 | |
Advances to suppliers, net of current portion | 13,993 | 13,993 | |
Other intangible assets, net | 5,568 | 7,466 | |
Other long-term assets | 338,838 | 330,855 | |
Total assets | 1,997,524 | 2,171,921 | |
Current liabilities: | |||
Accounts payable | 403,180 | [1] | 441,759 |
Accrued liabilities | 165,863 | [1] | 203,890 |
Operating lease liabilities, current portion | 11,424 | 9,463 | |
Contract liabilities, current portion | 126,281 | [1] | 138,441 |
Short-term debt | 124,682 | 104,856 | |
Total current liabilities | 831,430 | 898,409 | |
Long-term | 98,095 | 113,827 | |
Convertible debt | 730,637 | [1] | 820,259 |
Operating lease liabilities, net of current portion | 53,740 | 46,089 | |
Contract liabilities, net of current portion | 63,567 | [1] | 67,538 |
Other long-term liabilities | 199,994 | 204,300 | |
Total liabilities | 1,977,463 | 2,150,422 | |
Commitments and contingencies (Note 8) | |||
Equity: | |||
Preferred stock, $0.001 par value; 10,000 shares authorized; none issued and outstanding as of June 30, 2019 and December 30, 2018 | 0 | 0 | |
Common stock, $0.001 par value, 367,500 shares authorized; 153,931 shares issued, and 142,393 shares outstanding as of June 30, 2019; 152,085 shares issued, and 141,180 shares outstanding as of December 30, 2018 | 170 | 168 | |
Additional paid-in capital | 2,668,704 | 2,661,819 | |
Accumulated deficit | (2,451,110) | (2,449,679) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (8,789) | (9,512) | |
Treasury stock, at cost: 11,538 shares of common stock as of June 30, 2019; 10,905 shares of common stock as of December 30, 2018 | (199,543) | (192,633) | |
Total stockholders' equity | 9,432 | 10,163 | |
Noncontrolling interests in subsidiaries | 10,629 | 11,336 | |
Total equity | 20,061 | 21,499 | |
Total liabilities and equity | $ 1,997,524 | $ 2,171,921 | |
[1] | We have related-party balances for transactions made with Total S.A. and its affiliates as well as unconsolidated entities in which we have a direct equity investment. These related-party balances are recorded within the "accounts receivable, net," "prepaid expenses and other current assets," "contract assets," "accounts payable," "accrued liabilities," "contract liabilities, current portion," "convertible debt," and "contract liabilities, net of current portion," financial statement line items on our condensed consolidated balance sheets (see Note 2, Note 8, Note 9, and Note 10). |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Mar. 29, 2020 | Dec. 29, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Preferred stock shares outstanding (in shares) | 0 | 0 |
Common stock par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock shares authorized (in shares) | 367,500,000 | 367,500,000 |
Common stock shares issued (in shares) | 182,297,000 | 179,845,000 |
Common stock shares outstanding (in shares) | 169,755,000 | 168,121,000 |
Common stock shares held as treasury stock (in shares) | 12,542,000 | 11,724,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Revenue: | ||
Revenue | $ 449,190 | $ 348,225 |
Cost of revenue: | ||
Cost of Revenue | 411,742 | 385,510 |
Gross profit (loss) | 37,448 | (37,285) |
Operating expenses: | ||
Research and development | 15,638 | 14,993 |
Sales, general and administrative | 65,958 | 62,857 |
Restructuring charges (credits) | 1,576 | (665) |
(Gain) loss on sale and impairment of residential lease assets | 274 | 9,226 |
Gain on business divestiture | 0 | (6,114) |
Total operating expenses | 82,898 | 80,297 |
Operating loss | (45,450) | (117,582) |
Other income (expense), net: | ||
Interest income | 404 | 852 |
Interest expense | (10,537) | (16,791) |
Other, net | 55,069 | 33,073 |
Other income, net | 44,936 | 17,134 |
Loss before income taxes and equity in earnings of unconsolidated investees | (514) | (100,448) |
Provision for income taxes | (1,869) | (5,797) |
Equity in earnings of unconsolidated investees | 245 | 1,680 |
Net loss | (2,138) | (104,565) |
Net income attributable to noncontrolling interests and redeemable noncontrolling interests | 707 | 14,841 |
Net loss attributable to stockholders | $ (1,431) | $ (89,724) |
Net loss per share attributable to stockholders: | ||
Basic (usd per share) | $ (0.01) | $ (0.63) |
Diluted (usd per share) | $ (0.01) | $ (0.63) |
Weighted-average shares: | ||
Basic (shares) | 168,822 | 141,720 |
Diluted (shares) | 168,822 | 141,720 |
Solar power systems, components, and other | ||
Revenue: | ||
Revenue | $ 443,933 | $ 341,442 |
Cost of revenue: | ||
Cost of Revenue | 409,017 | 380,906 |
Residential leasing | ||
Revenue: | ||
Revenue | 1,324 | 3,884 |
Cost of revenue: | ||
Cost of Revenue | 1,296 | 3,022 |
Solar services | ||
Revenue: | ||
Revenue | 3,933 | 2,899 |
Cost of revenue: | ||
Cost of Revenue | $ 1,429 | $ 1,582 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (2,138) | $ (104,565) |
Components of other comprehensive income (loss): | ||
Translation adjustment | (775) | (21) |
Net change in derivatives (Note 11) | 1,688 | 185 |
Net loss on long-term pension liability obligation | (49) | 0 |
Income taxes | (141) | (65) |
Total other comprehensive income | 723 | 99 |
Total comprehensive loss | (1,415) | (104,466) |
Comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests | 707 | 14,841 |
Comprehensive loss attributable to stockholders | $ (708) | $ (89,625) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Total Stockholders’ Equity | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Noncontrolling Interests in Subsidiaries | Accumulated Deficit |
Shares issued, beginning of period (in shares) at Dec. 30, 2018 | 141,178 | |||||||
Stockholders' equity, beginning of period at Dec. 30, 2018 | $ (149,886) | $ (208,696) | $ 141 | $ 2,463,370 | $ (187,069) | $ (4,150) | $ 58,810 | $ (2,480,988) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (104,565) | (89,724) | (14,841) | (89,724) | ||||
Other comprehensive income | 99 | 99 | 99 | |||||
Issuance of restricted stock to employees, net of cancellations (in shares) | 1,848 | |||||||
Issuance of restricted stock to employees, net of cancellations | 2 | 2 | $ 2 | |||||
Stock-based compensation expense | 6,628 | 6,628 | 6,628 | |||||
Purchases of treasury stock (in shares) | (633) | |||||||
Purchases of treasury stock | (3,872) | (3,872) | $ (1) | (3,871) | ||||
Noncontrolling Interest, Increase | 20,987 | 20,987 | ||||||
Shares issued, end of period (in shares) at Mar. 31, 2019 | 142,393 | |||||||
Stockholders' equity, end of period at Mar. 31, 2019 | (221,456) | (286,412) | $ 142 | 2,469,998 | (190,940) | (4,051) | 64,956 | (2,561,561) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cumulative-effect upon adoption of ASC 842 | 9,151 | 9,151 | 9,151 | |||||
Shares issued, beginning of period (in shares) at Dec. 29, 2019 | 168,121 | |||||||
Stockholders' equity, beginning of period at Dec. 29, 2019 | 21,499 | 10,163 | $ 168 | 2,661,819 | (192,633) | (9,512) | 11,336 | (2,449,679) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (2,138) | (1,431) | (707) | (1,431) | ||||
Other comprehensive income | 723 | 723 | 723 | |||||
Issuance of restricted stock to employees, net of cancellations (in shares) | 2,452 | |||||||
Issuance of restricted stock to employees, net of cancellations | 3 | 3 | $ 3 | |||||
Stock-based compensation expense | 6,885 | 6,885 | 6,885 | |||||
Purchases of treasury stock (in shares) | (818) | |||||||
Purchases of treasury stock | (6,911) | (6,911) | $ (1) | (6,910) | ||||
Shares issued, end of period (in shares) at Mar. 29, 2020 | 169,755 | |||||||
Stockholders' equity, end of period at Mar. 29, 2020 | $ 20,061 | $ 9,432 | $ 170 | $ 2,668,704 | $ (199,543) | $ (8,789) | $ 10,629 | $ (2,451,110) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (2,138) | $ (104,565) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 16,892 | 24,190 |
Stock-based compensation | 6,867 | 5,666 |
Non-cash interest expense | 1,910 | 2,415 |
Equity in earnings of unconsolidated investees | (245) | (1,680) |
Gain on equity investments | (49,152) | (33,000) |
Gain on retirement of convertible debt | (2,956) | 0 |
Gain on business divestiture | 0 | (6,114) |
Deferred income taxes | (349) | 2,048 |
Impairment of residential lease assets | 289 | 9,226 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (17,880) | 12,196 |
Contract assets | 295 | 1,712 |
Inventories | (43,061) | (41,718) |
Project assets | (8,881) | 776 |
Prepaid expenses and other assets | 18,635 | 11,727 |
Operating lease right-of-use assets | 2,923 | 2,603 |
Long-term financing receivables, net | 0 | (1,611) |
Advances to suppliers | 8,936 | 13,055 |
Accounts payable and other accrued liabilities | (92,599) | (28,819) |
Contract liabilities | (16,130) | (14,578) |
Operating lease liabilities | (2,849) | (2,559) |
Net cash used in operating activities | (179,493) | (149,030) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (6,213) | (6,548) |
Cash paid for solar power systems | (610) | (27,600) |
Proceeds from business divestiture | 0 | 9,677 |
Proceeds from sale of equity investment and partial return of capital by an unconsolidated investee | 46,149 | 0 |
Net cash provided by (used in) investing activities | 39,326 | (24,471) |
Cash flows from financing activities: | ||
Proceeds from bank loans and other debt | 76,544 | 67,979 |
Repayment of bank loans and other debt | (65,730) | (58,372) |
Proceeds from issuance of non-recourse residential financing, net of issuance costs | 0 | 22,255 |
Contributions from noncontrolling interests and redeemable noncontrolling interests attributable to residential projects | 0 | 20,987 |
Proceeds from issuance of non-recourse power plant and commercial financing, net of issuance costs | 9,754 | 0 |
Cash paid for repurchase of convertible debt | (87,141) | 0 |
Settlement of contingent consideration arrangement, net of cash received | 423 | |
Settlement of contingent consideration arrangement, net of cash received | (2,448) | |
Purchases of stock for tax withholding obligations on vested restricted stock | (6,914) | (3,872) |
Equity offering costs paid | (928) | 0 |
Net cash provided by (used in) financing activities | (73,992) | 46,529 |
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents | (216) | 112 |
Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents | (214,375) | (126,860) |
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period | 458,657 | 363,763 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period | 244,282 | 236,903 |
Non-cash transactions: | ||
Costs of solar power systems sourced from existing inventory | 0 | 16,406 |
Costs of solar power systems funded by liabilities | 1,184 | 4,553 |
Property, plant and equipment acquisitions funded by liabilities | 2,385 | 10,792 |
Contractual obligations satisfied by inventory | 975 | 0 |
Right-of-use assets obtained in exchange for lease obligations | 12,461 | 81,525 |
Aged supplier financing balances reclassified from accounts payable to short-term debt | $ 5,000 | $ 0 |
Organization And Summary Of Sig
Organization And Summary Of Significant Accounting Policies | 3 Months Ended |
Mar. 29, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization And Summary Of Significant Accounting Policies | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization SunPower Corporation (together with its subsidiaries, "SunPower," "we," "us," and "our") is a leading global energy company that delivers complete solar solutions to residential and commercial customers worldwide through an array of hardware, software, and financing options and through solar power solutions, operations and maintenance ("O&M") services, and "Smart Energy" solutions. SunPower's Smart Energy initiative is designed to add layers of intelligent controls to homes, buildings and grids - all personalized through easy-to-use customer interfaces. Of all the solar cells commercially available to the mass market, we believe our solar cells have the highest solar power conversion efficiency, a measurement of the amount of sunlight converted by the solar cell into electricity. SunPower is a majority-owned subsidiary of Total Solar INTL SAS ("Total", formerly Total Energies Nouvelles Activités USA) and Total Gaz Electricité Holdings France SAS (“Total Gaz”), each a subsidiary of Total S.A. ("Total S.A.") (see "Note 2. Transactions with Total and Total S.A "). Liquidity The global spread of the coronavirus ("COVID-19") has created significant uncertainty and economic disruptions worldwide. In our response to the COVID-19 pandemic, we have instituted certain measures, including requirements to work remotely for the majority of our workforce, travel restrictions and the idling of our factories in France, Malaysia, Mexico, the Philippines, and the U.S consistent with actions taken or recommended by governmental authorities . In addition, we have implemented several mitigating actions to prudently manage our business during the current industry uncertainty relating to the COVID-19 pandemic. These actions include reducing management salaries, freezing all hiring and merit increases, reducing capital expenditures and discretionary spending, and temporarily moving most of our employees to a four-day work week in recognition of reduced demand and workloads due to the pandemic. We also continue to focus on improving our overall operating performance and liquidity, including managing cash flow and working capital. Despite the challenging and volatile economic conditions, we believe that our total cash and cash equivalents will be sufficient to meet our obligations over the next 12 months from the date of issuance of our financial statements. While we have not drawn on it, we have the ability to enhance our available cash by borrowing up to $55.0 million under our Green Revolving Credit Agreement ("2019 Revolver"). See Note 10. Debt and Credit Sources. In addition, we have historically been successful in our ability to divest certain investments and non-core assets, secure other sources of financing, such as accessing the capital market, and implement other cost reduction initiatives such as restructuring, to satisfy our liquidity needs; however, our access to these sources could be materially and adversely impacted and we may not be able to receive terms as favorable as we would ordinarily expect to receive. Although we have historically been able to generate liquidity, we cannot predict, with certainty, the outcome of our actions to generate liquidity as planned. Additionally, we are uncertain of the full extent to which the COVID-19 pandemic will impact our business, operations and financial results over time. Basis of Presentation and Preparation Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of SunPower and our wholly-owned subsidiaries, and have been prepared by us in accordance with generally accepted accounting principles in the United States ("United States" or "U.S.," and such accounting principles, "U.S. GAAP") for interim financial information, and include the accounts of SunPower, all of our subsidiaries and special purpose entities, as appropriate under U.S. GAAP. All intercompany transactions and balances have been eliminated on consolidation. The financial information included herein is unaudited, and reflects all adjustments which are, in the opinion of our management, of a normal recurring nature and necessary for a fair statement of the results for the periods presented. The December 29, 2019 consolidated balance sheet data was derived from SunPower’s audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2019, as filed with the Securities and Exchange Commission ("SEC") on February 18, 2020 but does not include all disclosures required by U.S. GAAP. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in SunPower's Annual Report on Form 10-K for the fiscal year ended December 29, 2019. The operating results for the three months ended March 29, 2020 are not necessarily indicative of the results that may be expected for fiscal year 2020, or for any other future period. We have a 52-to-53-week fiscal year that ends on the Sunday closest to December 31. Accordingly, every fifth or sixth year will be a 53-week fiscal year. The current fiscal year, fiscal 2020, is a 53-week fiscal year, while fiscal year 2019 was a 52-week fiscal year. The first quarter of fiscal 2020 ended on March 29, 2020, while the first quarter of fiscal 2019 ended on March 31, 2019. Management Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in these condensed consolidated financial statements and accompanying notes. Significant estimates in these condensed consolidated financial statements include revenue recognition, specifically the nature and timing of satisfaction of performance obligations, standalone selling price of performance obligations and variable consideration; allowances for credit losses, including estimating macroeconomic factors affecting historical recovery rate of receivables; inventory and project asset write-downs; stock-based compensation; fair value assumptions for solar power systems and other long-lived assets sold under sale-leaseback transactions; long-lived asset impairment, specifically estimates for valuation assumptions including discount rates and future cash flows; economic useful lives of property, plant and equipment, and intangible assets; fair value of investments, including equity investments for which we apply the fair value option and other financial instruments; residual value of solar power systems; valuation of contingencies such as accrued warranty; the incremental borrowing rate used in discounting of lease liabilities; the fair value of indemnities provided to customers and other parties; and income taxes and tax valuation allowances. As a result of the uncertainty involved with industry impacts of COVID-19, many of our estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. These estimates may change as impacts become more certain and additional information becomes available, which may result in a significant change to our estimates in future periods. Actual results could materially differ from those estimates. Summary of Selected Significant Accounting Policies Included below, are selected significant accounting policies that were added or modified during the three months ended March 29, 2020 as a result of new transactions entered into or the adoption of new accounting policies. Refer to our Annual Report on Form 10-K for the fiscal year ended December 29, 2019 for the full list of our significant accounting policies. Financial Instruments - Credit Losses Effective December 30, 2019, we adopted Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13) and subsequent amendment to the initial guidance: ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02, and ASU 2020-03 (collectively , "Topic 326") . Topic 326 requires measurement and recognition of expected credit losses for financial assets held. The amendment applies to entities which hold financial assets and net investments in leases that are not accounted for at fair value through net income as well as loans, debt securities, accounts receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. For additional information on the changes resulting from the new standard and the impact to our financial results on adoption, refer to the section Recently Adopted Accounting Pronouncements below. We recognize an allowance for credit loss at the time a receivable is recorded based on our estimate of expected credit losses and adjust this estimate over the life of the receivable as needed. We evaluate the aggregation and risk characteristics of a receivable pool and develop loss rates that reflect historical collections, current forecasts of future economic conditions over the time horizon we are exposed to credit risk, and payment terms or conditions that may materially affect future forecasts. As of March 29, 2020, we reported $243.5 million of accounts receivable, net of allowances of $22.5 million. Based on aging analysis as of March 29, 2020, 83% of our trade accounts receivable was outstanding less than 60 days. Refer to Note 4. Balance Sheet Components for more details regarding changes in allowance for credit losses. We will continue to actively monitor the impact of the COVID-19 pandemic on expected credit losses. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued Topic 326, to replace the prior incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments in Topic 326 apply to entities which hold financial assets and net investments in leases that are not accounted for at fair value through net income as well as loans, debt securities, accounts receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - Genera l (Subtopic 715-20) to add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. We adopted the ASU during first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40) requiring a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities , which broadens the scope of the private company alternative to include all common control arrangements that meet specific criteria (not just leasing arrangements) and also eliminates the requirement that entities consider indirect interests held through related parties under common control in their entirety when assessing whether a decision-making fee is a variable interest. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 , which 1) clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606; 2) adds unit-of-account guidance in Topic 808 to align with the guidance in Topic 606; and 3) requires that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes , which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes, and clarifies certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for us no later than the first quarter of fiscal 2021. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. We are currently evaluating the impacts of the provisions of ASU 2019-12 on our financial statements and disclosures. In January 2020, the FASB issued ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendment clarifies accounting for equity investments and non-derivative forward contracts or purchased call options under ASC 321. ASU 2020-01 is effective no later than the first quarter of fiscal 2021. Early adoption is permitted, and the ASU should be applied prospectively. While we are still evaluating the impacts of the provisions of ASU 2020-01 on our financial statements and disclosures, the impact is not expected to be material. |
Transactions with Total and Tot
Transactions with Total and Total S.A. | 3 Months Ended |
Mar. 29, 2020 | |
Related Party Transactions [Abstract] | |
Transactions with Total and Total S.A. | TRANSACTIONS WITH TOTAL AND TOTAL S.A. In June 2011, Total completed a cash tender offer to acquire 60% of our then outstanding shares of common stock at a price of $23.25 per share, for a total cost of approximately $1.4 billion. In December 2011, we entered into a Private Placement Agreement with Total (the "Private Placement Agreement"), under which Total purchased, and we issued and sold, 18.6 million shares of our common stock for a purchase price of $8.80 per share, thereby increasing Total's ownership to approximately 66% of our outstanding common stock as of that date. As of March 29, 2020, ownership of our outstanding common stock by Total S.A. and its affiliates was approximately 50%. Ownership of our outstanding common stock by Total S.A. and its affiliates was approximately 52% as of May 1, 2020. Supply Agreements In November 2016, we and Total entered into a four We recognize revenue for the solar panels supplied under this arrangement consistent with our revenue recognition policy for solar power components at a point in time when control of such products transfers to the customer, which generally occurs upon shipment or delivery depending on the terms of the contracts. In the second quarter of fiscal 2017, we started to supply Total with solar panels under the supply agreement and as of March 29, 2020, we had $19.2 million of "contract liabilities, current portion" and $32.1 million of "contract liabilities, net of current portion" on our condensed consolidated balance sheets related to the aforementioned supply agreement (see Note 8. Commitments and Contingencies"). In March 2018, we and Total, each through certain affiliates, entered into an agreement whereby we agreed to sell 3.42 MW of photovoltaic ("PV") modules to Total for a development project in Chile. This agreement provided for payment from Total in the amount of approximately $1.3 million, 10% of which was paid upon execution of the agreement. Subsequent to the first quarter of fiscal 2018, we have collected all receivables under this agreement. On January 7, 2019, we and Total, each through certain affiliates, entered into an agreement whereby we agreed to sell 3.7 MW of PV modules to Total for a ground-mounted PV installation in Dubai. This agreement provided for payment from Total in the amount of approximately $1.4 million, 10% of which was received after execution of the agreement. Subsequent to the first quarter of fiscal 2019, we have collected all receivables under this agreement. On March 4, 2019, we and Total, each through certain affiliates, entered into an agreement whereby we agreed to sell 10 MW of PV modules to Total for commercial rooftop PV installations in Dubai. This agreement provided for payment from Total in the amount of approximately $3.2 million, 10% of which was received in April 2019. Subsequent to the first quarter of fiscal 2019, we have collected all receivables under this agreement. In December 2019, we and Total, each through certain affiliates, entered into an agreement whereby we agreed to sell 93 MW of PV modules to Total for commercial PV modules in France. This agreement provided for payment from Total in the amount of approximately $38.4 million, 10% of which was received in December 2019. In December 2019, we entered into and closed four membership interest purchase and project development agreements to sell our membership interests in certain project companies to Total Strong, LLC., a joint venture between Total and Hannon Armstrong. We recognized revenue of $6.2 million for sales to this joint venture, which is included within "Solar power systems, components, and other" on our consolidated statements of operations for fiscal 2019. During the three months ended March 29, 2020, we recognized revenue of $11.3 million for sales to this joint venture, that included three project companies sold in the first quarter of fiscal 2020, and continued recognition of EPC revenue for sales in the prior fiscal year, which is included within "Solar power systems, components, and other" on our condensed consolidated statements of operations. Affiliation Agreement We and Total have entered into an Affiliation Agreement that governs the relationship between Total and us (the "Affiliation Agreement"). Until the expiration of a standstill period specified in the Affiliation Agreement (the "Standstill Period"), and subject to certain exceptions, Total, Total S.A., and any of their respective affiliates and certain other related parties (collectively, the "Total Group") may not effect, seek, or enter into discussions with any third party regarding any transaction that would result in the Total Group beneficially owning our shares in excess of certain thresholds, or request us or our independent directors, officers or employees, to amend or waive any of the standstill restrictions applicable to the Total Group. The Standstill Period ends when Total holds less than 15% ownership of us. The Affiliation Agreement imposes certain limitations on the Total Group's ability to seek to effect a tender offer or merger to acquire 100% of our outstanding voting power and imposes certain limitations on the Total Group's ability to transfer 40% or more of our outstanding shares or voting power to a single person or group that is not a direct or indirect subsidiary of Total S.A. During the Standstill Period, no member of the Total Group may, among other things, solicit proxies or become a participant in an election contest relating to the election of directors to our Board of Directors. The Affiliation Agreement provides Total with the right to maintain its percentage ownership in connection with any new securities issued by us, and Total may also purchase shares on the open market or in private transactions with disinterested stockholders, subject in each case to certain restrictions. The Affiliation Agreement also imposes certain restrictions with respect to the ability of us and our board of directors to take certain actions, including specifying certain actions that require approval by the directors other than the directors appointed by Total and other actions that require stockholder approval by Total. 