Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Jan. 01, 2023 | Mar. 03, 2023 | Jul. 03, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --01-01 | ||
Document Period End Date | Jan. 01, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-34166 | ||
Entity Registrant Name | SUNPOWER CORP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-3008969 | ||
Entity Address, Address Line One | 880 Harbour Way South | ||
Entity Address, Address Line Two | Suite 600 | ||
Entity Address, City or Town | Richmond | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94804 | ||
City Area Code | 408 | ||
Local Phone Number | 240-5500 | ||
Title of 12(b) Security | Common Stock, $0.001 par value per share | ||
Trading Symbol | SPWR | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.3 | ||
Entity Common Stock, Shares Outstanding (in shares) | 174,859,570 | ||
Documents Incorporated by Reference | Parts of the registrant’s definitive proxy statement for the registrant’s 2023 annual meeting of stockholders are incorporated by reference in Items 10, 11, 12, 13, and 14 of Part III of this Annual Report on Form 10-K. | ||
Amendment Flag | true | ||
Entity Central Index Key | 0000867773 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Description | The audited consolidated financial statements for fiscal year 2022 have been restated to reflect the corrections related to the value of consignment inventory of microinverter (“MI”) components at certain warehouse and third-party locations, and reclassification of certain expenses on our consolidated statements of operations as further described below, along with other immaterial items pertaining to fiscal years 2022, 2021 and 2020. |
Audit Information
Audit Information | 12 Months Ended |
Jan. 01, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | San Jose, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | |
Current assets: | |||
Cash and cash equivalents | $ 377,026 | $ 123,735 | |
Restricted cash and cash equivalents, current portion | [1] | 10,668 | 1,408 |
Short-term investments | 132,480 | 365,880 | |
Accounts receivable, net | [2] | 169,674 | 120,007 |
Contract assets | 57,070 | 27,815 | |
Inventories | 295,731 | 214,470 | |
Advances to suppliers, current portion | 12,059 | 462 | |
Prepaid expenses and other current assets | [2] | 197,811 | 99,163 |
Current assets of discontinued operations | [2] | 0 | 120,792 |
Total current assets | 1,252,519 | 1,073,732 | |
Restricted cash and cash equivalents, net of current portion | [1] | 18,812 | 18,156 |
Property, plant and equipment, net | 76,473 | 34,814 | |
Operating lease right-of-use assets | 36,926 | 32,859 | |
Solar power systems leased, net | 41,779 | 45,502 | |
Goodwill | 125,998 | 125,998 | |
Other intangible assets, net | 24,192 | 24,879 | |
Other long-term assets | [2] | 186,927 | 155,852 |
Long-term assets of discontinued operations | 0 | 47,526 | |
Total assets | 1,763,626 | 1,559,318 | |
Current liabilities: | |||
Accounts payable | [2] | 243,139 | 140,222 |
Accrued liabilities | [2] | 148,119 | 104,143 |
Operating lease liabilities, current portion | 11,356 | 11,867 | |
Contract liabilities, current portion | [2] | 141,863 | 61,424 |
Short-term debt | 82,240 | 109,470 | |
Convertible debt, current portion | [2] | 424,919 | 0 |
Current liabilities of discontinued operations | [1] | 0 | 86,496 |
Total current liabilities | 1,051,636 | 513,622 | |
Long-term debt | 308 | 380 | |
Convertible debt, net of current portion | [2] | 0 | 423,677 |
Operating lease liabilities, net of current portion | 29,347 | 28,658 | |
Contract liabilities, net of current portion | 11,588 | 19,938 | |
Other long-term liabilities | [2] | 114,702 | 146,779 |
Long-term liabilities of discontinued operations | [2] | 0 | 42,661 |
Total liabilities | 1,207,581 | 1,175,715 | |
Commitments and contingencies (Note 10) | |||
Equity: | |||
Preferred stock, $0.001 par value; 10,000 shares authorized; none issued and outstanding as of January 1, 2023 and January 2, 2022 | 0 | 0 | |
Common stock, $0.001 par value; 367,500 shares authorized; 188,287 shares issued and 174,269 shares outstanding as of January 1, 2023; 186,452 shares issued and 173,051 shares outstanding as of January 2, 2022 | 174 | 173 | |
Additional paid-in capital | 2,855,930 | 2,714,500 | |
Accumulated deficit | (2,085,784) | (2,128,633) | |
Accumulated other comprehensive income (loss) | 11,568 | 11,168 | |
Treasury stock, at cost: 14,018 shares of common stock as of January 1, 2023; 13,401 shares of common stock as of January 2, 2022 | (226,646) | (215,240) | |
Total stockholders' equity | 555,242 | 381,968 | |
Noncontrolling interests in subsidiaries | 803 | 1,635 | |
Total equity | 556,045 | 383,603 | |
Total liabilities and equity | $ 1,763,626 | $ 1,559,318 | |
[1] Amounts included in the “ Restricted cash and cash equivalents, current portion ” and “ Restricted cash and cash equivalents, net of current portion ” financial statement line items on our consolidated balance sheets include cash balances set aside for various financial obligations including loans, distributions, letter of credit facilities, and other projects ’ We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares shares in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
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 | 10,000 |
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 | 367,500 |
Common stock shares issued (in shares) | 188,287 | 186,452 |
Common stock shares outstanding (in shares) | 174,269 | 173,051 |
Common stock shares held as treasury stock (in shares) | 14,018 | 13,401 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |||||
Income Statement [Abstract] | |||||||||||||||
Total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | $ 1,741,943 | [1] | $ 1,128,358 | [1] | $ 863,489 | [1] | |
Total cost of revenues1 | 1,338,942 | 876,306 | 715,019 | ||||||||||||
Gross profit | 113,764 | 116,665 | 90,727 | 81,845 | 66,403 | 67,926 | 66,095 | 51,628 | 403,001 | 252,052 | 148,470 | ||||
Operating expenses: | |||||||||||||||
Research and development | [1] | 24,759 | 15,811 | 19,222 | |||||||||||
Sales, general, and administrative | [1] | 387,260 | 236,104 | 153,820 | |||||||||||
Restructuring charges (credits) | 244 | 4,519 | 2,604 | ||||||||||||
(Gain) loss on sale and impairment of residential lease assets | 0 | (294) | 45 | ||||||||||||
(Gain) loss on business divestitures, net | [1] | 0 | (5,290) | (10,334) | |||||||||||
Expense (income) from transition services agreement, net | [1] | 69 | (4,255) | (6,260) | |||||||||||
Total operating expenses | 412,332 | 246,595 | 159,097 | ||||||||||||
Operating (loss) income | (9,331) | 5,457 | (10,627) | ||||||||||||
Other income (expense), net: | |||||||||||||||
Interest income | 3,200 | 168 | 753 | ||||||||||||
Interest expense | [1] | (21,565) | (24,032) | (28,683) | |||||||||||
Other, net | 115,405 | 22,332 | 692,335 | ||||||||||||
Other income (expense), net | 97,040 | (1,532) | 664,405 | ||||||||||||
Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees | 87,709 | 3,925 | 653,778 | ||||||||||||
Benefits from (provision for) income taxes | 8,383 | (7,314) | (57,817) | ||||||||||||
Equity in earnings (losses) of unconsolidated investees | 2,272 | 0 | 0 | ||||||||||||
Net income (loss) from continuing operations | 6,064 | 140,876 | (41,054) | (7,522) | 37,120 | (73,378) | 85,816 | (52,947) | 98,364 | (3,389) | 595,961 | ||||
(Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees | [1] | (51,729) | (46,046) | (126,811) | |||||||||||
Benefits from (provision for) income taxes | 640 | 2,048 | 3,258 | ||||||||||||
Equity in (losses) earnings of unconsolidated investees | 0 | 0 | (586) | ||||||||||||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (21,453) | (25,965) | (18,043) | (11,055) | (13,144) | (1,756) | (51,089) | (43,998) | (124,139) | ||||
Net income (loss) | 47,275 | (47,387) | 471,822 | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests | (4,676) | 145 | 1,187 | ||||||||||||
Net loss (income) from discontinued operations attributable to noncontrolling interests | 250 | 539 | (165) | ||||||||||||
Net (income) loss attributable to noncontrolling interests | (4,426) | 684 | 1,022 | ||||||||||||
Net income (loss) from continuing operations attributable to stockholders | 5,059 | 137,651 | (41,839) | (7,183) | 36,944 | (73,641) | 85,805 | (52,352) | 93,688 | (3,244) | 597,148 | ||||
Net (loss) income from discontinued operations attributable to stockholders | (1,634) | (2,037) | (21,453) | (25,715) | (18,665) | (10,861) | (12,695) | (1,238) | (50,839) | (43,459) | (124,304) | ||||
Net income (loss) attributable to stockholders | $ 3,425 | $ 135,614 | $ (63,292) | $ (32,898) | $ 18,279 | $ (84,502) | $ 73,110 | $ (53,590) | $ 42,849 | $ (46,703) | $ 472,844 | ||||
Net income (loss) per share attributable to stockholders - basic: | |||||||||||||||
Continuing operations (usd per share) | $ 0.03 | $ 0.79 | $ (0.24) | $ (0.04) | $ 0.21 | $ (0.43) | $ 0.50 | $ (0.31) | $ 0.54 | $ (0.02) | $ 3.52 | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.73) | ||||
Net income (loss) per share - basic (usd per share) | 0.02 | 0.78 | (0.36) | (0.19) | 0.10 | (0.49) | 0.43 | (0.32) | 0.25 | (0.27) | 2.79 | ||||
Net income (loss) per share attributable to stockholders - diluted: | |||||||||||||||
Continuing operations (usd per share) | 0.03 | 0.73 | (0.24) | (0.04) | 0.21 | (0.43) | 0.50 | (0.31) | 0.54 | (0.02) | 3.10 | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.63) | ||||