0.875% Debentures Due 2021 In June 2014, we issued $400.0 million in principal amount of our 0.875% senior convertible debentures due June 1, 2021 (the "0.875% debentures due 2021"). An aggregate principal amount of $250.0 million of the 0.875% debentures due 2021 were initially acquired by Total. Interest is payable semi-annually, beginning on December 1, 2014. The 0.875% debentures due 2021 are convertible into shares of our common stock at any time based on an initial conversion rate of 20.5071 shares of common stock per $1,000 principal amount of 0.875% senior convertible debentures (which is equivalent to an initial conversion price of approximately $48.76 per share, which provided Total the right to acquire up to 5,126,775 shares of our common stock and now provides the right to acquire 3,969,375 shares of our common stock following the purchase noted below). The applicable conversion rate may adjust in certain circumstances, including a fundamental change, as described in the indenture governing the 0.875% debentures due 2021. During the three months ended March 29, 2020, we purchased $90.3 million of aggregated principal amount of the above convertible debt due 2021 for approximately $87.1 million, net. Total held a principal amount of $56.4 million of the total convertible debt repurchased and the remaining was held by other third-party investors. The purchases and early retirements resulted in a gain from extinguishment of debt of approximately $3.0 million, which represented the difference between the book value of the convertible notes, net of the remaining unamortized discount prior to repurchase and the reacquisition price of the convertible notes upon repurchase. The gain was recorded within “Other, net” on the condensed consolidated statement of operations 4.00% Debentures Due 2023 In December 2015, we issued $425.0 million in principal amount of our 4.00% senior convertible debentures due 2023 (the "4.00% debentures due 2023"). An aggregate principal amount of $100.0 million of the 4.00% debentures due 2023 were acquired by Total. The 4.00% debentures due 2023 are convertible into shares of our common stock at any time based on an initial conversion price equal to $30.53 per share, which provides Total the right to acquire up to 3,275,680 shares of our common stock. The applicable conversion rate may adjust in certain circumstances, including a fundamental change, as described in the indenture governing the 4.00% debentures due 2023. Joint Solar Projects with Total and its Affiliates We enter into various engineering, procurement, and construction ("EPC") and operations and maintenance ("O&M") agreements relating to solar projects, including EPC and O&M services agreements relating to projects owned or partially owned by Total and its affiliates. As of March 29, 2020, we had $16.0 million of "Contract assets" and $15.4 million of "Accounts receivable, net" on our Condensed Consolidated Balance Sheets related to projects in which Total and its affiliates have a direct or indirect material interest. During the fiscal 2018, in connection with a co-development solar project in Japan among us, Total, and an independent third party, we sold 25% of ownership interests in the co-development solar project to Total, for an immaterial amount of proceeds. We sold the remaining 25% of ownership interest to Total in the three months ended September 29, 2019, for proceeds of $4.6 million, and recognized a gain of $2.9 million, which is included within "other, net" in our condensed consolidated statements of operations for fiscal 2019. Development service revenue of $6.4 million was also recognized during fiscal 2019. We have also agreed to supply solar panels under this arrangement with sales beginning in October 2019 and expected to occur through November 2020. We recognize revenue from these sales consistent with our revenue recognition policy from solar power components. In connection with a co-development solar project in Chile between us and Total, we sold all of our 50% of ownership interests in the co-development project to Total in fiscal 2019, for proceeds of $14.1 million, and recognized a gain of $11.0 million, which is included within "other, net" in our condensed consolidated statements of operations for fiscal 2019. Further, Total assisted us in obtaining a solar module supply agreement with a third-party construction company building this project. We expect to incur charges of approximately $10.2 million, for Total's services in assisting us to secure the module supply agreement, that will be paid directly to Total in the second quarter of fiscal 2020. Of the $10.2 million, $4.9 million was recognized in the fourth quarter of fiscal 2019, $3.4 million in the first quarter of fiscal 2020, and the remainder is expected to be recognized by second quarter of fiscal 2020. Related-Party Transactions with Total and its Affiliates: The following related-party balances and amounts are associated with transactions entered into with Total and its Affiliates. Refer to Note 9. Equity Investments for related-party transactions with unconsolidated entities in which we have a direct equity investment. As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 15,360 $ 6,707 Contract assets 16,027 8,133 Prepaid and other assets 3,978 — Accounts payable 13,306 4,921 Contract liabilities, current portion 1 19,236 18,786 Contract liabilities, net of current portion 1 32,125 35,427 1 Refer to Note 8. Commitments and Contingencies - Advances from Customers . Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Revenue: Solar power systems, components, and other $ 29,246 $ 6,043 Cost of revenue: Solar power systems, components, and other 27,849 4,342 Research and development expense: Offsetting contributions received under the R&D Agreement — (158) Other income Gain on early retirement of convertible debt 1,850 — Interest expense: Guarantee fees incurred under the Credit Support Agreement 13 151 Interest expense incurred on the 0.875% debentures due 2021 404 547 Interest expense incurred on the 4.00% debentures due 2023 998 1,000 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 29, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue The following tables represent disaggregated revenue from contracts with customers for the three months ended March 29, 2020, and March 31, 2019 along with the reportable segment for each category: Three Months Ended (In thousands) SunPower Technologies SunPower Energy Services Total Revenue Category March 29, 2020 March 31, 2019 March 29, 2020 March 31, 2019 March 29, 2020 March 31, 2019 Module and component sales $ 94,299 $ 79,524 $ 165,738 $ 115,656 $ 260,037 $ 195,180 Solar power systems sales and EPC services 65,023 90,481 103,803 46,537 168,826 137,018 Operations and maintenance — — 15,070 9,244 15,070 9,244 Residential leasing — — 1,324 3,884 1,324 3,884 Solar services 1 — — 3,933 2,899 3,933 2,899 Revenue $ 159,322 $ 170,005 $ 289,868 $ 178,220 $ 449,190 $ 348,225 1 Upon adoption of ASC 842, revenues from residential leasing are being accounted for under ASC 606 and recorded under 'Solar services' We recognize revenue for sales of modules and components at the point that control transfers to the customer, which typically occurs upon shipment or delivery to the customer, depending on the terms of the contract, and we recognize revenue for operations and maintenance and solar services over the term of the service period. For EPC revenue and solar power systems sales, we commence recognizing revenue when control of the underlying system transfers to the customer and continue recognizing revenue over time as work is performed based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligations. Judgment is required to evaluate assumptions including the amount of net contract revenues and the total estimated costs to determine our progress towards contract completion and to calculate the corresponding amount of revenue to recognize. If estimated total costs on any contract are greater than the net contract revenues, we recognize the entire estimated loss in the period the loss becomes known. For contracts with post-installation systems monitoring and maintenance, we recognize revenue related to systems monitoring and maintenance over the non-cancellable contract term on a straight-line basis. Changes in estimates for EPC services occur for a variety of reasons, including but not limited to (i) construction plan accelerations or delays, (ii) product cost forecast changes, (iii) change orders, or (iv) changes in other information used to estimate costs. Changes in estimates may have a material effect in our condensed consolidated statements of operations. The table below outlines the impact on revenue of net changes in estimated transaction prices and input costs for systems related sales contracts (both increases and decreases) for the three months ended March 29, 2020 and March 31, 2019 as well as the number of projects that comprise such changes. For purposes of the following table, only projects with changes in estimates that have an impact on revenue and or cost of at least $1.0 million during the periods were presented. Also included in the table is the net change in estimate as a percentage of the aggregate revenue for such projects. Three Months Ended (In thousands, except number of projects) March 29, 2020 March 31, 2019 Decrease in revenue from net changes in transaction prices $ — $ (3,301) Increase (decrease) in revenue from net changes in input cost estimates (1,133) 2,410 Net decrease in revenue from net changes in estimates $ (1,133) $ (891) Number of projects 1 1 Net change in estimate as a percentage of aggregate revenue for associated projects (1.1) % (11.3) % Contract Assets and Liabilities Contract assets consist of (i) retainage which represents the earned, but unbilled, portion of a construction and development project for which payment is deferred by the customer until certain contractual milestones are met; and (ii) unbilled receivables which represent revenue that has been recognized in advance of billing the customer, which is common for long-term construction contracts. Contract liabilities consist of deferred revenue and customer advances, which represent consideration received from a customer prior to transferring control of goods or services to the customer under the terms of a sales contract. Refer to "Note 4. Balance Sheet Components " for further details. During the three months ended March 29, 2020 and March 31, 2019, the decrease in contract assets of $0.3 million and $1.7 million, respectively, was primarily driven by billings for commercial projects where certain milestones had been reached as well as changes in estimates of variable consideration due for previous sales of certain power plant projects. During the three months ended March 29, 2020 and March 31, 2019, the decrease in contract liabilities of $16.1 million and $36 million, respectively, was primarily due to the attainment of milestones billings for a variety of projects. During the three months ended March 29, 2020 and March 31, 2019, we recognized revenue of $53.6 million and $26.3 million that was included in contract liabilities as of December 29, 2019 and December 30, 2018, respectively. The following table represents our remaining performance obligations as of March 29, 2020 for EPC agreements for projects that we are constructing or expect to construct. We expect to recognize $162.4 million of revenue upon transfer of control of the projects. Project Revenue Category EPC Contract/Partner Developed Project Expected Year Revenue Recognition Will Be Completed Percentage of Revenue Recognized 1 Various Distribution Generation Projects Solar power systems sales and EPC services Various 2020 72.8% 1 Denotes average percentage of revenue recognized. As of March 29, 2020, we have entered into contracts with customers for sales of modules and components for an aggregate transaction price of $389.1 million, the substantial majority of which we expect to recognize over the next 12 months. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 29, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | BALANCE SHEET COMPONENTS Accounts Receivable, Net As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable, gross 1 $ 266,884 $ 247,258 Less: allowance for credit losses (22,484) (19,975) Less: allowance for sales returns (924) (807) Accounts receivable, net $ 243,476 $ 226,476 1 There is a lien on our accounts receivable of $68.8 million out of our consolidated accounts receivable, gross, as of March 29, 2020 in connection with a Loan and Security Agreement entered into on March 29, 2019. See Note 10. Debt and Credit Sources. Allowance for Credit Losses Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Balance at beginning of period $ 19,975 $ 16,906 Provision for credit losses 2,509 1,670 Charge offs, net of recoveries — (255) Balance at end of period $ 22,484 $ 18,321 Accounts Receivable Factoring In December 2018 and May 2019 , we entered into factoring arrangements with two separate third-party factor agencies related to our accounts receivable from customers in Europe. As a result of these factoring arrangements, title of certain accounts receivable balances was transferred to third-party vendors, and both arrangements were accounted for as a sale of financial assets, under ASU 2014-11 Transfer and Servicing (Topic 860), given effective control over these financial assets has been surrendered. As a result, these financial assets have been excluded from our condensed consolidated balance sheets. During the three months ended March 29, 2020 and March 31, 2019, we sold accounts receivable invoices amounting to $49.5 million and $20.9 million, respectively. As of March 29, 2020 and March 31, 2019, total uncollected accounts receivable from end customers under both arrangements were $24.3 million and $8.7 million, respectively. Transaction fees incurred for these arrangements were not material during the three months ended March 29, 2020 and March 31, 2019. Inventories As of (In thousands) March 29, 2020 December 29, 2019 Raw materials $ 64,164 $ 54,936 Work-in-process 64,466 62,993 Finished goods 263,170 240,328 Inventories 1 2 $ 391,800 $ 358,257 1 A lien of $132.4 million exists on our gross inventory as of March 29, 2020 in connection with a Loan and Security Agreement entered into on March 29, 2019. See Note 10. Debt and Credit Sources. 2 Refer to long-term inventory for the safe harbor program under the caption "Other long-term assets" Prepaid Expenses and Other Current Assets As of (In thousands) March 29, 2020 December 29, 2019 Deferred project costs $ 26,850 $ 29,652 VAT receivables, current portion 5,543 7,986 Deferred costs for solar power systems 23,805 29,631 Derivative financial instruments 2,776 1,002 Other receivables 28,216 37,140 Prepaid taxes 395 718 Other current assets 191 411 Other prepaid expenses 16,859 14,704 Prepaid expenses and other current assets $ 104,635 $ 121,244 Property, Plant and Equipment, Net As of (In thousands) March 29, 2020 December 29, 2019 Manufacturing equipment $ 144,663 $ 144,614 Land and buildings 137,723 137,723 Leasehold improvements 105,552 103,393 Solar power systems 31,352 30,518 Computer equipment 94,016 93,312 Furniture and fixtures 9,468 9,471 Construction-in-process 14,526 15,730 Property, plant and equipment, gross 537,300 534,761 Less: accumulated depreciation (225,108) (211,035) Property, plant and equipment, net $ 312,192 $ 323,726 Property, Plant and Equipment, Net, by Geography As of (In thousands) March 29, 2020 December 29, 2019 United States $ 54,462 $ 56,507 Philippines 88,934 92,598 Malaysia 140,887 145,246 Mexico 17,843 18,862 Europe 10,037 10,469 Other 29 44 Property, plant and equipment, net, by geography 1 $ 312,192 $ 323,726 1 Based on the physical location of the assets. Other Long-term Assets As of (In thousands) March 29, 2020 December 29, 2019 Equity investments with readily determinable fair value $ 178,090 $ 173,908 Equity investments without readily determinable fair value 7,481 8,661 Equity investments with fair value option 17,500 17,500 Equity method investments 27,193 26,533 Long-term inventory 1 56,726 48,214 Other 51,848 56,039 Other long-term assets $ 338,838 $ 330,855 1 Entire balance consists of finished goods under the safe harbor program. Refer to Note 9. Equity Investments for details. Accrued Liabilities As of (In thousands) March 29, 2020 December 29, 2019 Employee compensation and employee benefits $ 24,543 $ 47,901 Interest payable 8,175 10,161 Short-term warranty reserves 28,477 30,979 Restructuring reserve 6,704 6,601 VAT payables 8,528 6,393 Derivative financial instruments 2,654 1,962 Legal expenses 13,828 13,111 Taxes payable 26,666 32,191 Liability due to supply agreement 28,665 28,031 Other 17,623 26,560 Accrued liabilities $ 165,863 $ 203,890 Other Long-term Liabilities As of (In thousands) March 29, 2020 December 29, 2019 Deferred revenue 1 $ 39,334 $ 40,246 Long-term warranty reserves 104,742 107,466 Unrecognized tax benefits 18,789 20,067 Long-term pension liability 6,284 5,897 Derivative financial instruments 595 373 Other 30,250 30,251 Other long-term liabilities $ 199,994 $ 204,300 1 Consists of advance consideration received from customers under the residential lease program for leases entered into prior to December 31, 2018, which continue to be accounted for in accordance with the superseded lease accounting guidance. Accumulated Other Comprehensive Loss As of (In thousands) March 29, 2020 December 29, 2019 Cumulative translation adjustment $ (13,025) $ (12,250) Net unrealized gain (loss) on derivative financial instruments 450 (1,238) Net gain on long-term pension liability obligation 3,927 3,976 Deferred taxes (141) — Accumulated other comprehensive loss $ (8,789) $ (9,512) |
Solar Services
Solar Services | 3 Months Ended |
Mar. 29, 2020 | |
Leases [Abstract] | |
Solar Services | SOLAR SERVICES Upon adoption of ASC 842 on December 31, 2018, all arrangements under our residential lease program entered into on or after December 31, 2018 are accounted for as contracts with customers in accordance with ASC 606. The disclosure below relates to the residential lease arrangements entered into before December 31, 2018, which we continue to retain and are accounted for in accordance with the superseded lease accounting guidance. Operating Leases The following table summarizes "Solar power systems leased and to be leased, net" under operating leases on our condensed consolidated balance sheets as of March 29, 2020 and December 29, 2019: As of (In thousands) March 29, 2020 December 29, 2019 Solar power systems leased and to be leased, net 1 : Solar power systems leased $ 116,678 $ 116,948 116,678 116,948 Less: accumulated depreciation and impairment 2 (63,303) (62,610) Solar power systems leased, net $ 53,375 $ 54,338 1 Solar power systems leased, net, are physically located exclusively in the United States. 2 For the three months ended March 31, 2019, we recognized a non-cash impairment charge of $4.0 million on solar power systems leased. No impairment charges were recorded for the three months ended March 29, 2020. The following table presents our minimum future rental receipts on operating leases placed in service as of March 29, 2020: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Minimum future rentals on operating leases placed in service 1 $ 63 $ 53 $ 54 $ 54 $ 54 $ 786 $ 1,064 1 Does not include contingent rentals that may be received from customers under agreements that include performance-based incentives. Sale of residential lease assets On July 10, 2018, we created SunStrong Capital Holdings, LLC ("SunStrong") to own and operate a portion of our residential lease assets and subsequently contributed to SunStrong our controlling equity interests in a number of solar project entities that we controlled. Further, on November 5, 2018, we entered into a Purchase and Sale agreement ("PSA") with HA SunStrong Capital LLC ("HA SunStrong Parent"), a subsidiary of Hannon Armstrong Sustainable Infrastructure Capital, Inc. ("Hannon Armstrong"), to sell 49.0% membership interests in SunStrong for cash proceeds of $10 million. On September 27, 2019, we sold the majority of our remaining residential lease assets. These residential lease assets were sold under a new assignment of interest agreement entered into with SunStrong. SunStrong also assumed debts related to the residential lease assets sold. Refer to our annual consolidated financial statements in Form 10-K for fiscal years ended December 29, 2019 and December 30, 2018 for details of these transactions. On January 13, 2020, certain subsidiaries of SunStrong entered into a loan agreement with Wells Fargo National Association, as administrative agent, Credit Suisse Securities (USA) LLC, as arranger, and the lenders party thereto, to borrow a senior loan of $216.2 million, which proceeds were used to pay off the warehouse loans previously borrowed from Credit Agricole. Concurrently, certain other subsidiaries of SunStrong entered into a subordinated mezzanine loan agreement with Hannon Armstrong to borrow $72.8 million, the proceeds of which refinanced two mezzanine loans previously borrowed from Hannon Armstrong. We received a special distribution of $7.0 million from SunStrong, of which $4.0 million was applied against prior receivables from the loans that were refinanced, and the remaining amount of $3.0 million was recorded as a gain |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 29, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement (observable inputs are the preferred basis of valuation): • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Measurements are inputs that are observable for assets or liabilities, either directly or indirectly, other than quoted prices included within Level 1. • Level 3 — Prices or valuations that require management inputs that are both significant to the fair value measurement and unobservable. Assets and Liabilities Measured at Fair Value on a Recurring Basis We measure certain assets and liabilities at fair value on a recurring basis. There were no transfers between fair value measurement levels during any presented period. The following table summarizes our assets and liabilities measured and recorded at fair value on a recurring basis as of March 29, 2020 and December 29, 2019: March 29, 2020 December 29, 2019 (In thousands) Total Fair Value Level 3 Level 2 Level 1 Total Fair Value Level 3 Level 2 Level 1 Assets Prepaid expenses and other current assets: Derivative financial instruments (Note 11) $ 2,776 — 2,776 — $ 1,002 — 1,002 — Other long-term assets: Equity investments with fair value option ("FVO") 17,500 17,500 — — 17,500 17,500 — — Equity investments with readily determinable fair value 178,090 — — 178,090 173,908 — — 173,908 Total assets $ 198,366 $ 17,500 $ 2,776 $ 178,090 $ 192,410 $ 17,500 $ 1,002 $ 173,908 Liabilities Accrued liabilities: Derivative financial instruments (Note 11) $ 2,654 $ — $ 2,654 $ — $ 1,962 $ — $ 1,962 — Other long-term liabilities: Derivative financial instruments (Note 11) 595 — 595 — 373 — 373 — Total liabilities $ 3,249 $ — $ 3,249 $ — $ 2,335 $ — $ 2,335 $ — Equity investments with fair value option ("FVO") We have elected the fair value option in accordance with the guidance in ASC 825, Financial Instruments , for our investment in the SunStrong joint venture and SunStrong Partners, to mitigate volatility in reported earnings that results from the use of different measurement attributes (see Note 9). We initially computed the fair value for our investments consistent with the methodology and assumptions that market participants would use in their estimates of fair value with the assistance of a third-party valuation specialist. The fair value computation is updated on a quarterly basis. The investments are classified within Level 3 in the fair value hierarchy because we estimate the fair value of the investments using the income approach based on the discounted cash flow method which considered estimated future financial performance, including assumptions for, among others, forecasted contractual lease income, lease expenses, residual value of these lease assets and long-term discount rates, and forecasted default rates over the lease term and discount rates, some of which require significant judgment by management and are not based on observable inputs. The following table summarizes movements in equity investments for the three months ended March 29, 2020. There were no internal movements to or from Level 3 from Level 1 or Level 2 for the three months ended March 29, 2020. (In thousands) Beginning balance as of December 29, 2019 FV Adjustment Additional investment [See Note 9] Ending balance as of March 29, 2020 Equity investments with FVO $17,500 $— $— $17,500 Level 3 significant unobservable inputs sensitivity The following table summarizes the significant unobservable inputs used in Level 3 valuation of our investments carried at fair value as of March 29, 2020. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. 2020 Assets: Fair value Valuation Technique Unobservable input Range (Weighted Average) Other long-term assets: Equity investments $ 17,500 Discounted cash flows Discount rate 9.5%-13% (1) 7.5% - 7.75% (1) Total assets $ 17,500 (1) The primary unobservable inputs used in the fair value measurement of our equity investments, when using a discounted cash flow model, are the discount rate and residual value. Significant increases (decreases) in the discount rate in isolation would result in a significantly lower (higher) fair value measurement. We estimate the discount rate based on our projected cost of equity. We estimate the residual value based on the contracted systems in place in the years being projected. Significant increases (decreases) in the residual value in isolation would result in a significantly higher (lower) fair value measurement. Equity investments with readily determinable fair value In connection with the divestment of our microinverter business to Enphase Energy, Inc. ("Enphase") on August 9, 2018, we received 7.5 million shares of Enphase common stock (NASDAQ: ENPH). The common stock received was recorded as an equity investment with readily determinable fair value (Level 1), with changes in fair value recognized in net income in accordance with ASU 2016-01 Recognition and Measurement of Financial Assets and Liabilities . For the three months ended March 29, 2020 and March 31, 2019, we recorded gains of $47.9 million and $33.0 million, respectively, within "other, net" in our condensed consolidated statement of operations. During the three months ended March 29, 2020, we sold an additional one million of shares of Enphase common stock for cash proceeds of $43.7 million. Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis We measure certain investments and non-financial assets (including property, plant and equipment, and other intangible assets) at fair value on a non-recurring basis in periods after initial measurement in circumstances when the fair value of such asset is impaired below its recorded cost. As of March 29, 2020 and December 29, 2019, there were no material items recorded at fair value. Equity Method Investments Our investments accounted for under the equity method are described in Note 9. Equity Investments . We monitor these investments, which are included within "other long-term assets" on our condensed consolidated balance sheets, for impairment and record reductions in the carrying values when necessary. Circumstances that indicate an other-than-temporary decline include Level 3 measurements such as the valuation ascribed to the issuing company in subsequent financing rounds, decreases in quoted market prices, and declines in the results of operations of the issuer. As of March 29, 2020 and December 29, 2019, we had $27.2 million and $26.5 million, respectively, in investments accounted for under the equity method (see "Note 9. Equity Investments "). Equity investments without readily determinable fair value These equity investments are securities in privately-held companies without readily determinable market values. We periodically adjust the carrying value of our equity securities to cost less impairment, adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer. Equity investments without readily determinable fair value are classified within Level 3 in the fair value hierarchy because we estimate the value based on valuation methods using a combination of observable and unobservable inputs including valuation ascribed to the issuing company in subsequent financing rounds, volatility in the results of operations of the issuers and rights and obligations of the securities we hold. Restricted marketable securities Our debt securities, classified as held-to-maturity, are Philippine government bonds that we maintain as collateral for business transactions within the Philippines. These bonds have various maturity dates and are classified as "Restricted short-term marketable securities" on our condensed consolidated balance sheets as of March 29, 2020 and December 29, 2019, respectively. The Philippine Branch is required by the Philippine SEC to maintain a certain amount of deposits to ensure that it will be able to secure its liabilities as a foreign corporation's branch. Security bond deposits to the Philippine SEC are determined based on applicable regulations. The amounts are based on local audited statutory financial statement amounts, and the minimum deposits are updated within six months after the end of the year. As of both March 29, 2020 and December 29, 2019, these bonds had a carrying value of $6.2 million. We record such held-to-maturity investments at amortized cost based on our ability and intent to hold the securities until maturity. We monitor for changes in circumstances and events that would affect our ability and intent to hold such securities until the recorded amortized costs are recovered. No other-than-temporary impairment loss was incurred during any periods presented. The held-to-maturity debt securities were categorized in Level 2 of the fair value hierarchy. Other financial assets and liabilities, including our accounts receivable, accounts payable and accrued liabilities, are carried at cost, which generally approximates fair value due to the short-term nature of these financial assets and liabilities. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 29, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RESTRUCTURING December 2019 Restructuring Plan During the fourth quarter of fiscal 2019, we adopted a restructuring plan to realign and optimize workforce requirements in light of recent changes to our business, including the previously announced planned spin-off of Maxeon Solar Technologies, Pte. Ltd. (the “Spin-Off”). In connection with the restructuring plan, which includes actions implemented in the fourth quarter of 2019 and is expected to be substantially completed by the end of 2022, we expect between 145 and 160 non-manufacturing employees, representing approximately 3% of our global workforce, to exit over a period of approximately 12 to 18 months. Between 65 and 70 of these employees in the SunPower Technologies business unit and corporate have largely been informed and are expected to exit our company following the Spin-Off and completion of transition services. As the SunPower Energy Services business unit refines its focus on distributed generation, storage, and energy services, 80 to 90 employees exited or are expected to exit during the fourth fiscal quarter of 2019 and the first half of 2020. We expect to incur restructuring charges totaling approximately $16 million to $22 million, consisting primarily of severance benefits (between $8 million and $11 million) and retention benefits (between $8 million and $11 million) primarily associated with the retention of employees impacted by the Spin-Off transaction and certain key research and development employees. A substantial portion of such charges was incurred in the fourth quarter of fiscal 2019 and is expected to be incurred in fiscal 2020, and we expect between $14 million and $19 million of the charges to be cash. As of March 29, 2020, we have incurred cumulative costs of approximately $9 million in restructuring charges. February 2018 Restructuring Plan During the first quarter of fiscal 2018, we adopted a restructuring plan and began implementing initiatives to reduce operating expenses and cost of revenue overhead in light of the known shorter-term impact of U.S. tariffs imposed on PV solar cells and modules pursuant to Section 201 of the Trade Act of 1974 and our broader initiatives to control costs and improve cash flow. In connection with the plan, we expected between 150 and 250 non-manufacturing employees to be affected, representing approximately 3% of our global workforce, with a portion of those employees exiting from us as part of a voluntary departure program. The changes to our workforce varied by country, based on local legal requirements and consultations with employee works councils and other employee representatives, as appropriate. We expected to incur restructuring charges totaling between $20 million to $30 million, consisting primarily of severance benefits (between $11 million and $16 million) and real estate lease termination and other associated costs (between $9 million and $14 million). We expected between $12 million and $20 million of the charges to be paid in cash. This restructuring plan is substantially complete. Legacy Restructuring Plans Prior to fiscal 2018, we implemented approved restructuring plans, related to all segments, to reduce costs and focus on improving cash flow, to realign our legacy power plant business unit, to align with changes in the global solar market, as well as actions to accelerate operating cost reduction and improve overall operating efficiency. These restructuring activities were substantially complete as of December 30, 2018, and any remaining costs to be incurred are not expected to be material. The following table summarizes the comparative periods-to-date restructuring charges by plan recognized in our condensed consolidated statements of operations: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Cumulative To Date December 2019 Restructuring Plan: Severance and benefits $ 1,639 $ — $ 8,994 Other costs 1 — — 41 Total December 2019 Restructuring Plan 1,639 — 9,035 February 2018 Restructuring Plan: Non-cash asset impairment charges — — 5,874 Severance and benefits — (349) 11,797 Lease and related termination costs — — 554 Other costs 1 2 (227) 816 Total February 2018 Restructuring Plan 2 (576) $ 19,041 Legacy Restructuring Plan: Non-cash impairment charges — — 228,184 Severance and benefits (65) (17) 100,688 Lease and related termination costs — — 8,085 Other costs 1 — (72) 39,807 Total Legacy Restructuring Plan (65) (89) 376,764 Total restructuring charges (credits) $ 1,576 $ (665) $ 404,840 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. The following table summarizes the restructuring reserve activities during the three months ended March 29, 2020: Three Months Ended (In thousands) December 29, 2019 Charges (Benefits) (Payments) Recoveries March 29, 2020 December 2019 Restructuring Plan: Severance and benefits $ 5,822 $ 1,639 $ (1,432) $ 6,029 Total December 2019 Restructuring Plan 5,822 1,639 (1,432) 6,029 February 2018 Restructuring Plan: Non-cash asset impairment charges — — — — Severance and benefits 296 — (32) 264 Lease and related termination costs — — — — Other costs 1 — 2 (2) — Total February 2018 Restructuring Plan 296 2 (34) 264 Legacy Restructuring Plans 483 (65) (7) 411 Total restructuring reserve activities $ 6,601 $ 1,576 $ (1,473) $ 6,704 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 29, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Facility and Equipment Leases We lease certain facilities under non-cancellable operating leases from third parties. We also lease certain buildings under non-cancellable capital leases. Operating leases are subject to renewal options for periods ranging from (1 year to 10 years). We have disclosed quantitative information related to the lease contracts we have entered into as a lessee by aggregating the information based on the nature of asset such that the assets of similar characteristics and lease terms are shown within one single financial statement line item. The table below presents the summarized quantitative information with regard to lease contracts we have entered into: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Operating leases: Operating lease expense $ 5,687 $ 4,888 Sublease income (35) (334) Rent expense $ 5,652 $ 4,554 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 5,578 4,510 Right-of-use assets obtained in exchange for lease obligations 1 12,461 81,525 Weighted-average remaining lease term (in years) - operating leases 6.8 7.3 Weighted-average discount rate - operating leases 9 % 9 % 1 Amounts for the three months ended March 31, 2019 include the transition adjustment for the adoption of ASC 842. The future minimum lease payments to be paid under non-cancellable leases in effect at March 29, 2020, are as follows (in thousands): As of March 29, 2020 Operating Leases 2020 (remaining nine months) $ 12,306 2021 16,811 2022 15,495 2023 12,532 2024 8,906 Thereafter 25,785 Total lease payments 91,835 Less: imputed interest (26,671) Total $ 65,164 As of March 29, 2020, we have additional operating leases that have not yet commenced with future minimum lease payments amounting to $23.7 million. These operating leases will commence in the second quarter of fiscal 2020 with lease terms of 17 years. Purchase Commitments We purchase raw materials for inventory and manufacturing equipment from a variety of vendors. During the normal course of business, in order to manage manufacturing lead times and help assure adequate supply, we enter into agreements with contract manufacturers and suppliers that either allow them to procure goods and services based on specifications defined by us, or that establish parameters defining our requirements. In certain instances, these agreements allow us the option to cancel, reschedule or adjust our requirements based on our business needs before firm orders are placed. Consequently, purchase commitments arising from these agreements are excluded from our disclosed future obligations under non-cancellable and unconditional commitments. We also have agreements with several suppliers, including some of our unconsolidated investees, for the procurement of polysilicon, ingots, and wafers, as well as certain module-level power electronics and related equipment, which specify future quantities and pricing of products to be supplied by two vendors for periods of up to 2 years and provide for certain consequences, such as forfeiture of advanced deposits and liquidated damages relating to previous purchases, in the event that we terminate the arrangements or fail to satisfy our obligations under the agreements. Future purchase obligations under non-cancellable purchase orders and long-term supply agreements as of March 29, 2020 are as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total 1 Future purchase obligations $ 423,480 $ 79,225 $ 37,706 $ 33,148 $ 710 $ 6,082 $ 580,351 1 Total future purchase obligations were composed of $130.0 million related to non-cancellable purchase orders and $450.4 million related to long-term supply agreements. We expect that all obligations related to non-cancellable purchase orders for manufacturing equipment will be recovered through future cash flows of the solar cell manufacturing lines and solar panel assembly lines when such long-lived assets are placed in service. Factors considered important that could result in an impairment review include significant under-performance relative to expected historical or projected future operating results, significant changes in the manner of use of acquired assets, and significant negative industry or economic trends. Obligations related to non-cancellable purchase orders for inventories match current and forecasted sales orders that will consume these ordered materials and actual consumption of these ordered materials is regularly compared to expected demand. We anticipate total obligations related to long-term supply agreements for inventories, some of which (in the case of polysilicon) are at purchase prices significantly above current prices for similar materials available in the market, will be recovered because the quantities required to be purchased are expected to be utilized in the manufacture and profitable sale of solar power products in the future based on our long-term operating plans. 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. The terms of the long-term supply agreements are reviewed annually by us and we assess the need for any accruals for estimated losses on adverse purchase commitments, such as lower of cost or net realizable value adjustments that will not be recovered by future sales prices, forfeiture of advanced deposits and liquidated damages, as necessary. Advances to Suppliers As noted above, we have entered into agreements with various vendors and such agreements with one of our vendors is structured as a "take or pay" contract, that specifies future quantities and pricing of products to be supplied. Certain agreements also provide for penalties or forfeiture of advanced deposits in the event we terminate the arrangements. Under certain agreements, we are required to make prepayments to the vendors over the terms of the arrangements. As of March 29, 2020 and December 29, 2019, advances to suppliers totaled $112.4 million and $121.4 million, respectively, of which $98.5 million and $107.4 million, respectively, is classified as "Advances to suppliers, current portion" on our condensed consolidated balance sheets. One supplier accounted for 100% of total advances to suppliers as of March 29, 2020 and December 29, 2019. Advances from Customers We have entered into agreements with customers who have made advance payments for solar power systems. These advances are applied as shipments of product occur or upon completion of certain project milestones. The estimated utilization of advances from customers included within "Contract liabilities, current portion" and "Contract liabilities, net of current portion" on our condensed consolidated balance sheets as of March 29, 2020 is as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Estimated utilization of advances from customers $ 18,119 $ 41,727 $ 23,447 $ — $ — $ — $ 83,293 Product Warranties The following table summarizes accrued warranty activities for the three months ended March 29, 2020 and March 31, 2019: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Balance at the beginning of the period $ 138,445 $ 172,266 Accruals for warranties issued during the period 7,383 4,621 Settlements and adjustments during the period (12,609) (13,683) Balance at the end of the period $ 133,219 $ 163,204 In some cases, we may offer customers the option to purchase extended warranties to ensure protection beyond the standard warranty period. In those circumstances, the warranty is considered a distinct service and we account for the extended warranty as a performance obligation and allocate a portion of the transaction price to that performance obligation. More frequently, customers do not purchase a warranty separately. In those situations, we account for the warranty as an assurance-type warranty, which provides customers with assurance that the product complies with agreed-upon specifications, and this does not represent a separate performance obligation. Such warranties are recorded separately as liabilities and presented within "accrued liabilities" and "other long-term liabilities" on our condensed consolidated balance sheets (see Note 4. Balance Sheet Components ). Project Agreements with Customers Project agreements entered into with our commercial and power plant customers often require us to undertake obligations including: (i) system output performance warranties, (ii) penalty payments or customer termination rights if the system we are constructing is not commissioned within specified time frames or other milestones are not achieved, and (iii) system put-rights whereby we could be required to buy back a customer's system at fair value on specified future dates if certain minimum performance thresholds are not met for specified periods. Historically, our systems have performed significantly above their performance warranty thresholds, and there have been no cases in which we have had to buy back a system. As of March 29, 2020 and December 29, 2019, we had $7.1 million and $7.5 million, respectively, classified as "accrued liabilities," and $0.6 million and $2.8 million, respectively, classified as "other long-term liabilities" on our condensed consolidated balance sheets for such obligations. Future Financing Commitments We are required to provide certain funding under agreements with unconsolidated investees, subject to certain conditions. As of March 29, 2020, we have $2.9 million of future financing obligations related to these agreements. These financing obligations are due in 2020. Liabilities Associated with Uncertain Tax Positions Total liabilities associated with uncertain tax positions were $18.8 million and $20.1 million as of March 29, 2020 and December 29, 2019, respectively. These amounts are included within "other long-term liabilities" on our condensed consolidated balance sheets in their respective periods as they are not expected to be paid within the next 12 months. Due to the complexity and uncertainty associated with our tax positions, we cannot make a reasonably reliable estimate of the period in which cash settlement, if any, would be made for our liabilities associated with uncertain tax positions in Other long-term liabilities. Indemnification We are a party to a variety of agreements under which we may be obligated to indemnify the counterparty with respect to certain matters. Typically, these obligations arise in connection with contracts and license agreements or the sale of assets, under which we customarily agree to hold the other party harmless against losses arising from a breach of warranties, representations and covenants related to such matters as title to assets sold, negligent acts, damage to property, validity of certain intellectual property rights, non-infringement of third-party rights, and certain tax related matters including indemnification to customers under Section 48(c) of the Internal Revenue Code of 1986, as amended, regarding solar commercial investment tax credits ("ITCs") and U.S. Treasury Department ("U.S. Treasury") cash grant payments under Section 1603 of the American Recovery and Reinvestment Act (each a "Cash Grant"). Further, in connection with our sale of residential lease assets in fiscal 2018 to SunStrong, we provide Hannon Armstrong indemnification related to cash flow losses arising from a recapture of California property taxes on account of a change in ownership, recapture of federal tax attributes and cash flow losses from leases that do not generate the promised savings to homeowners. The maximum exposure to loss arising from the indemnifications is limited to total amount of debt provided by Hannon Armstrong to SunStrong. In each of these circumstances, payment by us is typically subject to the other party making a claim to us that is contemplated by and valid under the indemnification provisions of the particular contract, which provisions are typically contract-specific, as well as bringing the claim under the procedures specified in the particular contract. These procedures usually allow us to challenge the other party's claims or, in case of breach of intellectual property representations or covenants, to control the defense or settlement of any third-party claims brought against the other party. Further, our obligations under these agreements may be limited in terms of activity (typically to replace or correct the products or terminate the agreement with a refund to the other party), duration or amount. In some instances, we may have recourse against third parties or insurance covering certain payments made by us. In certain circumstances, we have provided indemnification to customers and investors under which we are contractually obligated to compensate these parties for losses they may suffer as a result of reductions in benefits received under ITCs and U.S. Treasury Cash Grant programs. We apply for ITCs and Cash Grant incentives based on guidance provided by the Internal Revenue Service ("IRS") and the U.S. Treasury, which include assumptions regarding the fair value of the qualified solar power systems, among others. Certain of our development agreements, sale-leaseback arrangements, and financing arrangements with tax equity investors, incorporate assumptions regarding the future level of incentives to be received, which in some instances may be claimed directly by our customers and investors. Generally, such obligations would arise as a result of reductions to the value of the underlying solar power systems as assessed by the IRS. At each balance sheet date, we assess and recognize, when applicable, the potential exposure from these obligations based on all the information available at that time, including any audits undertaken by the IRS. The maximum potential future payments that we could have to make under this obligation would depend on the difference between the eligible basis claimed on the tax filing for the solar energy systems sold or transferred to indemnified parties and the values that the IRS may re-determine as the eligible basis for the systems for purposes of claiming ITCs or Cash Grants. We use the eligible basis for tax filing purposes determined with the assistance of independent third-party appraisals to determine the ITCs that are passed-through to and claimed by the indemnified parties. We continue to retain certain indemnities, specifically, around ITCs and Cash Grants and California property taxes, even after the underlying portfolio of assets is sold to a third party. For contracts that have such indemnification provisions, we recognize a liability under ASC 460, "Guarantees," for the estimated premium that would be required by a guarantor to issue the same guarantee in a standalone arm’s-length transaction with an unrelated party. We recognize such liabilities at the greater of the fair value of the indemnity or the contingent liability required to be recognized under ASC 450, "Contingencies." We initially estimate the fair value of any such indemnities provided based on the cost of insurance policies that cover the underlying risks being indemnified and may purchase such policies to mitigate our exposure to potential indemnification payments. After an indemnification liability is recorded, we derecognize such amount typically upon expiration or settlement of the arrangement. As of March 29, 2020, and December 29, 2019, our provision was $8.8 million and $8.3 million primarily for tax related indemnifications. Defined Benefit Pension Plans We maintain defined benefit pension plans for certain of our non-U.S. employees. Benefits under these plans are generally based on an employee’s years of service and compensation. Funding requirements are determined on an individual country and plan basis and are subject to local country practices and market circumstances. The funded status of the pension plans, which represents the difference between the benefit obligation and fair value of plan assets, is calculated on a plan-by-plan basis. The benefit obligation and related funded status are determined using assumptions as of the end of each fiscal year. We recognize the overfunded or underfunded status of our pension plans as an asset or liability on our condensed consolidated balance sheets. As of March 29, 2020 and December 29, 2019, the underfunded status of our pension plans presented within "other long-term liabilities" on our condensed consolidated balance sheets was $6.3 million and $5.9 million. The impact of transition assets and obligations and actuarial gains and losses are recorded within "accumulated other comprehensive loss" and are generally amortized as a component of net periodic cost over the average remaining service period of participating employees. Total other comprehensive loss related to our benefit plans was approximately zero for the three months ended March 29, 2020 and March 31, 2019, respectively. Legal Matters We are a party to various litigation matters and claims that arise from time to time in the ordinary course of our business. While we believe that the ultimate outcome of such matters will not have a material adverse effect on us, their outcomes are not determinable and negative outcomes may adversely affect our financial position, liquidity, or results of operations. |
Equity Investments
Equity Investments | 3 Months Ended |
Mar. 29, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investments | Our equity investments consist of equity investments with readily determinable fair value, investments without readily determinable fair value, equity investments accounted for using the fair value option, and equity method investments. Our share of earnings (losses) from equity investments accounted for under the equity method is reflected as "Equity in earnings (losses) of unconsolidated investees" in our condensed consolidated statements of Operations. Mark-to-market gains and losses on equity investments are reflected as "other, net" under other income (expense), net in our condensed consolidated statements of operations. The carrying value of our equity investments, classified as "other long-term assets" on our condensed consolidated balance sheets, are as follows: As of (In thousands) March 29, 2020 December 29, 2019 Equity investments with readily determinable fair value: Enphase Energy, Inc. $ 178,090 $ 173,908 Total equity investments with readily determinable fair value 178,090 173,908 Equity investments without readily determinable fair value: Project entities 2,802 2,802 Other equity investments without readily determinable fair value 1 4,679 5,859 Total equity investments without readily determinable fair value 7,481 8,661 Equity investments with fair value option: SunStrong Capital Holdings, LLC 8,000 8,000 SunStrong Partners, LLC 9,500 9,500 Total equity investment with fair value option 17,500 17,500 Equity method investments Huansheng Corporation 27,193 26,533 Total equity method investments 27,193 26,533 Total equity investments $ 230,264 $ 226,602 1 Includes a change in value of our investment for an equity investee attributable to partial return of capital and revaluation of our remaining shareholding in accordance with ASC 321 Investments – Equity Securities . During the quarter ended March 29, 2020, we received a cash dividend of $2.5 million from an investee representing a return of capital. In addition, during the quarter ended March 29, 2020, we recorded a gain of $1.3 million related to an increase in the fair value of our investment , based on observable market transactions with a third-party investor . This gain is presented within "Other, net" on our condensed consolidated statement of operations. Variable Interest Entities ("VIEs") A VIE is an entity that has either (i) insufficient equity to permit the entity to finance its activities without additional subordinated financial support, or (ii) equity investors who lack the characteristics of a controlling financial interest. Under ASC 810, Consolidation , an entity that holds a variable interest in a VIE and meets certain requirements would be considered to be the primary beneficiary of the VIE and is required to consolidate the VIE in its condensed consolidated financial statements. In order to be considered the primary beneficiary of a VIE, an entity must hold a variable interest in the VIE and have both: • The power to direct the activities that most significantly impact the economic performance of the VIE; and • The right to receive benefits from, or the obligation to absorb losses of the VIE that could be potentially significant to the VIE. We follow guidance on the consolidation of VIEs that requires companies to utilize a qualitative approach to determine whether it is the primary beneficiary of a VIE. The process for identifying the primary beneficiary of a VIE requires consideration of the factors that indicate a party has the power to direct activities that most significantly impact the investees' economic performance, including powers granted to the investees' governing board and, to a certain extent, a company's economic interest in the investee. We analyze our investments in VIEs and classify them as either: • A VIE that must be consolidated because we are the primary beneficiary or the investee is not a VIE and we hold the majority voting interest with no significant participative rights available to the other partners; or • A VIE that does not require consolidation because we are not the primary beneficiary or the investee is not a VIE and we do not hold the majority voting interest. As part of the above analysis, if it is determined that we have the power to direct the activities that most significantly impact the investees' economic performance, we consider whether or not we have the obligation to absorb losses or rights to receive benefits of the VIE that could potentially be significant to the VIE. Unconsolidated VIEs On November 5, 2018, we sold a portion of our interest in certain entities that have historically held the assets and liabilities comprising our residential lease business to an affiliate of Hannon Armstrong. The residential lease assets are held in SunStrong which owns and operates those assets. The SunStrong partnership is planned to scale as new residential lease assets are contributed to the partnership. In furtherance of our long-term strategic goals, in June 2019, we entered into a joint venture with Hannon Armstrong and SunStrong to form SunStrong Partners, LLC (“SunStrong Partners”), a jointly owned entity formed to own, operate, and control residential lease assets. Bank of America Merrill Lynch ("BAML") provided cash equity and a multi-draw term loan, with additional equity provided by us, Hannon Armstrong, and SunStrong. In June 2019, we made a $9.5 million equity investment in SunStrong Partners, in exchange for a 47.5% equity ownership. Further, in June 2019, we entered into a joint venture with Hannon Armstrong and SunStrong to form 8point3 Solar Investco 3 Holdings, LLC ("8point3 Holdings"), a jointly owned entity to own, operate and control a separate portfolio of existing residential lease assets, that was purchased from Capital Dynamics. Hannon Armstrong provided all of the necessary initial capital contribution to 8point3 Holdings that was used to purchase this portfolio and Hanon Armstrong owns 45.1% of the equity in 8point3 Holdings. In connection with the formation of this joint venture, we received a 44.9% of the equity interest for a minimal value. SunStrong owns the remaining 10% of the equity in 8point3 Holdings. With respect to our interest in the SunStrong and SunStrong Partners, we have offered certain substantive, non-standard indemnities to the investees or third party tax equity investors, related to cash flow losses arising from a recapture of California property taxes on account of a change in ownership, recapture of federal tax attributes, and any cash flow losses from leases that do not generate the promised savings to homeowners or tax equity investors. The maximum exposure to loss arising from the indemnification for SunStrong is limited to the consideration received for the solar power systems. The maximum exposure to loss arising from the indemnification for SunStrong Partners is limited to $250 million. Our retention of these indemnification obligations may require us to absorb losses that are not proportionate with our equity interests. As such, we determined that the investees are variable interest entities. Based on the assessment of the required criteria for consolidation, we determined that we do not have the power to unilaterally make decisions that affect the performance of these investees. Under the respective operating and governance agreements, we and Hannon Armstrong are given equal governing rights and all major decisions, including among others, approving or modifying the budget, terminating service providers, incurring indebtedness, refinancing any existing loans, declaring distributions, commencing or settling any claims. Therefore, we concluded that these investees are under joint control and we are not the primary beneficiary of these investees. We have elected the FVO in accordance with the guidance in ASC 825, Financial Instruments , for our investments in SunStrong, SunStrong Partners, and 8point3 Holdings. Refer to Note 6. Fair Value Measurements . Summarized Financial Information of Unconsolidated VIEs The following summary of unaudited financial information of the unconsolidated VIEs, is derived from the unaudited financial statements of such VIEs. The following table presents summarized financial statements for SunStrong, a significant investee, based on unaudited information provided to us by the investee: 1 Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Summarized statements of operations information: Revenue $ 29,464 $ 22,626 Gross loss (1,438) (1,209) Net income 21,640 3,256 As of (In thousands) March 29, 2020 December 29, 2019 Summarized balance sheet information: Current assets $ 149,248 $ 225,576 Long-term assets 1,185,328 1,049,451 Current liabilities 113,980 125,601 Long-term liabilities 866,389 847,365 1 Note that amounts are reported one quarter in arrears as permitted by applicable guidance. Consolidated VIEs Our sale of solar power systems to residential and commercial customers in the United States are eligible for ITC. Under the current law, the ITC was reduced from approximately 30% of the cost of the solar power systems to approximately 26% for solar power systems placed into service after December 31, 2019, and then will be further reduced to approximately 22% for solar power systems placed into service after December 31, 2020, before being reduced permanently to 10% for commercial projects and 0% for residential projects. IRS guidance on the current law provides for the ability to obtain a safe harbor with respect to the ITC on qualifying solar power systems, allowing preservation of the current ITC rates for projects that are completed after the scheduled reduction in rates assuming other required criteria as prescribed by the IRS are met. In September 2019, we entered the Solar Sail LLC ("Solar Sail") and Solar Sail Commercial Holdings, LLC ("Solar Sail Commercial") joint ventures with Hannon Armstrong Sustainable Infrastructure Capital, Inc. (“Hannon Armstrong”), to finance the purchase of 200 megawatts of panel inventory in accordance with IRS safe harbor guidance, to preserve the 30% federal ITC for third-party owned commercial and residential systems. The companies expect to increase the volume in later years, for which Hannon Armstrong has extended a secured financing of up to $112.6 million as of March 29, 2020 (Refer Note 10, Debt and Credit Sources for other terms and conditions of this facility). The portion of the value of the safe harbored panels was funded by equity contributions in the joint venture of $6.0 million each by SunPower and Hannon Armstrong. Based on the relevant accounting guidance summarized above, we determined that Solar Sail and Solar Sail Commercial are VIEs and after performing the assessment of required criteria for consolidation, we determined that we are the primary beneficiary of Solar Sail and Solar Sail Commercial as we have power to direct the activities that significantly impact the entity’s economic performance and we have exposure to significant profits or losses, and as such, we consolidate both of these entities. Total revenue of the consolidated investees was not material for the three months ended March 29, 2020 and March 31, 2019. The assets of our consolidated investees are restricted for use only by the particular investee and are not available for our general operations. Related-Party Transactions with Investees Related-party transactions with investees are as follows: As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 28,393 $ 23,900 Accounts payable 48,389 62,811 Accrued liabilities 5,356 11,219 Contract liabilities 36,288 29,599 Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Payments made to investees for products/services $ 74,281 $ 23,521 Revenues and fees received from investees for products/services 55,935 900 |