Net income (loss) per share - diluted (usd per share) | $ 0.02 | $ 0.72 | $ (0.36) | $ (0.19) | $ 0.10 | $ (0.49) | $ 0.43 | $ (0.32) | $ 0.25 | $ (0.27) | $ 2.47 | ||||
Weighted-average shares: | |||||||||||||||
Basic (shares) | 173,919 | 172,436 | 169,801 | ||||||||||||
Diluted (shares) | 174,603 | 175,116 | 197,242 | ||||||||||||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 47,275 | $ (47,387) | $ 471,822 |
Components of other comprehensive income (loss): | |||
Translation adjustment | (44) | (15) | 2,783 |
Net change in derivatives | 0 | 570 | (741) |
Net gain (loss) on long-term pension liability adjustment | 444 | 1,798 | (1,123) |
Benefit from (provision for) income taxes | 0 | 16 | (15) |
Total other comprehensive income (loss) | 400 | 2,369 | 904 |
Total comprehensive income (loss) | 47,675 | (45,018) | 472,726 |
Comprehensive (loss) income attributable to noncontrolling interests | (4,426) | 684 | 1,022 |
Comprehensive income (loss) attributable to stockholders | $ 43,249 | $ (44,334) | $ 473,748 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | As Previously Reported | Restatement Adjustments | Total Stockholders’ Equity | Total Stockholders’ Equity As Previously Reported | Total Stockholders’ Equity Restatement Adjustments | Common Stock | Common Stock As Previously Reported | Additional Paid-in Capital | Additional Paid-in Capital As Previously Reported | Treasury Stock | Treasury Stock As Previously Reported | Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income As Previously Reported | Accumulated Deficit | Accumulated Deficit As Previously Reported | Accumulated Deficit Restatement Adjustments | Noncontrolling Interests | Noncontrolling Interests As Previously Reported | |
Stockholders' equity, beginning of period (in shares) at Dec. 29, 2019 | 168,121 | 168,121 | ||||||||||||||||||
Stockholders' equity, beginning of period at Dec. 29, 2019 | $ 26,627 | $ 21,499 | $ 5,128 | $ 15,291 | $ 10,163 | $ 5,128 | $ 168 | $ 168 | $ 2,661,819 | $ 2,661,819 | $ (192,633) | $ (192,633) | $ (9,512) | $ (9,512) | $ (2,444,551) | $ (2,449,679) | $ 5,128 | $ 11,336 | $ 11,336 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||
Net income (loss) | 471,822 | 472,844 | 472,844 | (1,022) | ||||||||||||||||
Other comprehensive income | 904 | 904 | 904 | |||||||||||||||||
Issuance of restricted stock to employees, net of cancellations (in shares) | 3,597 | |||||||||||||||||||
Issuance of restricted stock to employees, net of cancellations | 3 | 3 | $ 3 | |||||||||||||||||
Stock-based compensation expense | 24,101 | 24,101 | 24,101 | |||||||||||||||||
Purchases of treasury stock (in shares) | (1,290) | |||||||||||||||||||
Purchases of treasury stock | (12,844) | (12,844) | $ (1) | (12,843) | ||||||||||||||||
Distributions to non-controlling interests | (1,392) | (1,392) | ||||||||||||||||||
Contributions to non-controlling interests | 22 | 22 | ||||||||||||||||||
Issuance of Maxeon Solar green convertible notes | 52,167 | 52,167 | 52,167 | |||||||||||||||||
Impact of Maxeon Solar Spin-Off | (152,000) | (145,375) | (52,167) | 17,407 | (110,615) | (6,625) | ||||||||||||||
Shares issued, end of period (in shares) at Jan. 03, 2021 | 170,428 | |||||||||||||||||||
Stockholders' equity, end of period at Jan. 03, 2021 | 409,410 | 407,091 | $ 170 | 2,685,920 | (205,476) | 8,799 | (2,082,322) | 2,319 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||
Net income (loss) | (47,387) | (46,703) | (46,703) | (684) | ||||||||||||||||
Other comprehensive income | 2,369 | 2,369 | 2,369 | |||||||||||||||||
Issuance of restricted stock to employees, net of cancellations (in shares) | 2,905 | |||||||||||||||||||
Issuance of restricted stock to employees, net of cancellations | 3 | 3 | $ 3 | |||||||||||||||||
Issuance of common stock to executive (in shares) | [1] | 101 | ||||||||||||||||||
Issuance of common stock to executive | [1] | 2,999 | 2,999 | 2,999 | ||||||||||||||||
Stock-based compensation expense | 25,511 | 25,511 | 25,511 | |||||||||||||||||
Bond/debentures conversion (in shares) | 4 | |||||||||||||||||||
Bond/debentures conversion | 159 | 159 | 159 | |||||||||||||||||
Purchases of treasury stock (in shares) | (387) | |||||||||||||||||||
Purchases of treasury stock | (9,739) | (9,739) | (9,739) | |||||||||||||||||
Other adjustments | $ 278 | 278 | (89) | (25) | 392 | |||||||||||||||
Shares issued, end of period (in shares) at Jan. 02, 2022 | 173,051 | 173,051 | ||||||||||||||||||
Stockholders' equity, end of period at Jan. 02, 2022 | $ 383,603 | 390,024 | (6,421) | 381,968 | $ 173 | 2,714,500 | (215,240) | 11,168 | (2,128,633) | 1,635 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||
Net income (loss) | 47,275 | 42,849 | 42,849 | 4,426 | ||||||||||||||||
Other comprehensive income | 400 | 400 | 400 | |||||||||||||||||
Issuance of restricted stock to employees, net of cancellations (in shares) | 1,835 | |||||||||||||||||||
Issuance of restricted stock to employees, net of cancellations | 1 | 1 | $ 1 | |||||||||||||||||
Stock-based compensation expense | 26,434 | 26,434 | 26,434 | |||||||||||||||||
Purchases of treasury stock (in shares) | (617) | |||||||||||||||||||
Purchases of treasury stock | (11,406) | (11,406) | (11,406) | |||||||||||||||||
Gain on sale of C&I Solutions business | [2] | 116,233 | 112,290 | 112,290 | 3,943 | |||||||||||||||
Income taxes | [3] | 2,706 | 2,706 | 2,706 | ||||||||||||||||
Distributions to non-controlling interests | $ (9,201) | (9,201) | ||||||||||||||||||
Shares issued, end of period (in shares) at Jan. 01, 2023 | 174,269 | 174,269 | ||||||||||||||||||
Stockholders' equity, end of period at Jan. 01, 2023 | $ 556,045 | $ 575,654 | $ (19,609) | $ 555,242 | $ 174 | $ 2,855,930 | $ (226,646) | $ 11,568 | $ (2,085,784) | $ 803 | ||||||||||
[1] 1 Refer to Note 13. Related-Party Transactions for details. 2 As TotalEnergies Renewables is a subsidiary of TotalEnergies SE, our parent company, the sale of our C&I Solutions business was a transaction under common control. As such, total gain on sale of our C&I Solutions business was included in Additional Paid-in-Capital within our consolidated statements of equity. Refer to Note 3 . Discontinued Operations for further details. 3 Relates to a reduction of income tax liability resulting from utilization of carryover R&D credits on book to tax difference on interest on convertible debt. 3 Relates to a reduction of income tax liability resulting from utilization of carryover R&D credits on book to tax difference on interest on convertible debt. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Cash flows from operating activities: | |||
Net income (loss) from continuing operations | $ 47,275 | $ (47,387) | $ 471,822 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 30,291 | 11,863 | 48,660 |
Amortization of cloud computing arrangements | 5,339 | 72 | 0 |
Stock-based compensation | 26,434 | 25,902 | 24,817 |
Amortization of debt issuance costs | 3,664 | 5,042 | 6,562 |
Equity in (earnings) losses of unconsolidated investees | (2,271) | 0 | 586 |
(Gain) loss on equity investments | (114,710) | (21,712) | (692,100) |
(Gain) loss on retirement of convertible debt | 0 | 0 | (2,182) |
(Gain) loss on sale of investments | 0 | (1,162) | 0 |
(Gain) loss on business divestitures, net | 0 | (224) | (10,334) |
Unrealized (gain) loss on derivatives | (2,293) | 0 | 0 |
Dividend from equity method investees | 120 | 0 | 0 |
Deferred income taxes | (13,973) | 5,688 | 19,241 |
(Gain) loss on sale and impairment of residential lease assets | 0 | (226) | 1,024 |
Other, net: | 1,209 | (670) | 196 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (59,969) | (16,792) | 98,466 |
Contract assets | (14,174) | 36,260 | (12,483) |
Inventories | (90,227) | (5,363) | (29,808) |
Project assets | 295 | 4,398 | (8,187) |
Prepaid expenses and other assets | (200,687) | (32,726) | (5,639) |
Operating lease right-of-use assets | 11,445 | 11,262 | 10,552 |
Advances to suppliers | (11,915) | (462) | 13,482 |
Accounts payable and other accrued liabilities | 120,518 | (10,298) | (77,135) |
Contract liabilities | 97,900 | 9,155 | (34,530) |
Operating lease liabilities | (15,168) | (13,010) | (10,401) |
Net cash (used in) provided by operating activities | (180,897) | (40,390) | (187,391) |
Cash flows from investing activities: | |||
Purchases of property, plant, and equipment | (48,807) | (10,024) | (14,577) |
Investments in software development costs | (5,690) | (3,519) | 0 |
Proceeds from sale of property, plant and equipment | 0 | 900 | 0 |
Cash paid for solar power systems | 0 | (635) | (6,528) |
Purchases of marketable securities | 0 | 0 | (1,338) |
Proceeds from maturities of marketable securities | 0 | 0 | 6,588 |
Cash outflow upon Maxeon Solar Spin-Off, net of proceeds | 0 | 0 | (131,136) |
Cash received from sale of investments | 0 | 1,200 | 0 |
Proceeds from business divestiture, net of cash | 0 | 10,516 | 15,418 |
Cash received from C&I Solutions sale, net of de-consolidated cash | 146,303 | 0 | 0 |
Cash paid for acquisitions, net of cash acquired | 0 | (124,200) | 0 |
Cash paid for equity investments under the Dealer Accelerator Program and other | (30,920) | 0 | 0 |
Proceeds from sale of equity investment | 440,108 | 177,780 | 253,039 |
Proceeds from return of capital from equity investments | 0 | 2,276 | 7,724 |
Cash paid for investments in unconsolidated investees | (8,173) | 0 | 0 |
Dividend from equity method investee, in excess of cumulative earnings | 150 | 0 | 0 |