Debt and Credit Sources
Debt and Credit Sources | 3 Months Ended |
Mar. 29, 2020 | |
Debt Disclosure [Abstract] | |
Debt and Credit Sources | DEBT AND CREDIT SOURCES The following table summarizes our outstanding debt on our condensed consolidated balance sheets: March 29, 2020 December 29, 2019 (In thousands) Face Value Short-term Long-term Total Face Value Short-term Long-term Total Convertible debt: 0.875% debentures due 2021 $ 309,698 $ — $ 309,126 $ 309,126 $ 400,000 $ — $ 399,058 $ 399,058 4.00% debentures due 2023 425,000 — 421,511 421,511 425,000 — 421,201 421,201 CEDA loan 30,000 — 29,161 29,161 30,000 — 29,141 29,141 Non-recourse financing and other debt 194,655 124,060 67,640 191,700 190,966 104,230 83,224 187,454 $ 959,353 $ 124,060 $ 827,438 $ 951,498 $ 1,045,966 $ 104,230 $ 932,624 $ 1,036,854 As of March 29, 2020, the aggregate future contractual maturities of our outstanding debt, at face value, were as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Aggregate future maturities of outstanding debt $ 90,492 $ 387,495 $ 21,605 $ 425,741 $ 780 $ 33,240 $ 959,353 Convertible Debt The following table summarizes our outstanding convertible debt: March 29, 2020 December 29, 2019 (In thousands) Carrying Value Face Value Fair Value 1 Carrying Value Face Value Fair Value 1 Convertible debt: 0.875% debentures due 2021 $ 309,126 $ 309,698 $ 292,919 $ 399,058 $ 400,000 $ 371,040 4.00% debentures due 2023 421,511 425,000 341,653 421,201 425,000 348,628 $ 730,637 $ 734,698 $ 634,572 $ 820,259 $ 825,000 $ 719,668 1 The fair value of the convertible debt was determined using Level 2 inputs based on quarterly market prices as reported by an independent pricing source. Our outstanding convertible debentures are senior, unsecured obligations ranking equally with all of our existing and future senior unsecured indebtedness. 0.875% Debentures Due 2021 In June 2014, we issued $400.0 million in principal amount of our 0.875% debentures due June 1, 2021. Interest is payable semi-annually, beginning on December 1, 2014. An aggregate principal amount of $250.0 million of the 0.875% debentures due 2021 were initially acquired by Total. The 0.875% debentures due 2021 are convertible into shares of our common stock at any time based on an initial conversion rate of 20.5071 shares of common stock per $1,000 principal amount of 0.875% senior convertible debentures (which is equivalent to an initial conversion price of approximately $48.76 per share, which provided Total the right to acquire up to 5,126,775 shares of our common stock and now provides the right to acquire 3,969,375 shares of our common stock following the purchase noted below). The applicable conversion rate may adjust in certain circumstances, including a fundamental change, as described in the indenture governing the 0.875% debentures due 2021. During the three months ended March 29, 2020, we purchased $90.3 million of aggregated principal amount of the above convertible debt due 2021 for approximately $87.1 million, net. Total held a principal amount of $56.4 million of the total convertible debt repurchased and the remaining was held by other third-party investors. The purchases and early retirements resulted in a gain from extinguishment of debt of approximately $3.0 million, which represented the difference between the book value of the convertible notes, net of the remaining unamortized discount prior to repurchase and the reacquisition price of the convertible notes upon repurchase. The gain was recorded within “Other, net” on the condensed consolidated statement of operations. 4.00% Debentures Due 2023 In December 2015, we issued $425.0 million in principal amount of our 4.00% debentures due 2023. An aggregate principal amount of $100.0 million of the 4.00% debentures due 2023 were acquired by Total. Interest is payable semi-annually, beginning on July 15, 2016. Holders may exercise their right to convert the debentures at any time into shares of our common stock at an initial conversion price approximately equal to $30.53 per share, subject to adjustment in certain circumstances. If not earlier repurchased or converted, the 4.00% debentures due 2023 mature on January 15, 2023. Other Debt and Credit Sources Financing for Safe Harbor Panels Inventory On September 27, 2019, we entered into a joint venture with Hannon Armstrong, to finance up to 200 megawatts of panels inventory, preserving the 30 percent federal Investment Tax Credit (“ITC”) for third-party owned commercial and residential systems and meeting safe harbor guidelines. The loan carries an interest rate of 7.5% per annum payable quarterly. Principal amount on the loan is expected to be repaid quarterly from the financing proceeds of the underlying projects. The ultimate maturity date for the loan is June 30, 2022. As of March 29, 2020, we have $101.0 million outstanding under this facility. Loan Agreement with California Enterprise Development Authority ("CEDA") In 2010, we borrowed the proceeds of the $30.0 million aggregate principal amount of CEDA's tax-exempt Recovery Zone Facility Revenue Bonds (SunPower Corporation - Headquarters Project) Series 2010 (the "Bonds") maturing April 1, 2031 under a loan agreement with CEDA. The Bonds mature on April 1, 2031, bear interest at a fixed rate of 8.50% through maturity, and include customary covenants and other restrictions on us. As of March 29, 2020, the fair value of the Bonds was $31.5 million, determined by using Level 2 inputs based on quarterly market prices as reported by an independent pricing source. Revolving Credit Facility with Credit Agricole On October 29, 2019, we entered into the 2019 Revolver with Crédit Agricole Corporate and Investment Bank (“Credit Agricole”), as lender, with a revolving credit commitment of $55.0 million. The 2019 Revolver contains affirmative covenants, events of default and repayment provisions customarily applicable to similar facilities and has a per annum commitment fee of 0.05% on the daily unutilized amount, payable quarterly. Loans under the 2019 Revolver bear either an adjusted LIBOR interest rate for the period elected for such loan or a floating interest rate of the higher of prime rate, federal funds effective rate, or LIBOR for an interest period of one month, plus an applicable margin, ranging from 0.25% to 0.60%, depending on the base interest rate applied, and each matures on the earlier of April 29, 2021, or the termination of commitments thereunder. Our payment obligations under the 2019 Revolver are guaranteed by Total S.A. up to the maximum aggregate principal amount of $55.0 million. In consideration of the commitments of Total S.A., we are required to pay them a guaranty fee of 0.25% per annum on any amounts borrowed under the 2019 Revolver and to reimburse Total S.A. for any amounts paid by them under the parent guaranty. We have pledged the equity of a wholly-owned subsidiary that holds our shares of Enphase Energy, Inc. common stock to secure our reimbursement obligation under the parent guaranty. We have also agreed to limit our ability to draw funds under the 2019 Revolver to no more than 67% of the fair market value of the common stock held by our subsidiary at the time of the draw. As of both March 29, 2020 and December 29, 2019, we had no outstanding borrowings under the Revolver. September 2011 Letter of Credit Facility with Deutsche Bank and Deutsche Bank Trust Company Americas (together, "Deutsche Bank Trust") In September 2011, we entered into a letter of credit facility with Deutsche Bank Trust which provides for the issuance, upon our request, of letters of credit to support our obligations in an aggregate amount not to exceed $200.0 million. Each letter of credit issued under the facility is fully cash-collateralized and we have entered into a security agreement with Deutsche Bank Trust, granting them a security interest in a cash collateral account established for this purpose. As of March 29, 2020 and December 29, 2019, letters of credit issued and outstanding under the Deutsche Bank Trust facility totaled $3.6 million, respectively, which were fully collateralized with restricted cash on the condensed consolidated balance sheets. Other Facilities Asset-Backed Loan with Bank of America On March 29, 2019, we entered in a Loan and Security Agreement with Bank of America, N.A, which provides a revolving credit facility secured by certain inventory and accounts receivable in the maximum aggregate principal amount of $50.0 million. The Loan and Security Agreement contains negative and affirmative covenants, events of default and repayment and prepayment provisions customarily applicable to asset-backed credit facilities. The facility bears a floating interest rate of LIBOR plus an applicable margin, and matures on the earlier of March 29, 2022, March 1, 2021 (a date that is 91 days prior to the maturity of our 2021 convertible debentures), or the termination of the commitments thereunder. During the three months ended March 29, 2020, we had drawn $12.4 million under this facility. During the three months ended March 29, 2020 we repaid $3.7 million and drew an additional $12.4 million. We had a balance outstanding of $27.9 million as of March 29, 2020. During the three months ended March 31, 2019, we had drawn $9.0 million under this facility and did not have any repayments. SunTrust Facility On June 28, 2018, we entered in a Financing Agreement with SunTrust Bank, which provides a revolving credit facility in the maximum aggregate principal amount of $75.0 million. Each loan drawn from the facility bears interest at either a base rate of federal funds rate plus an applicable margin or a floating interest rate of LIBOR plus an applicable margin, and matures no later than three years. As of both March 29, 2020 and December 29, 2019, we had $75.0 million in borrowing capacity under this limited recourse construction financing facility. We have not drawn any amounts under this facility as of March 29, 2020. Non-recourse Financing and Other Debt In order to facilitate the construction, sale or ongoing operation of certain solar projects, including our residential leasing program, we regularly obtain project-level financing. These financings are secured either by the assets of the specific project being financed or by our equity in the relevant project entity and the lenders do not have recourse to our general assets for repayment of such debt obligations, and hence the financings are referred to as non-recourse. Non-recourse financing is typically in the form of loans from third-party financial institutions, but also takes other forms, including partnership flip structures, sale-leaseback arrangements, or other forms commonly used in the solar or similar industries. We may seek non-recourse financing covering solely the construction period of the solar project or may also seek financing covering part or all of the operating life of the solar project. We classify non-recourse financings on our condensed consolidated balance sheets in accordance with their terms; however, in certain circumstances, we may repay or refinance these financings prior to stated maturity dates in connection with the sale of the related project or similar such circumstances. As of March 29, 2020, we had $19.1 million outstanding under these financings. We also enter other debt arrangements to finance operations. The following presents a summary of these financing arrangements, including non-recourse debt: Aggregate Carrying Value 1 (In thousands) March 29, 2020 December 29, 2019 Balance Sheet Classification Non-Recourse Project Debt: Arizona loan 2 $ 6,053 $ 6,111 Short-term debt and Long-term debt Various construction project debt 3 $ 13,087 $ 3,004 Short-term debt Other Debt: AUO debt 4 $ 40,944 $ 37,749 Short-term debt HSBC financing program 5 $ 5,000 $ 21,993 Short-term debt Other debt 6 $ 537 $ 1,831 Short-term debt and Long-term debt 1 Based on the nature of the debt arrangements included in the table above, and our intention to fully repay or transfer the obligations at their face values plus any applicable interest, we believe their carrying value materially approximates fair value, which is categorized within Level 3 of the fair value hierarchy. 2 In fiscal 2013, we entered into a financing agreement with PNC Energy Capital, LLC to finance our construction projects. Interest is calculated at a per annum rate equal to LIBOR plus 4.13%. 3 In the fourth quarter of fiscal 2019 and the first quarter of 2020, we entered into various financing agreements with Fifth Third Bank, National Association, to finance our construction projects. The amount borrowed is non-recourse in nature and cannot exceed the total costs of the project. Each draw bears interest on the unpaid amount at a per annum rate equal to LIBOR. The loan matures at the earliest of 85 days after the project is placed in service; 9 months after the initial borrowing date; or the first anniversary of satisfaction of the closing conditions set forth by the Lenders, including the delivery of the signed loan agreement by the borrower. 4 In fiscal 2016, we entered into a financing agreement with the Standard Chartered Bank of Malaysia. The agreement allows for an amount outstanding up to $50 million for a 90-day period. Interest is calculated as 1.50% per annum over LIBOR. 5 Relates to trade payables that are financed through a facility with a financial institution. 6 Relates to financing and capital lease obligations. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 29, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | DERIVATIVE FINANCIAL INSTRUMENTS The following tables present information about our hedge instruments measured at fair value on a recurring basis as of March 29, 2020 and December 29, 2019, all of which utilize Level 2 inputs under the fair value hierarchy: (In thousands) Balance Sheet Classification March 29, 2020 December 29, 2019 Assets: Derivatives designated as hedging instruments: Foreign currency option contracts Prepaid expenses and other current assets $ 2,044 $ 514 $ 2,044 $ 514 Derivatives not designated as hedging instruments: Foreign currency forward exchange contracts Prepaid expenses and other current assets $ 732 $ 488 $ 732 $ 488 Liabilities: Derivatives designated as hedging instruments: Foreign currency option contracts Accrued liabilities $ 1,092 $ 922 Foreign currency forward exchange contracts Accrued liabilities — 461 Interest rate swap contracts Other long-term liabilities 595 373 $ 1,687 $ 1,756 Derivatives not designated as hedging instruments: Foreign currency forward option contracts Accrued liabilities $ 32 $ — Foreign currency forward exchange contracts Accrued liabilities 1,530 579 $ 1,562 $ 579 March 29, 2020 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets, but Have Rights to Offset (In thousands) Gross Amounts Recognized Gross Amounts Offset Net Amounts Presented Financial Instruments Cash Collateral Net Amounts Derivative assets $ 2,776 $ — $ 2,776 $ 2,654 $ — $ 122 Derivative liabilities 3,249 — 3,249 2,654 — 595 December 29, 2019 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets, but Have Rights to Offset (In thousands) Gross Amounts Recognized Gross Amounts Offset Net Amounts Presented Financial Instruments Cash Collateral Net Amounts Derivative assets $ 1,002 $ — $ 1,002 $ 1,002 $ — $ — Derivative liabilities 2,335 — 2,335 1,002 — 1,333 The following table summarizes the pre-tax amount of unrealized gain or loss recognized in "accumulated other comprehensive income" ("OCI") in "stockholders' equity" on our condensed consolidated balance sheets: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Derivatives designated as cash flow hedges: Loss in OCI at the beginning of the period $ (1,258) $ (164) Unrealized gain recognized in OCI (effective portion) 2,072 188 Less: Gain reclassified from OCI to revenue (effective portion of FX trades) (391) — Less: Loss (gain) reclassified from OCI to interest expense (effective portion of interest rate swaps) 7 (3) Net gain on derivatives 1,688 185 Gain in OCI at the end of the period $ 430 $ 21 The following table summarizes the amount of gain or loss recognized in "other, net" in our condensed consolidated statements of operations in the three months ended March 29, 2020 and March 31, 2019: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Derivatives designated as cash flow hedges: Gain recognized in "Other, net" on derivatives (ineffective portion and amount excluded from effectiveness testing) $ 151 $ — Derivatives not designated as hedging instruments: (Loss) gain recognized in "Other, net" $ (842) $ 909 Foreign Currency Exchange Risk Designated Derivatives Hedging Cash Flow Exposure Our cash flow exposure primarily relates to anticipated third-party foreign currency revenues and expenses and interest rate fluctuations. We derive a portion of our revenues in foreign currencies, predominantly in Euros, as part of our ongoing business operations. In addition, a portion of our assets are held in foreign currencies. We enter into foreign currency forward contracts and at times, option contracts designated as cash flow hedges to hedge certain forecasted revenue transactions denominated in currencies other than our functional currency. Our foreign currency forward and option contracts are entered into for periods consistent with the related underlying exposures and do not constitute positions that are independent of those exposures. As of March 29, 2020 and December 29, 2019, we had designated outstanding cash flow hedge forward contracts with a notional value of $0.0 million and $48.9 million, respectively. As of March 29, 2020 and December 29, 2019, we also had designated outstanding cash flow hedge option contracts with a notional value of $143.0 million and $142.9 million, respectively. We designate either gross external or intercompany revenue up to our net economic exposure. These derivatives have a maturity of three months or less and consist of option contracts. The effective portion of these cash flow hedges is reclassified into revenue when third-party revenue is recognized in our condensed consolidated statements of operations. Non-Designated Derivatives Hedging Transaction Exposure Derivatives not designated as hedging instruments consist of forward and option contracts used to hedge re-measurement of foreign currency denominated monetary assets and liabilities primarily for intercompany transactions, receivables from customers, and payables to third parties. Changes in exchange rates between our subsidiaries' functional currencies and the currencies in which these assets and liabilities are denominated can create fluctuations in our reported condensed consolidated financial position, results of operations and cash flows. As of March 29, 2020, to hedge balance sheet exposure, we held forward contracts with an aggregate notional value of $114.8 million. These foreign currency forward contracts have maturity of six months or less. As of December 29, 2019, to hedge balance sheet exposure, we held forward contracts with an aggregate notional value of $17.5 million. These contracts matured in January 2020. Interest Rate Risk We also enter into interest rate swap agreements to reduce the impact of changes in interest rates on our project specific non-recourse floating rate debt. As of both March 29, 2020 and December 29, 2019, we had interest rate swap agreements designated as cash flow hedges with aggregate notional values of $6.1 million. These swap agreements allow us to effectively convert floating-rate payments into fixed-rate payments pe riodically over the life of the agreements. These derivatives have a maturity of more than 12 months. The effective portion of these swap agreements designated as cash flow hedges is reclassified into interest expense when the hedged transactions are recognized in our condensed consolidated statements of operations. We analyze our designated interest rate swaps quarterly to determine if the hedge transaction remains effective or ineffective. We may discontinue hedge accounting for interest rate swaps prospectively if certain criteria are no longer met, the interest rate swap is terminated or exercised, or if we elect to remove the cash flow hedge designation. If hedge accounting is discontinued, and the forecasted hedged transaction is considered possible to occur, the previously recognized gain or loss on the interest rate swaps will remain in accumulated other comprehensive loss and will be reclassified into earnings during the same period the forecasted hedged transaction affects earnings or is otherwise deemed improbable to occur. All changes in the fair value of non-designated interest rate swap agreements are recognized immediately in current period earnings. Credit Risk Our option and forward contracts do not contain any credit-risk-related contingent features. We are exposed to credit losses in the event of nonperformance by the counterparties to these option and forward contracts. We enter into derivative contracts with high-quality financial institutions and limit the amount of credit exposure to any single counterparty. In addition, we continuously evaluate the credit standing of our counterparties. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 29, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES During the three months ended March 29, 2020, our income tax provision of $1.9 million on a loss before income taxes and equity in earnings of unconsolidated investees of $0.5 million was primarily due to projected tax expense in foreign jurisdictions that were profitable, offset by a tax benefit related to a release of tax reserves in foreign jurisdictions due to a lapse of statute of limitations. Our income tax provision of $5.8 million in the three months ended March 31, 2019 on a loss before income taxes and equity in earnings of unconsolidated investees of $100.4 million was primarily due to tax expense in foreign jurisdictions that were profitable and a net change in valuation allowance from a foreign jurisdiction. During the three months ended March 29, 2020, in accordance with FASB guidance for interim reporting of income tax, we have computed our provision for income taxes based on a projected annual effective tax rate while excluding loss jurisdictions which cannot be benefited. Our projected effective tax rate is based on forecasted annualized results which may fluctuate significantly in future periods, in particular due to the uncertainty in our annual forecasts resulting from the unpredictable duration and severity of the COVID-19 pandemic on our operating results. Total liabilities associated with uncertain tax positions were $18.8 million and $20.1 million as of March 29, 2020 and December 29, 2019, respectively. The decrease of $1.3 million was primarily related to the release of tax reserves in various foreign jurisdictions due to lapse of statute of limitations. In June 2019, the U.S. Court of Appeals for the Ninth Circuit overturned the 2015 U.S. tax court decision in Altera Co v. Commissioner, regarding the inclusion of stock-based compensation costs under cost sharing agreements. In July 2019, Altera Corporation, a subsidiary of Intel Inc., requested en banc review of the decision from the Ninth Circuit panel and the request was denied in November 2019. In February 2020, Altera Corporation petitioned the U.S. Supreme Court for review. While a final decision remains outstanding, we quantified and recorded the impact of including such compensation costs, as described in the Ninth Circuit decision, of $5.8 million in the fourth quarter of fiscal 2019, as a reduction to deferred tax asset, fully offset by a reduction to valuation allowance of the same amount, without any income tax expense impact. If the Altera Ninth Circuit opinion is reversed by the U.S. Supreme Court, we would anticipate unwinding the reduction to both deferred tax asset and valuation allowance as aforementioned. There was no further update in the first quarter of fiscal 2020 and we will continue to monitor the effects of the case’s outcome on our tax provision and related disclosures once more information becomes available. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") was enacted in response to the COVID-19 pandemic. The CARES Act permits NOL carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. Furthermore, the CARES Act contains modifications on the limitation of business interest for tax years beginning in 2019 and 2020. The modifications to Section 163(j) increase the allowable business interest deduction from 30% of adjusted taxable income to 50% of adjusted taxable income. We are still evaluating the tax impact |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 29, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NET LOSS PER SHARE We calculate basic net loss per share by dividing earnings allocated to common stockholders by the basic weighted-average number of common shares outstanding for the period. Diluted weighted-average shares is computed using basic weighted-average number of common shares outstanding plus any potentially dilutive securities outstanding during the period using the treasury-stock-type method and the if-converted method, except when their effect is anti-dilutive. Potentially dilutive securities include stock options, restricted stock units, and the outstanding senior convertible debentures. The following table presents the calculation of basic and diluted net loss per share attributable to stockholders: Three Months Ended (In thousands, except per share amounts) March 29, 2020 March 31, 2019 Basic net income loss per share: Numerator: Net loss attributable to stockholders $ (1,431) $ (89,724) Denominator: Basic weighted-average common shares 168,822 141,720 Basic net loss per share $ (0.01) $ (0.63) Diluted net loss per share 1 Numerator: Net loss attributable to stockholders $ (1,431) $ (89,724) Net loss available to common stockholders $ (1,431) $ (89,724) Denominator: Basic weighted-average common shares 168,822 141,720 Effect of dilutive securities: Restricted stock units — — Dilutive weighted-average common shares: 168,822 141,720 Dilutive net loss per share $ (0.01) $ (0.63) 1 As a result of our net loss attributable to stockholders for the three months ended March 29, 2020 and March 31, 2019, the inclusion of all potentially dilutive stock options, restricted stock units, and common shares under noted warrants and convertible debt would be anti-dilutive. Therefore, those stock options, restricted stock units and shares were excluded from the computation of the weighted-average shares for diluted net loss per share for such periods. The following is a summary of outstanding anti-dilutive potential common stock that was excluded from diluted net loss per share attributable to stockholders in the following periods: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Restricted stock units 5,447 7,294 4.00% debentures due 2023 13,922 13,922 0.875% debentures due 2021 6,350 8,203 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 29, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION The following table summarizes the consolidated stock-based compensation expense by line item in our condensed consolidated statements of operations: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Cost of SunPower Energy Services revenue $ 559 $ 168 Cost of SunPower Technologies revenue 551 — Research and development 760 593 Sales, general and administrative 4,997 4,905 Total stock-based compensation expense $ 6,867 $ 5,666 The following table summarizes the consolidated stock-based compensation expense by type of award: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Restricted stock units $ 6,822 $ 6,628 Change in stock-based compensation capitalized in inventory 45 (962) Total stock-based compensation expense $ 6,867 $ 5,666 |