Net cash provided by (used in) investing activities | 492,971 | 54,294 | 129,190 |
Cash flows from financing activities: | |||
Proceeds from bank loans and other debt | 146,211 | 152,081 | 216,483 |
Repayment of bank loans and other debt | (182,340) | (180,869) | (227,677) |
Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs | 0 | 0 | 14,789 |
Repayment of non-recourse residential and commercial financing | 0 | (9,798) | (9,044) |
Contributions from noncontrolling interests attributable to residential projects | 0 | 0 | 22 |
Distributions to noncontrolling interests attributable to residential projects | (9,201) | 0 | (1,392) |
Repayment of convertible debt | 0 | (62,757) | (334,732) |
Proceeds from issuance of Maxeon Solar green convertible debt | 0 | 0 | 200,000 |
Payments for financing leases | (1,432) | (2) | 0 |
Receipt of contingent asset of a prior business combination | 0 | 0 | 2,245 |
Settlement of contingent consideration arrangement of a prior business combination | 0 | 0 | (776) |
Issuance of common stock to executive | 0 | 2,998 | 0 |
Equity offering costs paid | 0 | 0 | (928) |
Purchases of stock for tax withholding obligations on vested restricted stock | (11,405) | (9,762) | (12,842) |
Net cash (used in) provided by financing activities | (58,167) | (108,109) | (153,852) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 0 | 0 | 200 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 253,907 | (94,205) | (211,853) |
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period | 152,599 | 246,804 | 458,657 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period | 406,506 | 152,599 | 246,804 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: | |||
Cash and cash equivalents | 377,026 | 127,130 | 232,765 |
Restricted cash and cash equivalents, current portion | 10,668 | 4,874 | 5,518 |
Restricted cash and cash equivalents, net of current portion | 18,812 | 20,595 | 8,521 |
Total cash, cash equivalents, and restricted cash | 406,506 | 152,599 | 246,804 |
Supplemental disclosure of non-cash activities: | |||
Costs of solar power systems funded by liabilities | 0 | 0 | 635 |
Property, plant and equipment acquisitions funded by liabilities (including financing leases) | 12,380 | 1,368 | 866 |
Right-of-use assets obtained in exchange for lease obligations | 14,452 | 20,838 | 22,794 |
Net working capital settlement related to C&I Solutions sale | 7,005 | 0 | 0 |
Deconsolidation of right-of-use assets and lease obligations | 0 | 3,340 | 0 |
Debt repaid in sale of commercial projects | 0 | 5,585 | 0 |
Assumption of liabilities in connection with business divestitures | 0 | 0 | 9,056 |
Holdbacks in connection with business divestitures | 0 | 0 | 7,199 |
Costs of solar power systems sourced from existing inventory | 0 | 0 | 1,018 |
Fair value of contingent consideration for business combination | 0 | 11,100 | 0 |
Supplemental cash flow disclosures: | |||
Cash paid for interest | 21,064 | 25,289 | 31,704 |
Cash paid for income taxes | $ 7,437 | $ 22,825 | $ 18,708 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | Dec. 08, 2023 |
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,” the “Company,” “we,” “us,” or “our”) is a leading solar technology and energy services provider that offers fully integrated solar, storage, and home energy solutions to customers primarily in the United States and Canada through an array of hardware, software, and financing options and “Smart Energy” solutions. Our Smart Energy initiative is designed to add layers of intelligent control to homes, buildings, and grids—all personalized through easy-to-use customer interfaces. We are a leader in the U.S. Distributed Generation (“DG”) storage and energy services market, providing customers control over electricity consumption and resiliency during power outages, while providing cost savings to homeowners and also reducing carbon emissions and contributing to a more sustainable grid. The five pillars of our strategy include: 1) Customer Care: provide a world-class customer experience that moves beyond the initial system sale to create a lifetime relationship with SunPower, 2) Products: offer all market segments a growing ecosystem of integrated high-value, high-performance products and services, 3) Growth: optimize a multi-channel strategy of distributed dealer network, geographically diverse SunPower Direct channel, and new home builder partnerships for above-market growth, 4) Digital Innovation: enable operational excellence that supports our dealers, accelerates sales, improves financial products and adds customer control and monitoring of systems for optimum efficiency, and 5) Financial Solutions: expand affordable and easy-to-use customer financing products, reducing the biggest barrier to solar adoption. SunPower was a majority-owned subsidiary of TotalEnergies Solar INTL SAS (“Total,” formerly Total Solar International SAS) and TotalEnergies Gaz & Electricité Holdings France SAS (“Total Gaz,” formerly Total Gaz Electricité Holdings France SAS), each a subsidiary of TotalEnergies SE (“TotalEnergies SE,” formerly Total SE). On September 12, 2022, Total and Total Gaz sold to GIP III Sol Acquisition, LLC (“GIP Sol”) 50% less one unit of the equity interests in a newly formed Delaware limited liability company, Sol Holding, LLC (“HoldCo”), which is now the record holder of the majority of SunPower common stock (see Note 4. Transactions with Total and TotalEnergies SE ). On August 26, 2020, we completed the spin-off (the “Spin-Off”) of Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), a Singapore public company limited by shares, consisting of certain non-U.S. operations and assets of our former SunPower Technologies business unit. As a result of the Spin-Off, we no longer consolidate Maxeon Solar within our financial results of continuing operations. For all periods prior to the Spin-Off, the financial results of Maxeon Solar are presented as net earnings from discontinued operations on the consolidated statements of operations. On October 4, 2021, we entered into a Securities Purchase Agreement (“Purchase Agreement”) to acquire all of the issued and outstanding membership interests of Blue Raven Solar Holdings, LLC (“Blue Raven”), and 35% of the issued and outstanding membership interests in Albatross Software LLC (“Albatross”), an affiliate of Blue Raven. Pursuant to the Purchase Agreement, the Company agreed to pay to the sellers up to $145.0 million in initial cash consideration, which amount is subject to a customary working capital adjustment. The Purchase Agreement also provided that the Company would make certain cash payments to Blue Raven executives, employees and service providers, which are included in the aggregate purchase price, in accordance with related agreements entered into between such individuals and Blue Raven. The acquisition was accounted for in accordance with the guidance in ASC 805, Business Combinations. During fiscal 2022, we completed cash payments to Blue Raven executives, employees, and service providers in an amount of $20.0 million , and a holdback amount paid to key employees, which was accelerated after the sale to GIP Sol, of $4.5 million. Our obligations under this acquisition are complete. On February 6, 2022, we signed an Equity Purchase Agreement (the “Definitive Agreement”) with TotalEnergies Renewables USA, LLC (“TotalEnergies Renewables”), a Delaware limited liability company and wholly owned subsidiary of TotalEnergies SE, for the sale of our Commercial and Industrial Solutions (“C&I Solutions”) business for a preliminary purchase price of $190.0 million, subject to the terms and considerations set forth in the Definitive Agreement. The transaction closed on May 31, 2022, and upon closing, we received net cash consideration of $149.2 million based on the estimated net assets of the business on that date. Refer to Note 3. Discontinued Operations for more details on the transaction. Liquidity and Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to continue as a going concern and contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Subsequent to the filing of our Original Form 10-K, as of October 1, 2023, we breached a financial covenant and a reporting covenant of the Credit Agreement (see Note 12. Debt and Credit Sources ). The breaches created events of default thereunder (the “Existing Defaults”), which enables the requisite lenders under the Credit Agreement to demand immediate payment of $246.3 million borrowings outstanding as of October 1, 2023, or exercise other remedies. As a result of the events of default, we no longer had the ability to borrow from the remaining capacity of $53.7 million of revolving commitments. On December 8, 2023, the Company obtained the Amendment and Waiver amending the Credit Agreement, and as amended by the First Amendment to Credit Agreement, dated as of January 26, 2023 (together and as amended, the “Amended Credit Agreement”) by and among the Company, certain of its subsidiaries as guarantors, Bank of America, N.A. (“Bank of America”), BMO Bank, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A. as the lenders and L/C issuers party thereto (together, the “Existing Lenders”), and Bank of America, as administrative agent which provides for, among other things, a temporary waiver until January 19, 2024 of the breaches, and modification to the remaining available commitments through (i) the Existing Lenders to provide access to $25 million of existing revolving commitments