Segment and Geographical Inform
Segment and Geographical Information | 3 Months Ended |
Mar. 29, 2020 | |
Segment Reporting [Abstract] | |
Segment and Geographical Information | SEGMENT AND GEOGRAPHICAL INFORMATION Our 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 including direct sales of turn-key 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. Our 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. 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. Adjustments Made for Segment Purposes Adjustments Based on International Financial Reporting Standards (“IFRS”) Legacy utility and power plant projects We included adjustments related to the revenue recognition of certain utility and power plant projects based on percentage-of-completion accounting and, when relevant, the allocation of revenue and margin to our project development efforts at the time of initial project sale. Under IFRS, such projects are accounted for when the customer obtains control of the promised goods or services which generally results in earlier recognition of revenue and profit than U.S. GAAP. Over the life of each project, cumulative revenue and gross margin will eventually be equivalent under both GAAP and IFRS; however, revenue and gross margin will generally be recognized earlier under IFRS. Legacy sale-leaseback transactions We included 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 are 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. Mark-to-market gain (loss) 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, mark-to-market 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. Further, we elected the Fair Value Option (“FVO”) for some of our equity investments, and we adjust the carrying value of those investments based on their fair market value calculated periodically. Such option is not available under IFRS, and equity method accounting is required for those investments. Management believes that excluding these adjustments on 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. Gain/Loss on sale and impairment of residential lease assets In fiscal 2018 and 2019, in an effort to deconsolidate all the residential lease assets owned by us, we sold membership units representing a 49% membership interest in our residential lease business and retained a 51% membership interest. The loss on divestment, including adjustments to contingent consideration shortly after the closing of the transaction, and the remaining unsold residential lease assets impairment with its corresponding depreciation savings are excluded from our non-GAAP results as they are non-recurring in nature and cash in nature and not reflective of ongoing operating results. Additionally, in the third quarter of fiscal 2019, in continuation with our intention to deconsolidate all the residential lease assets owned by us, we sold the remainder of residential lease assets still owned by us, that were not previously sold. Gain/loss from such activity is excluded from our non-GAAP results as it is non-cash in nature and not reflective of ongoing operating results. Impairment of property, plant, and equipment We evaluate property, plant and equipment for impairment whenever certain triggering events or changes in circumstances arise. This evaluation includes consideration of technology obsolescence that may indicate that the carrying value of such assets may not be recoverable. In accordance with such evaluation, we recognize a non-cash impairment charge when the asset group’s fair value is lower than its carrying value. Such impairment charge is excluded from our non-GAAP results as it is non-recurring in nature and not reflective of ongoing operating results. Any such non-recurring impairment charge recorded by our equity method or other unconsolidated investees is also excluded from our non-GAAP results as it is not reflective of their ongoing operating results. Construction revenue on solar services contracts Upon adoption of 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. We believe 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 8. 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 exclude 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 from our non-GAAP results as they are not reflective of ongoing operating results. Stock-based compensation Stock-based compensation relates primarily to our equity incentive awards. Stock-based compensation is a non-cash expense that is dependent on market forces that are difficult to predict. We believe that this adjustment for stock-based compensation provides investors with a basis to measure our core performance, including the ability to compare our performance with the performance of other companies, without the period-to-period variability created by stock-based compensation. Amortization of intangible assets We incur amortization of intangible assets as a result of acquisitions, which includes patents, purchased technology, project pipeline assets, and in-process research and development. We believe that it is appropriate to exclude these amortization charges from our non-GAAP financial measures as they arise from prior acquisitions, are not reflective of ongoing operating results, and do not contribute to a meaningful evaluation of our past operating performance. Depreciation of idle equipment In the fourth quarter of 2017, 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 lives. Such asset depreciation is excluded from our non-GAAP financial measures as it is non-cash in nature and not reflective of ongoing operating results. Excluding this data provides investors with a basis to compare our performance against the performance of other companies without such charges. Business process improvements During the second quarter of fiscal 2019, we initiated a project to improve our manufacturing and related processes to improve gross margin in coming years and engaged third-party experts to consult on business process improvements. Management believes it is appropriate to exclude these consulting expenses from our non-GAAP financial measures as they are non-recurring in nature and are not reflective of our ongoing operating results. Gain on business divestiture In fiscal 2019, we entered into 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. We believe that it is appropriate to exclude this gain from our segment results as it is 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. We believe that it is appropriate to exclude these costs from our segment results as they would not have otherwise been incurred as part of our 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, and subsequent announcement to separate into two independent and publicly-traded companies, we incurred and expect to continue to incur in upcoming quarters, non-recurring charges on third-party legal and consulting expenses to close the separation transaction. We believe that it is appropriate to exclude these from our non-GAAP results as it is 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 our debt. We exclude non-cash interest expense because the expense does not reflect our financial results in the period incurred. We believe that this adjustment for non-cash interest expense provides investors with a basis to evaluate our performance, including compared with the performance of other companies, without non-cash interest expense. Restructuring expenses We incur restructuring expenses related to reorganization plans aimed towards realigning resources consistent with our global strategy and improving our overall operating efficiency and cost structure. Although we have engaged in restructuring activities in the past, each has been a discrete event based on a unique set of business objectives. We believe that it is appropriate to exclude these from our non-GAAP results as they are not reflective of ongoing operating results. Litigation We may be involved in various instances of litigation, claims and proceedings that result in payments or recoveries. We exclude gains or losses associated with such events because the gains or losses do not reflect our underlying financial results in the period incurred. We believe that it is appropriate to exclude these from our non-GAAP results as they are not reflective of ongoing operating results. Gain on convertible notes repurchased In connection with the early repurchase of aggregate principal amount of our 0.875% Convertible debentures due June 1, 2021, we recognized a gain, which represented the difference between the book value of the convertible debentures, net of the remaining unamortized discount prior to repurchase and the reacquisition price of the convertible notes upon repurchase. We believe that it is appropriate to exclude this gain from our non-GAAP results as it is not reflective of our ongoing operating results. Segment and Geographical Information The following tables present segment results for the three months ended March 29, 2020 and March 31, 2019 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 March 29, 2020 March 31, 2019 (In thousands): SunPower Energy Services SunPower Technologies SunPower Energy Services SunPower Technologies Revenue from external customers: Channels $ 232,141 $ — $ 186,709 $ — North America Commercial 48,050 — 45,063 — Operations and maintenance 15,070 — 9,953 — Module sales — 164,061 — 168,940 Development services and legacy power plant — (4,947) — 894 Intersegment revenue — 88,875 — 60,800 Total segment revenue as reviewed by CODM $ 295,261 $ 247,989 $ 241,725 $ 230,634 Segment gross profit as reviewed by CODM $ 35,274 $ 12,927 $ 17,873 $ (858) Adjusted EBITDA $ 4,482 $ 2,647 $ (13,911) $ (8,500) Reconciliation of Segment Revenue to Condensed Consolidated GAAP Revenue Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Total segment revenue as reviewed by CODM $ 543,250 $ 472,359 Adjustments to segment revenue: Intersegment elimination (88,875) (60,800) Legacy utility and power plant projects 207 171 Construction revenue on solar services contracts (5,392) (63,505) Condensed consolidated GAAP revenue $ 449,190 $ 348,225 Reconciliation of Segment Gross Profit to Condensed Consolidated GAAP Gross Profit (Loss) Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Segment gross profit $ 48,201 $ 17,015 Adjustments to segment gross profit: Intersegment elimination 8,763 7,636 Legacy utility and power plant projects 34 (116) Business process improvements (2,464) — Legacy sale-leaseback transactions (20) 823 Construction revenue on solar services contracts (4,735) (11,386) Loss on sale and impairment of residential lease assets 448 125 Cost of above-market polysilicon (10,043) (49,428) Litigation 163 — Stock-based compensation expense (1,109) (168) Amortization of intangible assets (1,785) (1,786) Business reorganization costs (5) — Condensed consolidated GAAP gross profit (loss) $ 37,448 $ (37,285) Reconciliation of Segments EBITDA to Loss before income taxes and equity in earnings (losses) of unconsolidated investees Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Segment adjusted EBITDA $ 7,129 $ (22,411) Adjustments to segment adjusted EBITDA: Legacy utility and power plant projects 34 (116) Business process improvements (2,464) — Legacy sale-leaseback transactions (20) (4,911) Mark-to-market gain on equity investments 47,871 33,000 Construction revenue on solar services contracts (4,735) 3,740 Loss on sale and impairment of residential lease assets 722 (8,313) Cost of above-market polysilicon (10,043) (49,428) Stock-based compensation expense (6,867) (5,666) Amortization of intangible assets (1,786) (1,786) Gain on business divestiture — 6,114 Transaction-related costs (481) (1,422) Litigation (321) — Business reorganization costs (6,193) (2,649) Restructuring (charges) credits (1,576) 665 Gain on convertible notes repurchased 2,956 — Non-cash interest expense — (10) Equity in earnings of unconsolidated investees (245) (1,680) Net loss attributable to noncontrolling interests (707) (14,841) Cash interest expense, net of interest income (10,133) (10,206) Depreciation and amortization (15,896) (19,181) Corporate 2,241 (1,347) Loss before income taxes and equity in loss of unconsolidated investees $ (514) $ (100,448) Three Months Ended (As a percentage of total revenue): March 29, 2020 March 31, 2019 Revenue by geography: United States 64 % 51 % France 6 % 12 % Rest of World 30 % 37 % 100 % 100 % |
Organization And Summary Of S_2
Organization And Summary Of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 29, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of SunPower and our wholly-owned subsidiaries, and have been prepared by us in accordance with generally accepted accounting principles in the United States ("United States" or "U.S.," and such accounting principles, "U.S. GAAP") for interim financial information, and include the accounts of SunPower, all of our subsidiaries and special purpose entities, as appropriate under U.S. GAAP. All intercompany transactions and balances have been eliminated on consolidation. The financial information included herein is unaudited, and reflects all adjustments which are, in the opinion of our management, of a normal recurring nature and necessary for a fair statement of the results for the periods presented. The December 29, 2019 consolidated balance sheet data was derived from SunPower’s audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2019, as filed with the Securities and Exchange Commission ("SEC") on February 18, 2020 but does not include all disclosures required by U.S. GAAP. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in SunPower's Annual Report on Form 10-K for the fiscal year ended December 29, 2019. The operating results for the three months ended March 29, 2020 are not necessarily indicative of the results that may be expected for fiscal year 2020, or for any other future period. We have a 52-to-53-week fiscal year that ends on the Sunday closest to December 31. Accordingly, every fifth or sixth year will be a 53-week fiscal year. The current fiscal year, fiscal 2020, is a 53-week fiscal year, while fiscal year 2019 was a 52-week fiscal year. The first quarter of fiscal 2020 ended on March 29, 2020, while the first quarter of fiscal 2019 ended on March 31, 2019. |
Fiscal Periods | We have a 52-to-53-week fiscal year that ends on the Sunday closest to December 31. Accordingly, every fifth or sixth year will be a 53-week fiscal year. The current fiscal year, fiscal 2020, is a 53-week fiscal year, while fiscal year 2019 was a 52-week fiscal year. The first quarter of fiscal 2020 ended on March 29, 2020, while the first quarter of fiscal 2019 ended on March 31, 2019. |
Management Estimates | Management Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts reported in these condensed consolidated financial statements and accompanying notes. Significant estimates in these condensed consolidated financial statements include revenue recognition, specifically the nature and timing of satisfaction of performance obligations, standalone selling price of performance obligations and variable consideration; allowances for credit losses, including estimating macroeconomic factors affecting historical recovery rate of receivables; inventory and project asset write-downs; stock-based compensation; fair value assumptions for solar power systems and other long-lived assets sold under sale-leaseback transactions; long-lived asset impairment, specifically estimates for valuation assumptions including discount rates and future cash flows; economic useful lives of property, plant and equipment, and intangible assets; fair value of investments, including equity investments for which we apply the fair value option and other financial instruments; residual value of solar power systems; valuation of contingencies such as accrued warranty; the incremental borrowing rate used in discounting of lease liabilities; the fair value of indemnities provided to customers and other parties; and income taxes and tax valuation allowances. As a result of the uncertainty involved with industry impacts of COVID-19, many of our estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. These estimates may change as impacts become more certain and additional information becomes available, which may result in a significant change to our estimates in future periods. Actual results could materially differ from those estimates. |
Financial Instruments - Credit Losses | Financial Instruments - Credit Losses Effective December 30, 2019, we adopted Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13) and subsequent amendment to the initial guidance: ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02, and ASU 2020-03 (collectively , "Topic 326") . Topic 326 requires measurement and recognition of expected credit losses for financial assets held. The amendment applies to entities which hold financial assets and net investments in leases that are not accounted for at fair value through net income as well as loans, debt securities, accounts receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. For additional information on the changes resulting from the new standard and the impact to our financial results on adoption, refer to the section Recently Adopted Accounting Pronouncements below. |
Recently Adopted Accounting Standards and Recent Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued Topic 326, to replace the prior incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments in Topic 326 apply to entities which hold financial assets and net investments in leases that are not accounted for at fair value through net income as well as loans, debt securities, accounts receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - Genera l (Subtopic 715-20) to add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. We adopted the ASU during first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40) requiring a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities , which broadens the scope of the private company alternative to include all common control arrangements that meet specific criteria (not just leasing arrangements) and also eliminates the requirement that entities consider indirect interests held through related parties under common control in their entirety when assessing whether a decision-making fee is a variable interest. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 , which 1) clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606; 2) adds unit-of-account guidance in Topic 808 to align with the guidance in Topic 606; and 3) requires that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. We adopted the ASU during the first quarter of fiscal 2020. The adoption did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes , which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes, and clarifies certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for us no later than the first quarter of fiscal 2021. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. We are currently evaluating the impacts of the provisions of ASU 2019-12 on our financial statements and disclosures. In January 2020, the FASB issued ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendment clarifies accounting for equity investments and non-derivative forward contracts or purchased call options under ASC 321. ASU 2020-01 is effective no later than the first quarter of fiscal 2021. Early adoption is permitted, and the ASU should be applied prospectively. While we are still evaluating the impacts of the provisions of ASU 2020-01 on our financial statements and disclosures, the impact is not expected to be material. |
Transactions with Total and T_2
Transactions with Total and Total S.A. (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following related-party balances and amounts are associated with transactions entered into with Total and its Affiliates. Refer to Note 9. Equity Investments for related-party transactions with unconsolidated entities in which we have a direct equity investment. As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 15,360 $ 6,707 Contract assets 16,027 8,133 Prepaid and other assets 3,978 — Accounts payable 13,306 4,921 Contract liabilities, current portion 1 19,236 18,786 Contract liabilities, net of current portion 1 32,125 35,427 1 Refer to Note 8. Commitments and Contingencies - Advances from Customers . Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Revenue: Solar power systems, components, and other $ 29,246 $ 6,043 Cost of revenue: Solar power systems, components, and other 27,849 4,342 Research and development expense: Offsetting contributions received under the R&D Agreement — (158) Other income Gain on early retirement of convertible debt 1,850 — Interest expense: Guarantee fees incurred under the Credit Support Agreement 13 151 Interest expense incurred on the 0.875% debentures due 2021 404 547 Interest expense incurred on the 4.00% debentures due 2023 998 1,000 Related-party transactions with investees are as follows: As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 28,393 $ 23,900 Accounts payable 48,389 62,811 Accrued liabilities 5,356 11,219 Contract liabilities 36,288 29,599 Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Payments made to investees for products/services $ 74,281 $ 23,521 Revenues and fees received from investees for products/services 55,935 900 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables represent disaggregated revenue from contracts with customers for the three months ended March 29, 2020, and March 31, 2019 along with the reportable segment for each category: Three Months Ended (In thousands) SunPower Technologies SunPower Energy Services Total Revenue Category March 29, 2020 March 31, 2019 March 29, 2020 March 31, 2019 March 29, 2020 March 31, 2019 Module and component sales $ 94,299 $ 79,524 $ 165,738 $ 115,656 $ 260,037 $ 195,180 Solar power systems sales and EPC services 65,023 90,481 103,803 46,537 168,826 137,018 Operations and maintenance — — 15,070 9,244 15,070 9,244 Residential leasing — — 1,324 3,884 1,324 3,884 Solar services 1 — — 3,933 2,899 3,933 2,899 Revenue $ 159,322 $ 170,005 $ 289,868 $ 178,220 $ 449,190 $ 348,225 1 Upon adoption of ASC 842, revenues from residential leasing are being accounted for under ASC 606 and recorded under 'Solar services' |
Changes in Estimates | Also included in the table is the net change in estimate as a percentage of the aggregate revenue for such projects. Three Months Ended (In thousands, except number of projects) March 29, 2020 March 31, 2019 Decrease in revenue from net changes in transaction prices $ — $ (3,301) Increase (decrease) in revenue from net changes in input cost estimates (1,133) 2,410 Net decrease in revenue from net changes in estimates $ (1,133) $ (891) Number of projects 1 1 Net change in estimate as a percentage of aggregate revenue for associated projects (1.1) % (11.3) % |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | Project Revenue Category EPC Contract/Partner Developed Project Expected Year Revenue Recognition Will Be Completed Percentage of Revenue Recognized 1 Various Distribution Generation Projects Solar power systems sales and EPC services Various 2020 72.8% 1 Denotes average percentage of revenue recognized. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Accounts Receivable | As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable, gross 1 $ 266,884 $ 247,258 Less: allowance for credit losses (22,484) (19,975) Less: allowance for sales returns (924) (807) Accounts receivable, net $ 243,476 $ 226,476 1 There is a lien on our accounts receivable of $68.8 million out of our consolidated accounts receivable, gross, as of March 29, 2020 in connection with a Loan and Security Agreement entered into on March 29, 2019. See Note 10. Debt and Credit Sources. |
Accounts Receivable, Allowance for Credit Loss | Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Balance at beginning of period $ 19,975 $ 16,906 Provision for credit losses 2,509 1,670 Charge offs, net of recoveries — (255) Balance at end of period $ 22,484 $ 18,321 |
Schedule of Inventory | As of (In thousands) March 29, 2020 December 29, 2019 Raw materials $ 64,164 $ 54,936 Work-in-process 64,466 62,993 Finished goods 263,170 240,328 Inventories 1 2 $ 391,800 $ 358,257 1 A lien of $132.4 million exists on our gross inventory as of March 29, 2020 in connection with a Loan and Security Agreement entered into on March 29, 2019. See Note 10. Debt and Credit Sources. 2 Refer to long-term inventory for the safe harbor program under the caption "Other long-term assets" |
Schedule of Prepaid Expenses and Other Current Assets | As of (In thousands) March 29, 2020 December 29, 2019 Deferred project costs $ 26,850 $ 29,652 VAT receivables, current portion 5,543 7,986 Deferred costs for solar power systems 23,805 29,631 Derivative financial instruments 2,776 1,002 Other receivables 28,216 37,140 Prepaid taxes 395 718 Other current assets 191 411 Other prepaid expenses 16,859 14,704 Prepaid expenses and other current assets $ 104,635 $ 121,244 |
Schedule of Property, Plant and Equipment | As of (In thousands) March 29, 2020 December 29, 2019 Manufacturing equipment $ 144,663 $ 144,614 Land and buildings 137,723 137,723 Leasehold improvements 105,552 103,393 Solar power systems 31,352 30,518 Computer equipment 94,016 93,312 Furniture and fixtures 9,468 9,471 Construction-in-process 14,526 15,730 Property, plant and equipment, gross 537,300 534,761 Less: accumulated depreciation (225,108) (211,035) Property, plant and equipment, net $ 312,192 $ 323,726 |
Schedule of Property, Plant and Equipment by Geographic Region | As of (In thousands) March 29, 2020 December 29, 2019 United States $ 54,462 $ 56,507 Philippines 88,934 92,598 Malaysia 140,887 145,246 Mexico 17,843 18,862 Europe 10,037 10,469 Other 29 44 Property, plant and equipment, net, by geography 1 $ 312,192 $ 323,726 1 Based on the physical location of the assets. |
Schedule of Other Long-Term Assets | As of (In thousands) March 29, 2020 December 29, 2019 Equity investments with readily determinable fair value $ 178,090 $ 173,908 Equity investments without readily determinable fair value 7,481 8,661 Equity investments with fair value option 17,500 17,500 Equity method investments 27,193 26,533 Long-term inventory 1 56,726 48,214 Other 51,848 56,039 Other long-term assets $ 338,838 $ 330,855 1 Entire balance consists of finished goods under the safe harbor program. Refer to Note 9. Equity Investments |
Schedule of Accrued Liabilities | As of (In thousands) March 29, 2020 December 29, 2019 Employee compensation and employee benefits $ 24,543 $ 47,901 Interest payable 8,175 10,161 Short-term warranty reserves 28,477 30,979 Restructuring reserve 6,704 6,601 VAT payables 8,528 6,393 Derivative financial instruments 2,654 1,962 Legal expenses 13,828 13,111 Taxes payable 26,666 32,191 Liability due to supply agreement 28,665 28,031 Other 17,623 26,560 Accrued liabilities $ 165,863 $ 203,890 |
Schedule of Other Long-Term Liabilities | As of (In thousands) March 29, 2020 December 29, 2019 Deferred revenue 1 $ 39,334 $ 40,246 Long-term warranty reserves 104,742 107,466 Unrecognized tax benefits 18,789 20,067 Long-term pension liability 6,284 5,897 Derivative financial instruments 595 373 Other 30,250 30,251 Other long-term liabilities $ 199,994 $ 204,300 1 Consists of advance consideration received from customers under the residential lease program for leases entered into prior to December 31, 2018, which continue to be accounted for in accordance with the superseded lease accounting guidance. |
Schedule of Accumulated Other Comprehensive Loss | As of (In thousands) March 29, 2020 December 29, 2019 Cumulative translation adjustment $ (13,025) $ (12,250) Net unrealized gain (loss) on derivative financial instruments 450 (1,238) Net gain on long-term pension liability obligation 3,927 3,976 Deferred taxes (141) — Accumulated other comprehensive loss $ (8,789) $ (9,512) |
Solar Services (Tables)
Solar Services (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Leases [Abstract] | |
Lessor Operating Leases | The following table summarizes "Solar power systems leased and to be leased, net" under operating leases on our condensed consolidated balance sheets as of March 29, 2020 and December 29, 2019: As of (In thousands) March 29, 2020 December 29, 2019 Solar power systems leased and to be leased, net 1 : Solar power systems leased $ 116,678 $ 116,948 116,678 116,948 Less: accumulated depreciation and impairment 2 (63,303) (62,610) Solar power systems leased, net $ 53,375 $ 54,338 1 Solar power systems leased, net, are physically located exclusively in the United States. 2 For the three months ended March 31, 2019, we recognized a non-cash impairment charge of $4.0 million on solar power systems leased. No impairment charges were recorded for the three months ended March 29, 2020. |