and (ii) commitments by HoldCo, as a new lender, to provide an additional $25 million of capacity. Subsequent to the amendment, we borrowed the entire $50 million against the remaining capacity on the revolving credit facility. Although we entered into the Amendment and Waiver to temporarily address the Existing Defaults, we are also projecting to be noncompliant with certain debt covenants, which would cause further defaults under our existing debt arrangements. Following the expiration of the Amendment and Waiver, absent additional waivers, the events of default enable the requisite lenders under the Credit Agreement to demand immediate payment or exercise other remedies, such as subject all or a portion of obligations to a default rate of interest. Further, the Company also breached a financial covenant set forth in the Loan and Security Agreement, dated June 30, 2022, entered into by a wholly owned indirect subsidiary of the Company, the lenders party thereto from time to time, Atlas Securitized Products Holdings, L.P., as administrative agent and Computershare Trust Company, National Association, as paying agent (as amended, the “Loan Facility with Credit Suisse AG,” the “Credit Suisse Warehouse Loan,” or the “Atlas Credit Agreement”) (see Note 12. Debt and Credit Sources ) due to delay in delivery of the quarterly financials for the third quarter of 2023 (the “Quarterly Financials Default”), which results in an event of default, thereby enabling the requisite lenders to demand immediate payment of $65.3 million borrowings outstanding as of October 1, 2023, or exercise other remedies. The Company is in discussion with the lenders under the Atlas Credit Agreement regarding a waiver of any breaches. There can be no assurance that such waiver will be obtained. Absent a waiver, the event of default enables the requisite lenders under the Atlas Credit Agreement to demand immediate payment or exercise other remedies, such as subject all or a portion of obligations to a default rate of interest. If the lenders under the Credit Agreement and the Atlas Credit Agreement were to demand immediate repayment, the Company would not have sufficient liquidity to meet its obligations and pay its liabilities arising from normal business operations when they come due. As such, substantial doubt exists about the Company's ability to continue as a going concern. To address our liquidity needs, management is currently seeking additional waivers and evaluating various funding alternatives and may seek to raise additional funds through the issuance of equity, mezzanine or debt securities, through arrangements with strategic partners, which may include related parties, the capital markets, or through obtaining credit from financial institutions. As we seek additional sources of financing, there can be no assurance that such financing would be available to us on favorable terms or at all. Our ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, our performance and investor sentiment with respect to us and our industry. The outcome of these matters cannot be predicted with any certainty at this time. Basis of Presentation and Preparation Principles of Consolidation The accompanying consolidated financial statements 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”) 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 in consolidation. The assets of the special purpose entities that we establish in connection with certain project financing arrangements for customers are not designed to be available to service our general liabilities and obligations. 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 2022, is a 52-week fiscal year, fiscal 2021 was a 52-week fiscal year, and fiscal 2020 was a 53-week fiscal year. Our fiscal 2022 ended on January 1, 2023, fiscal 2021 ended on January 2, 2022, and fiscal 2020 ended on January 3, 2021. Management Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities reported in these consolidated financial statements and accompanying notes. We base our estimates on historical experience and various other assumptions believed to be reasonable. Our actual financial results could materially differ from those estimates. Significant estimates in these consolidated financial statements include revenue recognition, specifically nature and timing of satisfaction of performance obligations, standalone selling price of performance obligations, and variable consideration; credit losses, including estimating macroeconomic factors affecting historical recovery rate of receivables; inventory and project asset write-downs; long-lived assets and goodwill impairment, specifically estimates for valuation assumptions including discount rates and future cash flows; fair value of