Schedule of Minimum Future Rental Receipts on Operating Leases Placed in Service | The following table presents our minimum future rental receipts on operating leases placed in service as of March 29, 2020: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Minimum future rentals on operating leases placed in service 1 $ 63 $ 53 $ 54 $ 54 $ 54 $ 786 $ 1,064 1 Does not include contingent rentals that may be received from customers under agreements that include performance-based incentives. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | The following table summarizes our assets and liabilities measured and recorded at fair value on a recurring basis as of March 29, 2020 and December 29, 2019: March 29, 2020 December 29, 2019 (In thousands) Total Fair Value Level 3 Level 2 Level 1 Total Fair Value Level 3 Level 2 Level 1 Assets Prepaid expenses and other current assets: Derivative financial instruments (Note 11) $ 2,776 — 2,776 — $ 1,002 — 1,002 — Other long-term assets: Equity investments with fair value option ("FVO") 17,500 17,500 — — 17,500 17,500 — — Equity investments with readily determinable fair value 178,090 — — 178,090 173,908 — — 173,908 Total assets $ 198,366 $ 17,500 $ 2,776 $ 178,090 $ 192,410 $ 17,500 $ 1,002 $ 173,908 Liabilities Accrued liabilities: Derivative financial instruments (Note 11) $ 2,654 $ — $ 2,654 $ — $ 1,962 $ — $ 1,962 — Other long-term liabilities: Derivative financial instruments (Note 11) 595 — 595 — 373 — 373 — Total liabilities $ 3,249 $ — $ 3,249 $ — $ 2,335 $ — $ 2,335 $ — |
Equity Method Investment Movements | The following table summarizes movements in equity investments for the three months ended March 29, 2020. There were no internal movements to or from Level 3 from Level 1 or Level 2 for the three months ended March 29, 2020. (In thousands) Beginning balance as of December 29, 2019 FV Adjustment Additional investment [See Note 9] Ending balance as of March 29, 2020 Equity investments with FVO $17,500 $— $— $17,500 |
Level 3 significant unobservable input sensitivity | The following table summarizes the significant unobservable inputs used in Level 3 valuation of our investments carried at fair value as of March 29, 2020. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. 2020 Assets: Fair value Valuation Technique Unobservable input Range (Weighted Average) Other long-term assets: Equity investments $ 17,500 Discounted cash flows Discount rate 9.5%-13% (1) 7.5% - 7.75% (1) Total assets $ 17,500 (1) |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Charges | The following table summarizes the comparative periods-to-date restructuring charges by plan recognized in our condensed consolidated statements of operations: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Cumulative To Date December 2019 Restructuring Plan: Severance and benefits $ 1,639 $ — $ 8,994 Other costs 1 — — 41 Total December 2019 Restructuring Plan 1,639 — 9,035 February 2018 Restructuring Plan: Non-cash asset impairment charges — — 5,874 Severance and benefits — (349) 11,797 Lease and related termination costs — — 554 Other costs 1 2 (227) 816 Total February 2018 Restructuring Plan 2 (576) $ 19,041 Legacy Restructuring Plan: Non-cash impairment charges — — 228,184 Severance and benefits (65) (17) 100,688 Lease and related termination costs — — 8,085 Other costs 1 — (72) 39,807 Total Legacy Restructuring Plan (65) (89) 376,764 Total restructuring charges (credits) $ 1,576 $ (665) $ 404,840 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. |
Schedule of Restructuring Reserve | The following table summarizes the restructuring reserve activities during the three months ended March 29, 2020: Three Months Ended (In thousands) December 29, 2019 Charges (Benefits) (Payments) Recoveries March 29, 2020 December 2019 Restructuring Plan: Severance and benefits $ 5,822 $ 1,639 $ (1,432) $ 6,029 Total December 2019 Restructuring Plan 5,822 1,639 (1,432) 6,029 February 2018 Restructuring Plan: Non-cash asset impairment charges — — — — Severance and benefits 296 — (32) 264 Lease and related termination costs — — — — Other costs 1 — 2 (2) — Total February 2018 Restructuring Plan 296 2 (34) 264 Legacy Restructuring Plans 483 (65) (7) 411 Total restructuring reserve activities $ 6,601 $ 1,576 $ (1,473) $ 6,704 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease, Cost | The table below presents the summarized quantitative information with regard to lease contracts we have entered into: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Operating leases: Operating lease expense $ 5,687 $ 4,888 Sublease income (35) (334) Rent expense $ 5,652 $ 4,554 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 5,578 4,510 Right-of-use assets obtained in exchange for lease obligations 1 12,461 81,525 Weighted-average remaining lease term (in years) - operating leases 6.8 7.3 Weighted-average discount rate - operating leases 9 % 9 % |
Schedule of Future Minimum Rental Payments for Operating Leases | The future minimum lease payments to be paid under non-cancellable leases in effect at March 29, 2020, are as follows (in thousands): As of March 29, 2020 Operating Leases 2020 (remaining nine months) $ 12,306 2021 16,811 2022 15,495 2023 12,532 2024 8,906 Thereafter 25,785 Total lease payments 91,835 Less: imputed interest (26,671) Total $ 65,164 |
Future Purchase Obligations | Future purchase obligations under non-cancellable purchase orders and long-term supply agreements as of March 29, 2020 are as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total 1 Future purchase obligations $ 423,480 $ 79,225 $ 37,706 $ 33,148 $ 710 $ 6,082 $ 580,351 |
Schedule of Estimated Utilization of Advances from Customers | The estimated utilization of advances from customers included within "Contract liabilities, current portion" and "Contract liabilities, net of current portion" on our condensed consolidated balance sheets as of March 29, 2020 is as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Estimated utilization of advances from customers $ 18,119 $ 41,727 $ 23,447 $ — $ — $ — $ 83,293 |
Schedule of Product Warranty Liability | The following table summarizes accrued warranty activities for the three months ended March 29, 2020 and March 31, 2019: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Balance at the beginning of the period $ 138,445 $ 172,266 Accruals for warranties issued during the period 7,383 4,621 Settlements and adjustments during the period (12,609) (13,683) Balance at the end of the period $ 133,219 $ 163,204 |
Equity Investments Equity Inves
Equity Investments Equity Investments (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | The carrying value of our equity investments, classified as "other long-term assets" on our condensed consolidated balance sheets, are as follows: As of (In thousands) March 29, 2020 December 29, 2019 Equity investments with readily determinable fair value: Enphase Energy, Inc. $ 178,090 $ 173,908 Total equity investments with readily determinable fair value 178,090 173,908 Equity investments without readily determinable fair value: Project entities 2,802 2,802 Other equity investments without readily determinable fair value 1 4,679 5,859 Total equity investments without readily determinable fair value 7,481 8,661 Equity investments with fair value option: SunStrong Capital Holdings, LLC 8,000 8,000 SunStrong Partners, LLC 9,500 9,500 Total equity investment with fair value option 17,500 17,500 Equity method investments Huansheng Corporation 27,193 26,533 Total equity method investments 27,193 26,533 Total equity investments $ 230,264 $ 226,602 1 Includes a change in value of our investment for an equity investee attributable to partial return of capital and revaluation of our remaining shareholding in accordance with ASC 321 Investments – Equity Securities . During the quarter ended March 29, 2020, we received a cash dividend of $2.5 million from an investee representing a return of capital. In addition, during the quarter ended March 29, 2020, we recorded a gain of $1.3 million related to an increase in the fair value of our investment , based on observable market transactions with a third-party investor |
Schedule of Other Ownership Interests | The following summary of unaudited financial information of the unconsolidated VIEs, is derived from the unaudited financial statements of such VIEs. The following table presents summarized financial statements for SunStrong, a significant investee, based on unaudited information provided to us by the investee:1 Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Summarized statements of operations information: Revenue $ 29,464 $ 22,626 Gross loss (1,438) (1,209) Net income 21,640 3,256 As of (In thousands) March 29, 2020 December 29, 2019 Summarized balance sheet information: Current assets $ 149,248 $ 225,576 Long-term assets 1,185,328 1,049,451 Current liabilities 113,980 125,601 Long-term liabilities 866,389 847,365 1 Note that amounts are reported one quarter in arrears as permitted by applicable guidance. |
Schedule of Related Party Transactions | The following related-party balances and amounts are associated with transactions entered into with Total and its Affiliates. Refer to Note 9. Equity Investments for related-party transactions with unconsolidated entities in which we have a direct equity investment. As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 15,360 $ 6,707 Contract assets 16,027 8,133 Prepaid and other assets 3,978 — Accounts payable 13,306 4,921 Contract liabilities, current portion 1 19,236 18,786 Contract liabilities, net of current portion 1 32,125 35,427 1 Refer to Note 8. Commitments and Contingencies - Advances from Customers . Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Revenue: Solar power systems, components, and other $ 29,246 $ 6,043 Cost of revenue: Solar power systems, components, and other 27,849 4,342 Research and development expense: Offsetting contributions received under the R&D Agreement — (158) Other income Gain on early retirement of convertible debt 1,850 — Interest expense: Guarantee fees incurred under the Credit Support Agreement 13 151 Interest expense incurred on the 0.875% debentures due 2021 404 547 Interest expense incurred on the 4.00% debentures due 2023 998 1,000 Related-party transactions with investees are as follows: As of (In thousands) March 29, 2020 December 29, 2019 Accounts receivable $ 28,393 $ 23,900 Accounts payable 48,389 62,811 Accrued liabilities 5,356 11,219 Contract liabilities 36,288 29,599 Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Payments made to investees for products/services $ 74,281 $ 23,521 Revenues and fees received from investees for products/services 55,935 900 |
Debt and Credit Sources (Tables
Debt and Credit Sources (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table summarizes our outstanding debt on our condensed consolidated balance sheets: March 29, 2020 December 29, 2019 (In thousands) Face Value Short-term Long-term Total Face Value Short-term Long-term Total Convertible debt: 0.875% debentures due 2021 $ 309,698 $ — $ 309,126 $ 309,126 $ 400,000 $ — $ 399,058 $ 399,058 4.00% debentures due 2023 425,000 — 421,511 421,511 425,000 — 421,201 421,201 CEDA loan 30,000 — 29,161 29,161 30,000 — 29,141 29,141 Non-recourse financing and other debt 194,655 124,060 67,640 191,700 190,966 104,230 83,224 187,454 $ 959,353 $ 124,060 $ 827,438 $ 951,498 $ 1,045,966 $ 104,230 $ 932,624 $ 1,036,854 Aggregate Carrying Value 1 (In thousands) March 29, 2020 December 29, 2019 Balance Sheet Classification Non-Recourse Project Debt: Arizona loan 2 $ 6,053 $ 6,111 Short-term debt and Long-term debt Various construction project debt 3 $ 13,087 $ 3,004 Short-term debt Other Debt: AUO debt 4 $ 40,944 $ 37,749 Short-term debt HSBC financing program 5 $ 5,000 $ 21,993 Short-term debt Other debt 6 $ 537 $ 1,831 Short-term debt and Long-term debt 1 Based on the nature of the debt arrangements included in the table above, and our intention to fully repay or transfer the obligations at their face values plus any applicable interest, we believe their carrying value materially approximates fair value, which is categorized within Level 3 of the fair value hierarchy. 2 In fiscal 2013, we entered into a financing agreement with PNC Energy Capital, LLC to finance our construction projects. Interest is calculated at a per annum rate equal to LIBOR plus 4.13%. 3 In the fourth quarter of fiscal 2019 and the first quarter of 2020, we entered into various financing agreements with Fifth Third Bank, National Association, to finance our construction projects. The amount borrowed is non-recourse in nature and cannot exceed the total costs of the project. Each draw bears interest on the unpaid amount at a per annum rate equal to LIBOR. The loan matures at the earliest of 85 days after the project is placed in service; 9 months after the initial borrowing date; or the first anniversary of satisfaction of the closing conditions set forth by the Lenders, including the delivery of the signed loan agreement by the borrower. 4 In fiscal 2016, we entered into a financing agreement with the Standard Chartered Bank of Malaysia. The agreement allows for an amount outstanding up to $50 million for a 90-day period. Interest is calculated as 1.50% per annum over LIBOR. 5 Relates to trade payables that are financed through a facility with a financial institution. 6 Relates to financing and capital lease obligations. |
Schedule of Maturities of Debt | As of March 29, 2020, the aggregate future contractual maturities of our outstanding debt, at face value, were as follows: (In thousands) Fiscal 2020 Fiscal 2021 Fiscal 2022 Fiscal 2023 Fiscal 2024 Thereafter Total Aggregate future maturities of outstanding debt $ 90,492 $ 387,495 $ 21,605 $ 425,741 $ 780 $ 33,240 $ 959,353 |
Schedule of Long-Term Convertible Debt Instruments | The following table summarizes our outstanding convertible debt: March 29, 2020 December 29, 2019 (In thousands) Carrying Value Face Value Fair Value 1 Carrying Value Face Value Fair Value 1 Convertible debt: 0.875% debentures due 2021 $ 309,126 $ 309,698 $ 292,919 $ 399,058 $ 400,000 $ 371,040 4.00% debentures due 2023 421,511 425,000 341,653 421,201 425,000 348,628 $ 730,637 $ 734,698 $ 634,572 $ 820,259 $ 825,000 $ 719,668 1 The fair value of the convertible debt was determined using Level 2 inputs based on quarterly market prices as reported by an independent pricing source. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of hedge instruments measured at fair value on a recurring basis | The following tables present information about our hedge instruments measured at fair value on a recurring basis as of March 29, 2020 and December 29, 2019, all of which utilize Level 2 inputs under the fair value hierarchy: (In thousands) Balance Sheet Classification March 29, 2020 December 29, 2019 Assets: Derivatives designated as hedging instruments: Foreign currency option contracts Prepaid expenses and other current assets $ 2,044 $ 514 $ 2,044 $ 514 Derivatives not designated as hedging instruments: Foreign currency forward exchange contracts Prepaid expenses and other current assets $ 732 $ 488 $ 732 $ 488 Liabilities: Derivatives designated as hedging instruments: Foreign currency option contracts Accrued liabilities $ 1,092 $ 922 Foreign currency forward exchange contracts Accrued liabilities — 461 Interest rate swap contracts Other long-term liabilities 595 373 $ 1,687 $ 1,756 Derivatives not designated as hedging instruments: Foreign currency forward option contracts Accrued liabilities $ 32 $ — Foreign currency forward exchange contracts Accrued liabilities 1,530 579 $ 1,562 $ 579 |
Schedule of offsetting assets and liabilities | March 29, 2020 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets, but Have Rights to Offset (In thousands) Gross Amounts Recognized Gross Amounts Offset Net Amounts Presented Financial Instruments Cash Collateral Net Amounts Derivative assets $ 2,776 $ — $ 2,776 $ 2,654 $ — $ 122 Derivative liabilities 3,249 — 3,249 2,654 — 595 December 29, 2019 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets, but Have Rights to Offset (In thousands) Gross Amounts Recognized Gross Amounts Offset Net Amounts Presented Financial Instruments Cash Collateral Net Amounts Derivative assets $ 1,002 $ — $ 1,002 $ 1,002 $ — $ — Derivative liabilities 2,335 — 2,335 1,002 — 1,333 |
Schedule of derivative instruments, effect on other comprehensive income (loss) | The following table summarizes the pre-tax amount of unrealized gain or loss recognized in "accumulated other comprehensive income" ("OCI") in "stockholders' equity" on our condensed consolidated balance sheets: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Derivatives designated as cash flow hedges: Loss in OCI at the beginning of the period $ (1,258) $ (164) Unrealized gain recognized in OCI (effective portion) 2,072 188 Less: Gain reclassified from OCI to revenue (effective portion of FX trades) (391) — Less: Loss (gain) reclassified from OCI to interest expense (effective portion of interest rate swaps) 7 (3) Net gain on derivatives 1,688 185 Gain in OCI at the end of the period $ 430 $ 21 |
Schedule of gain or loss recognized in Statement of Operations | The following table summarizes the amount of gain or loss recognized in "other, net" in our condensed consolidated statements of operations in the three months ended March 29, 2020 and March 31, 2019: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Derivatives designated as cash flow hedges: Gain recognized in "Other, net" on derivatives (ineffective portion and amount excluded from effectiveness testing) $ 151 $ — Derivatives not designated as hedging instruments: (Loss) gain recognized in "Other, net" $ (842) $ 909 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of loss per share | The following table presents the calculation of basic and diluted net loss per share attributable to stockholders: Three Months Ended (In thousands, except per share amounts) March 29, 2020 March 31, 2019 Basic net income loss per share: Numerator: Net loss attributable to stockholders $ (1,431) $ (89,724) Denominator: Basic weighted-average common shares 168,822 141,720 Basic net loss per share $ (0.01) $ (0.63) Diluted net loss per share 1 Numerator: Net loss attributable to stockholders $ (1,431) $ (89,724) Net loss available to common stockholders $ (1,431) $ (89,724) Denominator: Basic weighted-average common shares 168,822 141,720 Effect of dilutive securities: Restricted stock units — — Dilutive weighted-average common shares: 168,822 141,720 Dilutive net loss per share $ (0.01) $ (0.63) 1 As a result of our net loss attributable to stockholders for the three months ended March 29, 2020 and March 31, 2019, the inclusion of all potentially dilutive stock options, restricted stock units, and common shares under noted warrants and convertible debt would be anti-dilutive. Therefore, those stock options, restricted stock units and shares were excluded from the computation of the weighted-average shares for diluted net loss per share for such periods. |
Schedule of outstanding anti-dilutive potential common stock excluded from loss per share | The following is a summary of outstanding anti-dilutive potential common stock that was excluded from diluted net loss per share attributable to stockholders in the following periods: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Restricted stock units 5,447 7,294 4.00% debentures due 2023 13,922 13,922 0.875% debentures due 2021 6,350 8,203 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of stock-based compensation expense by line item on the Statement of Operations | The following table summarizes the consolidated stock-based compensation expense by line item in our condensed consolidated statements of operations: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Cost of SunPower Energy Services revenue $ 559 $ 168 Cost of SunPower Technologies revenue 551 — Research and development 760 593 Sales, general and administrative 4,997 4,905 Total stock-based compensation expense $ 6,867 $ 5,666 |
Summary of stock-based compensation expense by type of award | The following table summarizes the consolidated stock-based compensation expense by type of award: Three Months Ended (In thousands) March 29, 2020 March 31, 2019 Restricted stock units $ 6,822 $ 6,628 Change in stock-based compensation capitalized in inventory 45 (962) Total stock-based compensation expense $ 6,867 $ 5,666 |
Segment and Geographical Info_2
Segment and Geographical Information (Tables) | 3 Months Ended |
Mar. 29, 2020 | |
Segment Reporting [Abstract] | |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated | The following tables present segment results for the three months ended March 29, 2020 and March 31, 2019 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 March 29, 2020 March 31, 2019 (In thousands): SunPower Energy Services SunPower Technologies SunPower Energy Services SunPower Technologies Revenue from external customers: Channels $ 232,141 $ — $ 186,709 $ — North America Commercial 48,050 — 45,063 — Operations and maintenance 15,070 — 9,953 — Module sales — 164,061 — 168,940 Development services and legacy power plant — (4,947) — 894 Intersegment revenue — 88,875 — 60,800 Total segment revenue as reviewed by CODM $ 295,261 $ 247,989 $ 241,725 $ 230,634 Segment gross profit as reviewed by CODM $ 35,274 $ 12,927 $ 17,873 $ (858) Adjusted EBITDA $ 4,482 $ 2,647 $ (13,911) $ (8,500) |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Reconciliation of Segment Revenue to Condensed Consolidated GAAP Revenue Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Total segment revenue as reviewed by CODM $ 543,250 $ 472,359 Adjustments to segment revenue: Intersegment elimination (88,875) (60,800) Legacy utility and power plant projects 207 171 Construction revenue on solar services contracts (5,392) (63,505) Condensed consolidated GAAP revenue $ 449,190 $ 348,225 Reconciliation of Segment Gross Profit to Condensed Consolidated GAAP Gross Profit (Loss) Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Segment gross profit $ 48,201 $ 17,015 Adjustments to segment gross profit: Intersegment elimination 8,763 7,636 Legacy utility and power plant projects 34 (116) Business process improvements (2,464) — Legacy sale-leaseback transactions (20) 823 Construction revenue on solar services contracts (4,735) (11,386) Loss on sale and impairment of residential lease assets 448 125 Cost of above-market polysilicon (10,043) (49,428) Litigation 163 — Stock-based compensation expense (1,109) (168) Amortization of intangible assets (1,785) (1,786) Business reorganization costs (5) — Condensed consolidated GAAP gross profit (loss) $ 37,448 $ (37,285) Reconciliation of Segments EBITDA to Loss before income taxes and equity in earnings (losses) of unconsolidated investees Three Months Ended (In thousands): March 29, 2020 March 31, 2019 Segment adjusted EBITDA $ 7,129 $ (22,411) Adjustments to segment adjusted EBITDA: Legacy utility and power plant projects 34 (116) Business process improvements (2,464) — Legacy sale-leaseback transactions (20) (4,911) Mark-to-market gain on equity investments 47,871 33,000 Construction revenue on solar services contracts (4,735) 3,740 Loss on sale and impairment of residential lease assets 722 (8,313) Cost of above-market polysilicon (10,043) (49,428) Stock-based compensation expense (6,867) (5,666) Amortization of intangible assets (1,786) (1,786) Gain on business divestiture — 6,114 Transaction-related costs (481) (1,422) Litigation (321) — Business reorganization costs (6,193) (2,649) Restructuring (charges) credits (1,576) 665 Gain on convertible notes repurchased 2,956 — Non-cash interest expense — (10) Equity in earnings of unconsolidated investees (245) (1,680) Net loss attributable to noncontrolling interests (707) (14,841) Cash interest expense, net of interest income (10,133) (10,206) Depreciation and amortization (15,896) (19,181) Corporate 2,241 (1,347) Loss before income taxes and equity in loss of unconsolidated investees $ (514) $ (100,448) |
Revenue from External Customers by Geographic Areas | Three Months Ended (As a percentage of total revenue): March 29, 2020 March 31, 2019 Revenue by geography: United States 64 % 51 % France 6 % 12 % Rest of World 30 % 37 % 100 % 100 % |
Organization And Summary Of S_3
Organization And Summary Of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | ||
Mar. 29, 2020 | Dec. 29, 2019 | ||
Line of Credit Facility [Line Items] | |||
Accounts receivable, net | $ 243,476,000 | [1] | $ 226,476,000 |
Receivables, Net, Current | 243,500,000 | ||
Allowance for credit loss | $ 22,484,000 | $ 19,975,000 | |
Aging analysis base | 83.00% | ||
Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 55,000,000 | ||
[1] | We have related-party balances for transactions made with Total S.A. and its affiliates as well as unconsolidated entities in which we have a direct equity investment. These related-party balances are recorded within the "accounts receivable, net," "prepaid expenses and other current assets," "contract assets," "accounts payable," "accrued liabilities," "contract liabilities, current portion," "convertible debt," and "contract liabilities, net of current portion," financial statement line items on our condensed consolidated balance sheets (see Note 2, Note 8, Note 9, and Note 10). |
Transactions with Total and T_3
Transactions with Total and Total S.A. - Narrative (Details) - Total - USD ($) $ / shares in Units, $ in Billions | May 01, 2020 | Dec. 31, 2011 | Jun. 30, 2011 | Mar. 29, 2020 |
Related Party Transaction [Line Items] | ||||
Ownership after sale of stock, percentage | 50.00% | |||
Subsequent Event | ||||
Related Party Transaction [Line Items] | ||||
Ownership after sale of stock, percentage | 52.00% | |||
Tender Offer Agreement | ||||
Related Party Transaction [Line Items] | ||||
Ownership after sale of stock, percentage | 60.00% | |||
Consideration received in cash tender offer (in dollars per share) | $ 23.25 | |||
Cash tender offer | $ 1.4 | |||
Private Placement | ||||
Related Party Transaction [Line Items] | ||||
Ownership after sale of stock, percentage | 66.00% | |||
Consideration received in cash tender offer (in dollars per share) | $ 8.80 | |||
Number of shares of common stock issued and sold | 18,600,000 |
Transactions with Total and T_4
Transactions with Total and Total S.A. - Supply Agreement (Details) $ in Thousands | Mar. 04, 2019MW | Jan. 07, 2019USD ($)MW | Dec. 29, 2019USD ($)agreementMW | Mar. 31, 2018USD ($)MW | Nov. 30, 2016MW | Mar. 29, 2020USD ($)company | Mar. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Supply agreement, term | 10 years | |||||||
Contract liabilities, current portion | $ 138,441 | $ 126,281 | [1] | |||||
Contract liabilities, net of current portion | $ 67,538 | $ 63,567 | [1] | |||||
Number of Agreements | agreement | 4 | |||||||
Number of Project Companies | company | 3 | |||||||
Total | ||||||||
Related Party Transaction [Line Items] | ||||||||
Supply agreement, power (in MW) | MW | 10 | 93 | ||||||
Contract liabilities | $ 88,500 | |||||||
Contract liabilities, current portion | $ 19,200 | |||||||
Contract liabilities, net of current portion | $ 32,100 | |||||||
Customer advances paid upon execution, percentage | 10.00% | 10.00% | ||||||
Total | CHILE | ||||||||
Related Party Transaction [Line Items] | ||||||||
Supply agreement, power (in MW) | MW | 3.42 | |||||||
Contract liabilities, current portion | $ 1,300 | |||||||
Customer advances paid upon execution, percentage | 10.00% | |||||||
Total | Dubai | ||||||||
Related Party Transaction [Line Items] | ||||||||
Supply agreement, power (in MW) | MW | 3.7 | |||||||
Contract liabilities, current portion | $ 1,400 | |||||||
Customer advances paid upon execution, percentage | 10.00% | |||||||
Majority Shareholder | Total | ||||||||
Related Party Transaction [Line Items] | ||||||||
Supply agreement, term | 4 years | |||||||
Supply agreement, power (in MW) | MW | 200 | |||||||
Supply agreement, power provided in agreement (in MW) | MW | 150 | |||||||
Supply agreement, additional power purchase option (in MW) | MW | 50 | |||||||
[1] | We have related-party balances for transactions made with Total S.A. and its affiliates as well as unconsolidated entities in which we have a direct equity investment. These related-party balances are recorded within the "accounts receivable, net," "prepaid expenses and other current assets," "contract assets," "accounts payable," "accrued liabilities," "contract liabilities, current portion," "convertible debt," and "contract liabilities, net of current portion," financial statement line items on our condensed consolidated balance sheets (see Note 2, Note 8, Note 9, and Note 10). |
Transactions with Total and T_5
Transactions with Total and Total S.A. - Affiliation Agreement (Details) - USD ($) $ in Thousands | Mar. 04, 2019 | Dec. 29, 2019 | Mar. 29, 2020 | Mar. 31, 2019 | Dec. 29, 2019 |
Related Party Transaction [Line Items] | |||||
Revenue | $ 449,190 | $ 348,225 | |||
Solar power systems, components, and other | |||||
Related Party Transaction [Line Items] | |||||
Revenue | $ 6,200 | $ 443,933 | $ 341,442 | ||
Total | |||||
Related Party Transaction [Line Items] | |||||
Ownership after sale of stock, percentage | 50.00% | ||||
Revenue | $ 3,200 | $ 38,400 | $ 6,400 | ||
Total | Solar power systems, components, and other | |||||
Related Party Transaction [Line Items] | |||||
Revenue | $ 11,300 | ||||
Standstill Agreements | Total | |||||
Related Party Transaction [Line Items] | |||||
Ownership after sale of stock, percentage | 15.00% | ||||
Limitations on transfer of outstanding shares, percentage | 0.40 | ||||
Standstill Agreements | Total | Maximum | |||||
Related Party Transaction [Line Items] | |||||
Percentage of voting interests acquired in business acquisition | 100.00% |
Transactions with Total and T_6
Transactions with Total and Total S.A.- 0.875% Debentures Due 2021 (Details) | 1 Months Ended | 3 Months Ended | ||
Jun. 29, 2014shares | Mar. 29, 2020USD ($)shares | Dec. 29, 2019USD ($) | Jun. 30, 2014USD ($)$ / shares | |
Related Party Transaction [Line Items] | ||||
Debt face amount | $ 959,353,000 | $ 1,045,966,000 | ||
0.875% debentures due 2021 | ||||
Related Party Transaction [Line Items] | ||||
Interest rate | 0.875% | 0.875% | ||
Debt face amount | $ 400,000,000 | |||
Conversion ratio | 20.5071 | |||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 48.76 | |||
Convertible debt repurchased | $ 90,300,000 | |||
Gain on extinguishment of debt | $ 3,000,000 | |||
0.875% debentures due 2021 | Total | ||||
Related Party Transaction [Line Items] | ||||
Debt face amount | $ 250,000,000 | |||
Shares to be acquired | shares | 5,126,775 | 3,969,375 | ||
Convertible debt repurchased | $ 56,400,000 | |||
Face Value Per Note | ||||
Related Party Transaction [Line Items] | ||||
Debt face amount | $ 1,000 |
Transactions with Total and T_7
Transactions with Total and Total S.A. - 4.00% Debentures Due 2023 (Details) - USD ($) | 1 Months Ended | ||
Dec. 31, 2015 | Mar. 29, 2020 | Dec. 29, 2019 | |
Related Party Transaction [Line Items] | |||
Debt face amount | $ 959,353,000 | $ 1,045,966,000 | |
4.00% debentures due 2023 | |||
Related Party Transaction [Line Items] | |||
Interest rate | 4.00% | 4.00% | |
Debt face amount | $ 425,000,000 | ||
Debt instrument, convertible, conversion price (in dollars per share) | $ 30.53 | ||
4.00% debentures due 2023 | Total | |||
Related Party Transaction [Line Items] | |||
Debt face amount | $ 100,000,000 | ||
Shares to be acquired | 3,275,680 |
Transactions with Total and T_8
Transactions with Total and Total S.A. - Joint Solar Projects with Total and its Affiliates (Details) - USD ($) $ in Thousands | Mar. 04, 2019 | Dec. 29, 2019 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Mar. 31, 2019 | Dec. 29, 2019 | Dec. 30, 2018 |
Related Party Transaction [Line Items] | ||||||||
Accounts receivable | $ 23,900 | $ 28,393 | $ 23,900 | |||||
Ownership interests in co-development solar project, percentage sold | 25.00% | 25.00% | ||||||
Revenue | 449,190 | $ 348,225 | ||||||
Other, Net | ||||||||
Related Party Transaction [Line Items] | ||||||||
Proceeds from divestiture of interest in joint venture | $ 4,600 | |||||||
Gain from sale of joint venture interest | $ 2,900 | |||||||
Other, Net | CHILE | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership interests in co-development solar project, percentage sold | 50.00% | |||||||
Proceeds from divestiture of interest in joint venture | $ 14,100 | |||||||
Gain from sale of joint venture interest | 11,000 | |||||||
Solar power systems, components, and other | 10,200 | $ 4,900 | ||||||
Other, Net | CHILE | Subsequent Event | ||||||||
Related Party Transaction [Line Items] | ||||||||
Solar power systems, components, and other | $ 3,400 | |||||||
Total | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue | $ 3,200 | $ 38,400 | $ 6,400 | |||||
Accounts receivable | Total | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accounts receivable | $ 15,400 |
Transactions with Total and T_9
Transactions with Total and Total S.A. - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 | |
Related Party Transaction [Line Items] | |||
Accounts receivable | $ 28,393 | $ 23,900 | |
Accounts payable | 48,389 | 62,811 | |
Contract liabilities, current portion | 126,281 | [1] | 138,441 |
Contract liabilities, net of current portion | 63,567 | [1] | 67,538 |
Total | |||
Related Party Transaction [Line Items] | |||
Contract liabilities, current portion | 19,200 | ||
Contract liabilities, net of current portion | 32,100 | ||
Total | Related-Party Transactions with Total and its Affiliates | |||
Related Party Transaction [Line Items] | |||
Accounts receivable | 15,360 | 6,707 | |
Contract assets | 16,027 | 8,133 | |
Prepaid and other assets | 3,978 | 0 | |
Accounts payable | 13,306 | 4,921 | |
Contract liabilities, current portion | 19,236 | 18,786 | |
Contract liabilities, net of current portion | $ 32,125 | $ 35,427 | |
[1] | We have related-party balances for transactions made with Total S.A. and its affiliates as well as unconsolidated entities in which we have a direct equity investment. These related-party balances are recorded within the "accounts receivable, net," "prepaid expenses and other current assets," "contract assets," "accounts payable," "accrued liabilities," "contract liabilities, current portion," "convertible debt," and "contract liabilities, net of current portion," financial statement line items on our condensed consolidated balance sheets (see Note 2, Note 8, Note 9, and Note 10). |
Transactions with Total and _10
Transactions with Total and Total S.A. - Revenue from Related Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 29, 2020 | Mar. 31, 2019 | Dec. 31, 2015 | Jun. 30, 2014 | |
Revenue: | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Solar power systems, components, and other | $ 29,246 | $ 6,043 | ||
Cost of revenue | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Solar power systems, components, and other | 27,849 | 4,342 | ||
Research and development expense: | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Gain on extinguishment of debt | 1,850 | 0 | ||
Offsetting contributions received under the R&D Agreement | 0 | (158) | ||
Credit Support Agreement | Interest expense: | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Interest expense | 13 | 151 | ||
0.875% debentures due 2021 | ||||
Related Party Transaction [Line Items] | ||||
Gain on extinguishment of debt | $ 3,000 | |||
Interest rate | 0.875% | 0.875% | ||
0.875% debentures due 2021 | Interest expense: | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Interest expense | $ 404 | 547 | ||
4.00% debentures due 2023 | ||||
Related Party Transaction [Line Items] | ||||
Interest rate | 4.00% | 4.00% | ||
4.00% debentures due 2023 | Interest expense: | Total | Related-Party Transactions with Total and its Affiliates | ||||
Related Party Transaction [Line Items] | ||||
Interest expense | $ 998 | $ 1,000 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 449,190 | $ 348,225 |
SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 159,322 | 170,005 |
SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 289,868 | 178,220 |
Module and component sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 260,037 | 195,180 |
Module and component sales | SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 94,299 | 79,524 |
Module and component sales | SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 165,738 | 115,656 |
Solar power systems sales and EPC services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 168,826 | 137,018 |
Solar power systems sales and EPC services | SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 65,023 | 90,481 |
Solar power systems sales and EPC services | SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 103,803 | 46,537 |
Operations and maintenance | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 15,070 | 9,244 |
Operations and maintenance | SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 0 | 0 |
Operations and maintenance | SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 15,070 | 9,244 |
Residential leasing | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,324 | 3,884 |
Residential leasing | SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 0 | 0 |
Residential leasing | SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,324 | 3,884 |
Solar services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 3,933 | 2,899 |
Solar services | SunPower Technologies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 0 | 0 |
Solar services | SunPower Energy Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 3,933 | $ 2,899 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Net Change in Estimate (Details) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020USD ($)positions | Mar. 31, 2019USD ($)positions | |
Revenue from Contract with Customer [Abstract] | ||
Decrease in revenue from net changes in transaction prices | $ 0 | $ (3,301) |
Increase (decrease) in revenue from net changes in input cost estimates | (1,133) | 2,410 |
Net decrease in revenue from net changes in estimates | $ (1,133) | $ (891) |
Number of projects | positions | 1 | 1 |
Net change in estimate as a percentage of aggregate revenue for associated projects | (1.10%) | (11.30%) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Increase (decrease) in contract assets | $ (295) | $ (1,712) |
Decrease in contract with customer, liability, including addbacks | (16,100) | (36,000) |
Revenue recognized | $ 53,600 | $ 26,300 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Performance Obligations (Details) $ in Millions | 3 Months Ended |
Mar. 29, 2020USD ($) | |
Various Distribution Generation Projects | |
Disaggregation of Revenue [Line Items] | |
Percentage of revenue recognized | 72.80% |
Solar power systems sales and EPC services | |
Disaggregation of Revenue [Line Items] | |
Revenue, remaining performance obligation, amount | $ 162.4 |
Module and component sales | |
Disaggregation of Revenue [Line Items] | |
Revenue, remaining performance obligation, amount | $ 389.1 |
Revenue from Contracts with C_7
Revenue from Contracts with Customers - Narrative (Details) | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue or cost impact threshold | $ 1,000,000 |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Accounts receivable, gross | $ 266,884 | $ 247,258 |
Less: allowance for credit losses | (22,484) | (19,975) |
Less: allowance for sales returns | (924) | (807) |
Accounts receivable, net | 243,476 | 226,476 |
Debt Instrument [Line Items] | ||
Accounts receivable, gross | 266,884 | $ 247,258 |
Loan And Security Agreement Lien | ||
Balance Sheet Related Disclosures [Abstract] | ||
Accounts receivable, gross | 68,800 | |
Debt Instrument [Line Items] | ||
Accounts receivable, gross | $ 68,800 |
Balance Sheet Components - Narr
Balance Sheet Components - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | ||
Proceeds from sale of collection of receivables | $ 49.5 | $ 20.9 |
Uncollectable accounts receivables that have been factored | $ 24.3 | $ 8.7 |
Balance Sheet Components - Allo
Balance Sheet Components - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 19,975 | $ 16,906 |
Provision for credit losses | 2,509 | 1,670 |
Charge offs, net of recoveries | 0 | (255) |
Balance at end of period | $ 22,484 | $ 18,321 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 64,164 | $ 54,936 |
Work-in-process | 64,466 | 62,993 |
Finished goods | 263,170 | 240,328 |
Inventories | 391,800 | $ 358,257 |
Loan And Security Agreement Lien | ||
Debt Instrument [Line Items] | ||
Inventory, gross | $ 132,400 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred project costs | $ 26,850 | $ 29,652 |
VAT receivables, current portion | 5,543 | 7,986 |
Deferred costs for solar power systems | 23,805 | 29,631 |
Derivative financial instruments | 2,776 | 1,002 |
Other receivables | 28,216 | 37,140 |
Prepaid taxes | 395 | 718 |
Other Assets, Current | 191 | 411 |
Other prepaid expenses | 16,859 | 14,704 |
Prepaid expenses and other current assets | $ 104,635 | $ 121,244 |
Balance Sheet Components - Prop
Balance Sheet Components - Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 537,300 | $ 534,761 |
Less: accumulated depreciation | (225,108) | (211,035) |
Property, plant and equipment, net | 312,192 | 323,726 |
Manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 144,663 | 144,614 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 137,723 | 137,723 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 105,552 | 103,393 |
Solar Power Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 31,352 | 30,518 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 94,016 | 93,312 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 9,468 | 9,471 |
Construction-in-process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 14,526 | $ 15,730 |
Balance Sheet Components - Pr_2
Balance Sheet Components - Property, Plant and Equipment, Net, by Geography (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $ 312,192 | $ 323,726 |
United States | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 54,462 | 56,507 |
Philippines | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 88,934 | 92,598 |
Malaysia | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 140,887 | 145,246 |
Mexico | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 17,843 | 18,862 |
Europe | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | 10,037 | 10,469 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $ 29 | $ 44 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Long-term Assets (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Equity investments with readily determinable fair value | $ 178,090 | $ 173,908 |
Equity investments without readily determinable fair value | 7,481 | 8,661 |
Equity investments with fair value option | 17,500 | 17,500 |
Equity method investments | 27,193 | 26,533 |
Long-term inventory | 56,726 | 48,214 |
Other | 51,848 | 56,039 |
Other long-term assets | $ 338,838 | $ 330,855 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Employee compensation and employee benefits | $ 24,543 | $ 47,901 |
Interest payable | 8,175 | 10,161 |
Short-term warranty reserves | 28,477 | 30,979 |
Restructuring reserve | 6,704 | 6,601 |
VAT payables | 8,528 | 6,393 |
Derivative financial instruments (Note 11) | 2,654 | 1,962 |
Legal expenses | 13,828 | 13,111 |
Taxes payable | 26,666 | 32,191 |
Liability due to supply agreement | 28,665 | 28,031 |
Other | 17,623 | 26,560 |
Accrued liabilities | $ 165,863 | $ 203,890 |
Balance Sheet Components - Ot_2
Balance Sheet Components - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred revenue | $ 39,334 | $ 40,246 |
Long-term warranty reserves | 104,742 | 107,466 |
Unrecognized tax benefits | 18,789 | 20,067 |
Long-term pension liability | 6,284 | 5,897 |
Derivative financial instruments | 595 | 373 |
Other | 30,250 | 30,251 |
Other long-term liabilities | $ 199,994 | $ 204,300 |
Balance Sheet Components - Accu
Balance Sheet Components - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Cumulative translation adjustment | $ (13,025) | $ (12,250) |
Net unrealized gain (loss) on derivative financial instruments | 450 | (1,238) |
Net gain on long-term pension liability obligation | 3,927 | 3,976 |
Deferred taxes | 141 | 0 |
Accumulated other comprehensive loss | $ (8,789) | $ (9,512) |
Solar Services - Operating Leas
Solar Services - Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Dec. 29, 2019 | |
Leases [Abstract] | ||
Solar power systems leased | $ 116,678 | $ 116,948 |
Solar power systems leased and to be leased, gross | 116,678 | 116,948 |
Less: accumulated depreciation and impairment | (63,303) | (62,610) |
Solar power systems leased, net | 53,375 | $ 54,338 |
Noncash impairment charge | $ 4,000 |
Solar Services - Lease Payments
Solar Services - Lease Payments to be Received (Details) $ in Thousands | Mar. 29, 2020USD ($) |
Leases [Abstract] | |
Fiscal 2020 (remaining nine months) | $ 63 |
Fiscal 2021 | 53 |
Fiscal 2022 | 54 |
Fiscal 2023 | 54 |
Fiscal 2024 | 54 |
Thereafter | 786 |
Total | $ 1,064 |
Solar Services - Narrative (Det
Solar Services - Narrative (Details) - USD ($) $ in Thousands | Jan. 13, 2020 | Nov. 05, 2018 | Mar. 29, 2020 | Mar. 31, 2019 |
Debt Instrument [Line Items] | ||||
Proceeds from business divestiture | $ 0 | $ 9,677 | ||
Long-term debt | $ 216,200 | |||
SunStrong Partners, LLC | ||||
Debt Instrument [Line Items] | ||||
Ownership percentage | 49.00% | |||
Proceeds from business divestiture | $ 10,000 | |||
Proceeds from contributions from affiliates | 7,000 | |||
Proceeds from collection of other receivables | 4,000 | |||
Gain on refinancing | 3,000 | |||
Subordinate Mezzanine Loan | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 72,800 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 |
Other long-term assets: | ||
Equity investments with readily determinable fair value | $ 178,090 | $ 173,908 |
Total assets | 198,366 | 192,410 |
Accrued liabilities: | ||
Derivative financial instruments (Note 11) | 2,654 | 1,962 |
Other long-term liabilities: | ||
Derivative financial instruments (Note 11) | 595 | 373 |
Total liabilities | 3,249 | 2,335 |
Level 3 | ||
Other long-term assets: | ||
Total assets | 17,500 | 17,500 |
Other long-term liabilities: | ||
Total liabilities | 0 | 0 |
Level 2 | ||
Other long-term assets: | ||
Total assets | 2,776 | 1,002 |
Other long-term liabilities: | ||
Total liabilities | 3,249 | 2,335 |
Level 1 | ||
Other long-term assets: | ||
Total assets | 178,090 | 173,908 |
Other long-term liabilities: | ||
Total liabilities | 0 | 0 |
Prepaid expenses and other current assets: | ||
Prepaid expenses and other current assets: | ||
Derivative financial instruments (Note 11) | 2,776 | 1,002 |
Prepaid expenses and other current assets: | Level 3 | ||
Prepaid expenses and other current assets: | ||
Derivative financial instruments (Note 11) | 0 | 0 |
Prepaid expenses and other current assets: | Level 2 | ||
Prepaid expenses and other current assets: | ||
Derivative financial instruments (Note 11) | 2,776 | 1,002 |
Prepaid expenses and other current assets: | Level 1 | ||
Prepaid expenses and other current assets: | ||
Derivative financial instruments (Note 11) | 0 | 0 |
Other long-term assets: | ||
Other long-term assets: | ||
Equity investments with fair value option ("FVO") | 17,500 | 17,500 |
Equity investments with readily determinable fair value | 178,090 | 173,908 |
Other long-term assets: | Level 3 | ||
Other long-term assets: | ||
Equity investments with fair value option ("FVO") | 17,500 | 17,500 |
Equity investments with readily determinable fair value | 0 | 0 |
Other long-term assets: | Level 2 | ||
Other long-term assets: | ||
Equity investments with fair value option ("FVO") | 0 | 0 |
Equity investments with readily determinable fair value | 0 | 0 |
Other long-term assets: | Level 1 | ||
Other long-term assets: | ||
Equity investments with fair value option ("FVO") | 0 | 0 |
Equity investments with readily determinable fair value | 178,090 | 173,908 |
Accrued liabilities: | ||
Accrued liabilities: | ||
Derivative financial instruments (Note 11) | 2,654 | 1,962 |
Accrued liabilities: | Level 3 | ||
Accrued liabilities: | ||
Derivative financial instruments (Note 11) | 0 | 0 |
Accrued liabilities: | Level 2 | ||
Accrued liabilities: | ||
Derivative financial instruments (Note 11) | 2,654 | 1,962 |
Accrued liabilities: | Level 1 | ||
Accrued liabilities: | ||
Derivative financial instruments (Note 11) | 0 | 0 |
Other long-term liabilities: | ||
Other long-term liabilities: | ||
Derivative financial instruments (Note 11) | 595 | 373 |
Other long-term liabilities: | Level 3 | ||
Other long-term liabilities: | ||
Derivative financial instruments (Note 11) | 0 | 0 |
Other long-term liabilities: | Level 2 | ||
Other long-term liabilities: | ||
Derivative financial instruments (Note 11) | 595 | 373 |
Other long-term liabilities: | Level 1 | ||
Other long-term liabilities: | ||
Derivative financial instruments (Note 11) | $ 0 | $ 0 |
Fair Value Measurements - Equit
Fair Value Measurements - Equity Method Investments Activity (Details) - Equity investments with FVO $ in Thousands | 3 Months Ended |
Mar. 29, 2020USD ($) | |
Schedule of Equity Method Investments [Line Items] | |
Beginning balance as of December 29, 2019 | $ 17,500 |
FV Adjustment | 0 |
Additional investment [See Note 9] | 0 |
Ending balance as of March 29, 2020 | $ 17,500 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 significant unobservable input sensitivity (Details) - Equity investments - Level 3 $ in Thousands | Mar. 29, 2020USD ($) |
Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Total assets | $ 17,500 |
Measurement Input, Default Rate | Minimum | Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.095 |
Measurement Input, Default Rate | Minimum | Valuation Technique, Residual | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.075 |
Measurement Input, Default Rate | Maximum | Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.13 |
Measurement Input, Default Rate | Maximum | Valuation Technique, Residual | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.0775 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Aug. 09, 2018 | Mar. 29, 2020 | Mar. 31, 2019 | Dec. 29, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Unrealized gain (loss) on investments | $ 47,900,000 | $ 33,000,000 | ||
Equity method investments | 230,264,000 | $ 226,602,000 | ||
Government bonds | 6,200,000 | |||
Other-than-temporary impairment loss | $ 0 | |||
Enphase Shares | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Shares issuable to the Company at closing of agreement | 7,500,000 | |||
Investment shares sold (in shares) | 1,000,000,000,000 | |||
Proceeds from sale of equity investment | $ 43,700,000 | |||
Total equity method investments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Equity method investments | $ 27,200,000 | $ 26,500,000 |
Restructuring (Details)
Restructuring (Details) $ in Thousands | 3 Months Ended | |||
Mar. 29, 2020USD ($) | Dec. 29, 2019USD ($)employees | Mar. 31, 2019USD ($) | Apr. 01, 2018USD ($)employees | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 1,576 | $ (665) | ||
Restructuring incurred cost | $ 9,000 | |||
February 2018 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected as a percentage of global workforce | 3.00% | |||
Minimum | February 2018 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 150 | |||
Restructuring charges | $ 20,000 | |||
Severance costs | 11,000 | |||
Payments for restructuring | 12,000 | |||
Real estate lease termination and other associated costs | $ 9,000 | |||
Minimum | Spinoff | December 2019 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 145 | |||
Reorganization, number of jobs affected as a percentage of global workforce | 3.00% | |||
Restructuring and related cost, exiting period | 12 months | |||
Restructuring charges | $ 16,000 | |||
Severance costs | 8,000 | |||
Retention cost | 8,000 | |||
Payments for restructuring | $ 14,000 | |||
Minimum | Spinoff | December 2019 Restructuring Plan | SunPower Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 65 | |||
Minimum | Spinoff | December 2019 Restructuring Plan | SunPower Energy Services | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 80 | |||
Maximum | February 2018 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 250 | |||
Restructuring charges | $ 30,000 | |||
Severance costs | 16,000 | |||
Payments for restructuring | 20,000 | |||
Real estate lease termination and other associated costs | $ 14,000 | |||
Maximum | Spinoff | December 2019 Restructuring Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 160 | |||
Restructuring and related cost, exiting period | 18 months | |||
Restructuring charges | $ 22,000 | |||
Severance costs | 11,000 | |||
Retention cost | 11,000 | |||
Payments for restructuring | $ 19,000 | |||
Maximum | Spinoff | December 2019 Restructuring Plan | SunPower Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 70 | |||
Maximum | Spinoff | December 2019 Restructuring Plan | SunPower Energy Services | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reorganization, number of jobs affected | employees | 90 |
Restructuring - Cost (Details)
Restructuring - Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | $ 1,576 | $ (665) |
Cumulative To Date | 404,840 | |
December 2019 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 1,639 | 0 |
Cumulative To Date | 9,035 | |
February 2018 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 2 | (576) |
Cumulative To Date | 19,041 | |
Legacy Restructuring Plans | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | (65) | (89) |
Cumulative To Date | 376,764 | |
Non-cash impairment charges | February 2018 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | 0 |
Cumulative To Date | 5,874 | |
Non-cash impairment charges | Legacy Restructuring Plans | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | 0 |
Cumulative To Date | 228,184 | |
Severance and benefits | December 2019 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 1,639 | 0 |
Cumulative To Date | 8,994 | |
Severance and benefits | February 2018 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | (349) |
Cumulative To Date | 11,797 | |
Severance and benefits | Legacy Restructuring Plans | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | (65) | (17) |
Cumulative To Date | 100,688 | |
Lease and related termination costs | February 2018 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | 0 |
Cumulative To Date | 554 | |
Lease and related termination costs | Legacy Restructuring Plans | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | 0 |
Cumulative To Date | 8,085 | |
Other costs1 | December 2019 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | 0 |
Cumulative To Date | 41 | |
Other costs1 | February 2018 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 2 | (227) |
Cumulative To Date | 816 | |
Other costs1 | Legacy Restructuring Plans | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization costs | 0 | $ (72) |
Cumulative To Date | $ 39,807 |
Restructuring - Rollforward (De
Restructuring - Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | $ 6,601 | |
Charges (Benefits) | 1,576 | $ (665) |
(Payments) Recoveries | (1,473) | |
Restructuring reserve, end | 6,704 | |
December 2019 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 5,822 | |
Charges (Benefits) | 1,639 | 0 |
(Payments) Recoveries | (1,432) | |
Restructuring reserve, end | 6,029 | |
February 2018 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 296 | |
Charges (Benefits) | 2 | (576) |
(Payments) Recoveries | (34) | |
Restructuring reserve, end | 264 | |
Legacy Restructuring Plans | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 483 | |
Charges (Benefits) | (65) | (89) |
(Payments) Recoveries | (7) | |
Restructuring reserve, end | 411 | |
Non-cash impairment charges | February 2018 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 0 | |
Charges (Benefits) | 0 | 0 |
(Payments) Recoveries | 0 | |
Restructuring reserve, end | 0 | |
Non-cash impairment charges | Legacy Restructuring Plans | ||
Restructuring Reserve [Roll Forward] | ||
Charges (Benefits) | 0 | 0 |
Severance and benefits | December 2019 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 5,822 | |
Charges (Benefits) | 1,639 | 0 |
(Payments) Recoveries | (1,432) | |
Restructuring reserve, end | 6,029 | |
Severance and benefits | February 2018 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 296 | |
Charges (Benefits) | 0 | (349) |
(Payments) Recoveries | (32) | |
Restructuring reserve, end | 264 | |
Severance and benefits | Legacy Restructuring Plans | ||
Restructuring Reserve [Roll Forward] | ||
Charges (Benefits) | (65) | (17) |
Lease and related termination costs | February 2018 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 0 | |
Charges (Benefits) | 0 | 0 |
(Payments) Recoveries | 0 | |
Restructuring reserve, end | 0 | |
Lease and related termination costs | Legacy Restructuring Plans | ||
Restructuring Reserve [Roll Forward] | ||
Charges (Benefits) | 0 | 0 |
Other costs1 | December 2019 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Charges (Benefits) | 0 | 0 |
Other costs1 | February 2018 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 0 | |
Charges (Benefits) | 2 | (227) |
(Payments) Recoveries | (2) | |
Restructuring reserve, end | 0 | |
Other costs1 | Legacy Restructuring Plans | ||
Restructuring Reserve [Roll Forward] | ||
Charges (Benefits) | $ 0 | $ (72) |
Commitments and Contingencies -
Commitments and Contingencies - Facility and Equipment Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Loss Contingencies [Line Items] | ||
Operating lease expense | $ 5,687 | $ 4,888 |
Sublease income | (35) | (334) |
Rent expense | 5,652 | 4,554 |
Operating cash flows for operating leases | 5,578 | 4,510 |
Right-of-use assets obtained in exchange for lease obligations | $ 12,461 | $ 81,525 |
Weighted-average remaining lease term (in years) - operating leases | 6 years 9 months 18 days | 7 years 3 months 18 days |
Weighted-average discount rate - operating leases | 9.00% | 9.00% |
Minimum | ||
Loss Contingencies [Line Items] | ||
Lessee, operating lease, renewal term | 1 year | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Lessee, operating lease, renewal term | 10 years |
Commitments and Contingencies_2
Commitments and Contingencies - Future Maturities (Details) $ in Thousands | Mar. 29, 2020USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2020 (remaining nine months) | $ 12,306 |
2021 | 16,811 |
2022 | 15,495 |
2023 | 12,532 |
2024 | 8,906 |
Thereafter | 25,785 |
Total lease payments | 91,835 |
Less: imputed interest | (26,671) |
Total | 65,164 |
Operating leases not yet commenced, amount | $ 23,700 |
Operating leases not yet commenced, term of contracts | 17 years |
Commitments and Contingencies_3
Commitments and Contingencies - Purchase Commitment (Details) $ in Thousands | 3 Months Ended |
Mar. 29, 2020USD ($)vendor | |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase commitments, number of vendors | vendor | 2 |
Purchase commitments supply and price, term | 2 years |
Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Fiscal 2020 (remaining nine months) | $ 423,480 |
Fiscal 2021 | 79,225 |
Fiscal 2022 | 37,706 |
Fiscal 2023 | 33,148 |
Fiscal 2024 | 710 |
Thereafter | 6,082 |
Total | 580,351 |
Future purchase obligations related to non-cancellable purchase orders | 130,000 |
Future purchase obligations related to long-term supply agreements | $ 450,400 |
Commitments and Contingencies_4
Commitments and Contingencies - Advances to Suppliers (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Dec. 29, 2019 | |
Concentration Risk [Line Items] | ||
Advances to suppliers | $ 112,400 | $ 121,400 |
Advances to suppliers, current portion | $ 98,452 | $ 107,388 |
Supplier Concentration Risk | Supplier One | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100.00% |
Commitments and Contingencies_5
Commitments and Contingencies - Advances from Customers (Details) $ in Thousands | Mar. 29, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2020 (remaining nine months) | $ 18,119 |
Fiscal 2021 | 41,727 |
Fiscal 2022 | 23,447 |
Fiscal 2023 | 0 |
Fiscal 2024 | 0 |
Thereafter | 0 |
Total | $ 83,293 |
Commitments and Contingencies_6
Commitments and Contingencies - Product Warranties (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Balance at the beginning of the period | $ 138,445 | $ 172,266 |
Accruals for warranties issued during the period | 7,383 | 4,621 |
Settlements and adjustments during the period | (12,609) | (13,683) |
Balance at the end of the period | $ 133,219 | $ 163,204 |
Commitments and Contingencies_7
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 29, 2020 | Dec. 29, 2019 | |
Loss Contingencies [Line Items] | ||
Extended product warranty accrual, current | $ 7,100 | $ 7,500 |
Extended product warranty accrual, noncurrent | 600 | 2,800 |
Unrecognized tax benefits, income tax penalties and interest accrued | 18,800 | 20,100 |
Tax adjustments, settlements, and unusual provisions | 8,800 | 8,300 |
Long-term pension liability | 6,284 | 5,897 |
Future Financing | ||
Loss Contingencies [Line Items] | ||
Other Commitment | 2,900 | |
Other Noncurrent Liabilities | ||
Loss Contingencies [Line Items] | ||
Long-term pension liability | $ 6,300 | $ 5,900 |
Equity Investments - Equity Met
Equity Investments - Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2020 | Dec. 29, 2019 | Jun. 30, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity investments with readily determinable fair value | $ 178,090 | $ 173,908 | |
Equity investments without readily determinable fair value: | 7,481 | 8,661 | |
Equity investments with fair value option | 17,500 | 17,500 | |
Equity method investments | 230,264 | 226,602 | |
Enphase Energy, Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments with readily determinable fair value | 178,090 | 173,908 | |
Project entities | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments without readily determinable fair value: | 2,802 | 2,802 | |
Other equity investments without readily determinable fair value1 | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments without readily determinable fair value: | 4,679 | 5,859 | |
Proceeds from return of capital | 2,500 | ||
Equity securities gain | 1,300 | ||
SunStrong Capital Holdings, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments with fair value option | 8,000 | 8,000 | |
SunStrong Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments with fair value option | 9,500 | 9,500 | |
Equity method investments | $ 9,500 | ||
Total equity investment with fair value option | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments with fair value option | 17,500 | 17,500 | |
Huansheng Corporation | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 27,193 | 26,533 | |
Total equity method investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 27,193 | $ 26,533 |
Equity Investments - Narrative
Equity Investments - Narrative (Details) - USD ($) $ in Thousands | Mar. 29, 2020 | Dec. 29, 2019 | Jun. 30, 2019 |
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 230,264 | $ 226,602 | |
SunStrong Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 9,500 | ||
Ownership percentage | 10.00% | ||
SunStrong Capital Holdings, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 47.50% | ||
Hannon Armstrong | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 45.10% | ||
SunPower Corp | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 44.90% | ||
SunStrong Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
VIE maximum exposure loss | $ 250,000 |
Equity Investments - SunStrong
Equity Investments - SunStrong LLC (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2020 | Mar. 31, 2019 | Dec. 29, 2019 | |
Schedule of Investments [Line Items] | |||
Gross loss | $ 37,448 | $ (37,285) | |
Net income | (1,431) | (89,724) | |
Current assets | 1,203,398 | $ 1,380,931 | |
Current liabilities | 831,430 | 898,409 | |
SunStrong Capital Holdings, LLC | |||
Schedule of Investments [Line Items] | |||
Revenue | 29,464 | 22,626 | |
Gross loss | (1,438) | (1,209) | |
Net income | 21,640 | $ 3,256 | |
Current assets | 149,248 | 225,576 | |
Long-term assets | 1,185,328 | 1,049,451 | |
Current liabilities | 113,980 | 125,601 | |
Long-term liabilities | $ 866,389 | $ 847,365 |
Equity Investments - Consolidat
Equity Investments - Consolidated VIEs (Details) | Mar. 29, 2020USD ($) | Dec. 29, 2019USD ($) | Sep. 29, 2019USD ($)MW |
Variable Interest Entity [Line Items] | |||
Debt face amount | $ 959,353,000 | $ 1,045,966,000 | |
SunPower Corp | |||
Variable Interest Entity [Line Items] | |||
Equity contributions by other parties | 6,000,000 | ||
Hannon Armstrong | |||
Variable Interest Entity [Line Items] | |||
Equity contributions by other parties | $ 6,000,000 | ||
Solar Sail | |||
Variable Interest Entity [Line Items] | |||
Inventory financed | MW | 200 | ||
Solar Sail | Hannon Armstrong | |||
Variable Interest Entity [Line Items] | |||
Debt face amount | $ 112,600,000 |
Equity Investments - Related Pa
Equity Investments - Related Party Transactions with Investees (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2020 | Mar. 31, 2019 | Dec. 29, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Accounts receivable | $ 28,393 | $ 23,900 | |
Accounts payable | 48,389 | 62,811 | |
Accrued liabilities | 5,356 | 11,219 | |
Contract liabilities | 36,288 | $ 29,599 | |
Payments made to investees for products/services | 74,281 | $ 23,521 | |
Revenues and fees received from investees for products/services | $ 55,935 | $ 900 |
Debt and Credit Sources - Sched
Debt and Credit Sources - Schedule of Debt (Details) - USD ($) | Mar. 29, 2020 | Dec. 29, 2019 | Dec. 31, 2015 | Sep. 28, 2014 | Jun. 30, 2014 | Jun. 29, 2014 | Dec. 31, 2010 |
Debt Instrument [Line Items] | |||||||
Face Value | $ 959,353,000 | $ 1,045,966,000 | |||||
Short-term | 124,060,000 | 104,230,000 | |||||
Long-term | 827,438,000 | 932,624,000 | |||||
Total | $ 951,498,000 | 1,036,854,000 | |||||
0.875% debentures due 2021 | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | $ 400,000,000 | ||||||
Interest rate | 0.875% | 0.875% | |||||
4.00% debentures due 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | $ 425,000,000 | ||||||
Interest rate | 4.00% | 4.00% | |||||
CEDA loan | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | $ 30,000,000 | 30,000,000 | $ 30,000,000 | ||||
Short-term | 0 | 0 | |||||
Long-term | 29,161,000 | 29,141,000 | |||||
Total | 29,161,000 | 29,141,000 | |||||
Non-recourse financing and other debt | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | 194,655,000 | 190,966,000 | |||||
Short-term | 124,060,000 | 104,230,000 | |||||
Long-term | 67,640,000 | 83,224,000 | |||||
Total | 191,700,000 | 187,454,000 | |||||
Convertible Debt | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | 734,698,000 | 825,000,000 | |||||
Convertible Debt | 0.875% debentures due 2021 | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | 309,698,000 | 400,000,000 | $ 400 | ||||
Short-term | 0 | 0 | |||||
Long-term | 309,126,000 | 399,058,000 | |||||
Total | 309,126,000 | 399,058,000 | |||||
Interest rate | 0.875% | ||||||
Convertible Debt | 4.00% debentures due 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Face Value | 425,000,000 | 425,000,000 | $ 425,000,000 | ||||
Short-term | 0 | 0 | |||||
Long-term | 421,511,000 | 421,201,000 | |||||
Total | $ 421,511,000 | $ 421,201,000 |
Debt and Credit Sources - Sch_2
Debt and Credit Sources - Schedule of Maturities (Details) - USD ($) | Mar. 29, 2020 | Dec. 29, 2019 |
Debt Disclosure [Abstract] | ||
Fiscal 2020 (remaining nine months) | $ 90,492,000 | |
Fiscal 2021 | 387,495,000 | |
Fiscal 2022 | 21,605,000 | |
Fiscal 2023 | 425,741,000 | |
Fiscal 2024 | 780,000 | |
Thereafter | 33,240,000 | |
Total | $ 959,353,000 | $ 1,045,966,000 |
Debt and Credit Sources - Sch_3
Debt and Credit Sources - Schedule of Convertible Debt (Details) - USD ($) | Mar. 29, 2020 | Dec. 29, 2019 | Dec. 31, 2015 | Sep. 28, 2014 | Jun. 30, 2014 | Jun. 29, 2014 |
Debt Instrument [Line Items] | ||||||
Face Value | $ 959,353,000 | $ 1,045,966,000 | ||||
0.875% debentures due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | $ 400,000,000 | |||||
Interest rate | 0.875% | 0.875% | ||||
4.00% debentures due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | $ 425,000,000 | |||||
Interest rate | 4.00% | 4.00% | ||||
Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Carrying Value | $ 730,637,000 | 820,259,000 | ||||
Face Value | 734,698,000 | 825,000,000 | ||||
Fair value | 634,572,000 | 719,668,000 | ||||
Convertible Debt | 0.875% debentures due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Carrying Value | 309,126,000 | 399,058,000 | ||||
Face Value | 309,698,000 | 400,000,000 | $ 400 | |||
Fair value | 292,919,000 | 371,040,000 | ||||
Interest rate | 0.875% | |||||
Convertible Debt | 4.00% debentures due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Carrying Value | 421,511,000 | 421,201,000 | ||||
Face Value | 425,000,000 | 425,000,000 | $ 425,000,000 | |||
Fair value | $ 341,653,000 | $ 348,628,000 |
Debt and Credit Sources - Narra
Debt and Credit Sources - Narrative (Details) | Oct. 29, 2019USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Jun. 29, 2014shares | Mar. 29, 2020USD ($)shares | Mar. 31, 2019USD ($) | Dec. 29, 2019USD ($) | Sep. 27, 2019MW | Mar. 29, 2019USD ($) | Jun. 28, 2018USD ($) | Sep. 28, 2014USD ($) | Jun. 30, 2014USD ($)$ / shares | Sep. 30, 2011USD ($) | Dec. 31, 2010USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | $ 959,353,000 | $ 1,045,966,000 | |||||||||||
Payments for Repurchase of Convertible Preferred Stock | 87,141,000 | $ 0 | |||||||||||
Non-recourse financing arrangements | $ 19,100,000 | ||||||||||||
0.875% debentures due 2021 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 0.875% | 0.875% | |||||||||||
Debt face amount | $ 400,000,000 | ||||||||||||
Conversion ratio | 20.5071 | ||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 48.76 | ||||||||||||
Convertible debt repurchased | $ 90,300,000 | ||||||||||||
Payments for Repurchase of Convertible Preferred Stock | 87,100,000 | ||||||||||||
Gain on extinguishment of debt | $ 3,000,000 | ||||||||||||
0.875% debentures due 2021 | Total | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | $ 250,000,000 | ||||||||||||
Shares to be acquired | shares | 5,126,775 | 3,969,375 | |||||||||||
Convertible debt repurchased | $ 56,400,000 | ||||||||||||
4.00% debentures due 2023 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 4.00% | 4.00% | |||||||||||
Debt face amount | $ 425,000,000 | ||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 30.53 | ||||||||||||
4.00% debentures due 2023 | Total | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | $ 100,000,000 | ||||||||||||
Shares to be acquired | shares | 3,275,680 | ||||||||||||
Safe Harbor Panels Inventory | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 7.50% | ||||||||||||
Inventory financed | MW | 200 | ||||||||||||
Long-term line of credit | $ 101,000,000 | ||||||||||||
CEDA loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | 30,000,000 | 30,000,000 | $ 30,000,000 | ||||||||||
Debt, fair value | 31,500,000 | ||||||||||||
Face Value Per Note | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | $ 1,000 | ||||||||||||
Convertible Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | 734,698,000 | 825,000,000 | |||||||||||
Convertible Debt | 0.875% debentures due 2021 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 0.875% | ||||||||||||
Debt face amount | 309,698,000 | 400,000,000 | $ 400 | ||||||||||
Convertible Debt | 4.00% debentures due 2023 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt face amount | $ 425,000,000 | 425,000,000 | $ 425,000,000 | ||||||||||
CEDA loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 8.50% | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | 55,000,000 | ||||||||||||
Revolving Credit Facility | March 2019 Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | ||||||||||||
Long-term line of credit | 27,900,000 | ||||||||||||
Proceeds from lines of credit | 12,400,000 | 9,000,000 | |||||||||||
Repayments of debt | 3,700,000 | $ 0 | |||||||||||
Revolving Credit Facility | Credit Agricole | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 55,000,000 | ||||||||||||
Commitment fee | 0.05% | ||||||||||||
Guaranty fee | 0.25% | ||||||||||||
Fair market value limit on draws | 67.00% | ||||||||||||
Revolving Credit Facility | Credit Agricole | Minimum | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread | 0.25% | ||||||||||||
Revolving Credit Facility | Credit Agricole | Maximum | London Interbank Offered Rate (LIBOR) | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread | 0.60% | ||||||||||||
Letter of Credit | Credit Agricole | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Long-term line of credit | 0 | ||||||||||||
Letter of Credit | Deutsche Bank | September 2011 Letter of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | ||||||||||||
Letters of credit outstanding, amount | 3,600,000 | ||||||||||||
Line of Credit | SunTrust Bank | June 2018 Facility Agreement With SunTrust Bank | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | ||||||||||||
Current borrowing capacity | $ 75,000,000 |
Debt and Credit Sources - Non-r
Debt and Credit Sources - Non-recourse Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2017 | Dec. 29, 2013 | Mar. 29, 2020 | Dec. 29, 2019 | |
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | $ 19,100 | |||
Arizona loan2 | ||||
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | 6,053 | $ 6,111 | ||
Arizona loan2 | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 4.13% | |||
County of San Diego | ||||
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | 13,087 | 3,004 | ||
AUO debt | ||||
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | 40,944 | 37,749 | ||
Line of credit facility, maximum borrowing capacity | $ 50,000 | |||
AUO debt | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.50% | |||
HSBC Financing Program | ||||
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | 5,000 | 21,993 | ||
Other debt | ||||
Debt Instrument [Line Items] | ||||
Non-recourse financing arrangements | $ 537 | $ 1,831 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2020 | Mar. 31, 2019 | Dec. 29, 2019 | |
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments | $ 2,654 | $ 1,962 | |
Derivative assets, gross amounts recognized | 2,776 | 1,002 | |
Derivative assets, gross amounts offset | 0 | 0 | |
Derivative assets, net amounts presented | 2,776 | 1,002 | |
Derivative assets, financial instruments | 2,654 | 1,002 | |
Derivative assets, cash collateral | 0 | 0 | |
Derivative assets, net amounts | 122 | 0 | |
Derivative liabilities, gross amounts recognized | 3,249 | 2,335 | |
Derivative liabilities, gross amounts offset | 0 | 0 | |
Derivative liabilities, net amounts presented | 3,249 | 2,335 | |
Derivative liabilities, financial instruments | 2,654 | 1,002 | |
Derivative liabilities, cash collateral | 0 | 0 | |
Derivative liabilities, net amounts | 595 | 1,333 | |
Accumulated Other Comprehensive Income [Roll Forward] | |||
Loss in OCI at the beginning of the period | (1,258) | $ (164) | |
Unrealized gain recognized in OCI (effective portion) | 2,072 | 188 | |
Gain recognized in other, net on derivatives (ineffective portion and amount excluded from effectiveness testing) | (391) | 0 | |
Less: Loss (gain) reclassified from OCI to interest expense (effective portion of interest rate swaps) | 7 | (3) | |
Net gain on derivatives | 1,688 | 185 | |
Gain in OCI at the end of the period | 430 | 21 | |
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net [Abstract] | |||
Gain recognized in other, net on derivatives (ineffective portion and amount excluded from effectiveness testing) | (391) | 0 | |
Derivatives designated as hedging instruments | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments (Note 11) | 2,044 | 514 | |
Derivative liability | 1,687 | 1,756 | |
Derivatives designated as hedging instruments | Interest rate swap | |||
Notional Disclosures [Abstract] | |||
Derivative asset, notional amount | 6,100 | ||
Derivatives not designated as hedging instruments | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments (Note 11) | 732 | 488 | |
Derivative liability | 1,562 | 579 | |
Derivatives not designated as hedging instruments | Foreign currency forward exchange contracts | |||
Notional Disclosures [Abstract] | |||
Derivative asset, notional amount | 114,800 | 17,500 | |
Prepaid expenses and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments (Note 11) | 2,776 | 1,002 | |
Prepaid expenses and other current assets | Derivatives designated as hedging instruments | Foreign currency option contracts | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | 2,044 | 514 | |
Prepaid expenses and other current assets | Derivatives not designated as hedging instruments | Foreign currency forward exchange contracts | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | 732 | 488 | |
Accrued liabilities | Derivatives not designated as hedging instruments | Foreign currency forward exchange contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments | 1,530 | 579 | |
Accrued liabilities | Derivatives not designated as hedging instruments | Foreign Currency Forward Option Contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments | 32 | 0 | |
Accrued liabilities | Derivatives designated as hedging instruments | Foreign currency forward exchange contracts | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | 595 | 373 | |
Level 2 | Prepaid expenses and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments (Note 11) | 2,776 | 1,002 | |
Level 2 | Accrued liabilities | Derivatives designated as hedging instruments | Foreign currency option contracts | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | 1,092 | 922 | |
Level 2 | Accrued liabilities | Derivatives designated as hedging instruments | Foreign currency forward exchange contracts | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | 0 | 461 | |
Other, net | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Gain recognized in other, net on derivatives (ineffective portion and amount excluded from effectiveness testing) | (151) | 0 | |
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net [Abstract] | |||
Gain recognized in other, net on derivatives (ineffective portion and amount excluded from effectiveness testing) | (151) | 0 | |
(Loss) gain recognized in "Other, net" | (842) | $ 909 | |
Cash Flow Hedging | Derivatives designated as hedging instruments | Foreign currency option contracts | |||
Notional Disclosures [Abstract] | |||
Derivative asset, notional amount | 143,000 | 142,900 | |
Cash Flow Hedging | Derivatives designated as hedging instruments | Forward contracts | |||
Notional Disclosures [Abstract] | |||
Derivative asset, notional amount | $ 0 | $ 48,900 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2020 | Dec. 29, 2019 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Provision (benefit) for income taxes | $ 1,869 | $ 5,797 | |
Income (loss) before income taxes and equity in earnings (losses) of unconsolidated investees | (514) | $ (100,448) | |
Unrecognized tax benefits, income tax penalties and interest accrued | 18,800 | $ 20,100 | |
Valuation allowance, deferred tax asset, increase (decrease), amount | $ 1,300 | $ (5,800) |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of Basic and Diluted Net Loss per share Attributable (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Net loss attributable to stockholders | $ (1,431) | $ (89,724) |
Basic (shares) | 168,822 | 141,720 |
Basic net loss per share | $ (0.01) | $ (0.63) |
Net loss available to common stockholders | $ (1,431) | $ (89,724) |
Diluted (shares) | 168,822 | 141,720 |
Dilutive net loss per share | $ (0.01) | $ (0.63) |
Restricted stock units | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Restricted stock units (in shares) | 0 | 0 |
Net Loss Per Share - Anti-dilut
Net Loss Per Share - Anti-dilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 5,447 | 7,294 |
4.00% debentures due 2023 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 13,922 | 13,922 |
Interest rate | 4.00% | |
0.875% debentures due 2021 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 6,350 | 8,203 |
Interest rate | 0.875% |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 6,867 | $ 5,666 |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 6,822 | 6,628 |
Change in stock-based compensation capitalized in inventory | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 45 | (962) |
Cost of revenue | SunPower Energy Services | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 559 | 168 |
Cost of revenue | SunPower Technologies | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 551 | 0 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 760 | 593 |
Sales, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 4,997 | $ 4,905 |
Segment and Geographical Info_3
Segment and Geographical Information - Narrative (Details) | Nov. 05, 2018 | Mar. 29, 2020 |
Segment Reporting Information [Line Items] | ||
Supply agreement, term | 10 years | |
SunStrong Capital Holdings, LLC | ||
Segment Reporting Information [Line Items] | ||
Ownership percentage sold upon deconsolidation | 0.49 | |
Ownership percentage retained upon deconsolidation | 0.51 |
Segment and Geographical Info_4
Segment and Geographical Information - Reconciliation of Other Significant Reconciling Items from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 449,190 | $ 348,225 |
Segment gross profit as reviewed by CODM | 37,448 | (37,285) |
Adjusted EBITDA | (514) | (100,448) |
SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 289,868 | 178,220 |
SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 159,322 | 170,005 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total segment revenue as reviewed by CODM | 543,250 | 472,359 |
Segment gross profit as reviewed by CODM | 48,201 | 17,015 |
Adjusted EBITDA | 7,129 | (22,411) |
Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Total segment revenue as reviewed by CODM | 295,261 | 241,725 |
Segment gross profit as reviewed by CODM | 35,274 | 17,873 |
Adjusted EBITDA | 4,482 | (13,911) |
Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Total segment revenue as reviewed by CODM | 247,989 | 230,634 |
Segment gross profit as reviewed by CODM | 12,927 | (858) |
Adjusted EBITDA | 2,647 | (8,500) |
Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Revenue | (88,875) | (60,800) |
Segment gross profit as reviewed by CODM | 8,763 | 7,636 |
Intersegment Eliminations | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
Intersegment Eliminations | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 88,875 | 60,800 |
Channels | Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 232,141 | 186,709 |
Channels | Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
North America Commercial | Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 48,050 | 45,063 |
North America Commercial | Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
Operations and maintenance | Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 15,070 | 9,953 |
Operations and maintenance | Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
Module sales | Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
Module sales | Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | 164,061 | 168,940 |
Development services and legacy power plant | Operating Segments | SunPower Energy Services | ||
Segment Reporting Information [Line Items] | ||
Revenue | 0 | 0 |
Development services and legacy power plant | Operating Segments | SunPower Technologies | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ (4,947) | $ 894 |
Segment and Geographical Info_5
Segment and Geographical Information - Reconciliation of Segment Revenue to Condensed Consolidated GAAP Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 449,190 | $ 348,225 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total segment revenue as reviewed by CODM | 543,250 | 472,359 |
Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Revenue | (88,875) | (60,800) |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Legacy utility and power plant projects | 207 | 171 |
Service | ||
Segment Reporting Information [Line Items] | ||
Revenue | (4,735) | 3,740 |
Service | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ (5,392) | $ (63,505) |
Segment and Geographical Info_6
Segment and Geographical Information - Reconciliation of Segment Gross Profit to Condensed Consolidated GAAP Gross Profit) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Gross profit | $ 37,448 | $ (37,285) |
Construction revenue on solar services contracts | 449,190 | 348,225 |
Loss on sale and impairment of residential lease assets | 289 | 9,226 |
Stock-based compensation | 6,867 | 5,666 |
Business reorganization costs | 1,576 | (665) |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Gross profit | 48,201 | 17,015 |
Intersegment Eliminations | ||
Segment Reporting Information [Line Items] | ||
Gross profit | 8,763 | 7,636 |
Construction revenue on solar services contracts | (88,875) | (60,800) |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Legacy utility and power plant projects | 207 | 171 |
Gross Profit | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Legacy utility and power plant projects | 34 | (116) |
Business process improvements | (2,464) | 0 |
Legacy sale-leaseback transactions | (20) | 823 |
Loss on sale and impairment of residential lease assets | 448 | 125 |
Cost of above-market polysilicon | (10,043) | (49,428) |
Litigation | 163 | 0 |
Stock-based compensation | (1,109) | (168) |
Amortization of intangible assets | (1,785) | (1,786) |
Business reorganization costs | (5) | 0 |
Service | ||
Segment Reporting Information [Line Items] | ||
Construction revenue on solar services contracts | (4,735) | 3,740 |
Service | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Construction revenue on solar services contracts | (5,392) | (63,505) |
Service | Gross Profit | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Construction revenue on solar services contracts | $ (4,735) | $ (11,386) |
Segment and Geographical Info_7
Segment and Geographical Information - Reconciliation of Segments EBITDA to Loss before income taxes and equity in earnings (losses) of unconsolidated investees (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA | $ (514) | $ (100,448) |
Mark-to-market gain on equity investments | 49,152 | 33,000 |
Construction revenue on solar services contracts | 449,190 | 348,225 |
Loss on sale and impairment of residential lease assets | (289) | (9,226) |
Stock-based compensation | 6,867 | 5,666 |
Restructuring (charges) credits | 1,576 | (665) |
Non-cash interest expense | 1,910 | 2,415 |
Equity in earnings of unconsolidated investees | 245 | 1,680 |
Net loss attributable to noncontrolling interests | (707) | (14,841) |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA | 7,129 | (22,411) |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Legacy utility and power plant projects | 207 | 171 |
Income (Loss) From Continuing Operations Before Income Taxes Minority Interest And Income (Loss) From Equity Method Investments | ||
Segment Reporting Information [Line Items] | ||
Loss on sale and impairment of residential lease assets | 722 | (8,313) |
Income (Loss) From Continuing Operations Before Income Taxes Minority Interest And Income (Loss) From Equity Method Investments | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Legacy utility and power plant projects | 34 | (116) |
Business process improvements | (2,464) | 0 |
Legacy sale-leaseback transactions | (20) | (4,911) |
Mark-to-market gain on equity investments | 47,871 | 33,000 |
Cost of above-market polysilicon | (10,043) | (49,428) |
Stock-based compensation | (6,867) | (5,666) |
Amortization of intangible assets | (1,786) | (1,786) |
Gain on business divestiture | 0 | 6,114 |
Transaction-related costs | (481) | (1,422) |
Litigation | (321) | 0 |
Business reorganization costs | (6,193) | (2,649) |
Restructuring (charges) credits | (1,576) | 665 |
Gain on convertible notes repurchased | 2,956 | 0 |
Non-cash interest expense | 0 | (10) |
Equity in earnings of unconsolidated investees | (245) | (1,680) |
Net loss attributable to noncontrolling interests | (707) | (14,841) |
Cash interest expense, net of interest income | (10,133) | (10,206) |
Depreciation and amortization | (15,896) | (19,181) |
Income (Loss) From Continuing Operations Before Income Taxes Minority Interest And Income (Loss) From Equity Method Investments | Corporate | ||
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA | 2,241 | (1,347) |
Service | ||
Segment Reporting Information [Line Items] | ||
Construction revenue on solar services contracts | (4,735) | 3,740 |
Service | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Construction revenue on solar services contracts | $ (5,392) | $ (63,505) |
Segment and Geographical Info_8
Segment and Geographical Information - Revenue from External Customers by Geographic Areas (Details) - Sales Revenue, Net - Geographic Concentration Risk | 3 Months Ended | |
Mar. 29, 2020 | Mar. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 100.00% | 100.00% |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 64.00% | 51.00% |
France | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 6.00% | 12.00% |
Rest of World | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 30.00% | 37.00% |