investments, including equity investments for which we apply the fair value option and other financial instruments; valuation of goodwill and intangible assets acquired in a business combination; valuation of contingent consideration in a business combination; valuation of contingencies such as warranty and litigation; 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. Restatement of Previously Issued Consolidated Financial Statements As described in Note 2. Restatement of Previously Issued Consolidated Financial Statements , our consolidated financial statements for fiscal years 2022, 2021, and 2020 (collectively, the “Affected Periods”), are restated in this Annual Report on Form 10-K/A (this “Amendment No.1”, this “Annual Report” or this “Form 10-K/A”) to reflect the corrections related to the value of consignment inventory of microinverter (“MI”) components at certain warehouse and third-party locations and corrections related to reclassification of certain expenses in our statements of operations, along with other immaterial corrections. The restated consolidated financial statements are indicated as “Restated” in the audited consolidated financial statements and accompanying notes, as applicable. See Note 2. Restatement of Previously Issued Consolidated Financial Statements for further discussion. Summary of Significant Accounting Policies Cash Equivalents Highly liquid investments with original or remaining maturities of ninety days or less at the date of purchase are considered cash equivalents. Restricted Cash and Cash Equivalents We maintain cash and cash equivalents in restricted accounts pursuant to various letters of credit, surety bonds, loan agreements, and other agreements in the normal course of business. Lease Accounting We determine if an arrangement is a lease at inception. Our operating lease agreements are primarily for real estate and are included within operating lease right-of-use (“ROU”) assets and operating lease liabilities on the consolidated balance sheets. Our finance lease agreements are for vehicle finance leases and are included within property, plant, and equipment, net, accrued liabilities, and other long-term liabilities on the consolidated balance sheets. We elected the practical expedient to combine our lease and related non-lease components for all our leases. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments that do not depend on an index or rate are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. We use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. ROU assets also include any lease prepayments made and exclude lease incentives. Many of our lessee agreements include options to extend the lease, which we do not include in our minimum lease terms unless they are reasonably certain to be exercised. Rental expense for lease payments related to our operating and finance leases is recognized on a straight-line basis over the lease term. In addition, for our finance leases, we recognize the interest on the financing component related to the leases. Fair Value of Financial Instruments The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values due to their short-term maturities. Equity investments with readily determinable fair value are carried at fair value based on quoted market prices or estimated based on market conditions and risks existing at each balance sheet date. Equity investments without readily determinable fair value are measured at cost less impairment and are adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer. During fiscal 2022, we recorded a fair value adjustment of $1.8 million related to our equity investments with Fair Value Option (“FVO”). The fair value adjustment was included within “equity in losses of unconsolidated investees” in our consolidated statements of operations for the years ended January 1, 2023 (see Note 8. Fair Value Measurements). In addition, we have derivative financial instruments which are carried at fair value based on observable price changes in orderly transactions for financial instruments with similar characteristics. Changes in fair value of our derivative financial instruments are recognized immediately, and included in “interest expense” in our consolidated statements of operations (see Note 8. Fair Value Measurements). Inventories Inventories are accounted for on a first-in-first-out basis and are valued at the lower of cost or net realizable value. We evaluate the realizability of our inventories, including purchase commitments under fixed-price long-term supply agreements, based on assumptions about expected demand and market conditions. Our assumption of expected demand is developed based on our analysis of bookings, sales backlog, sales pipeline, market forecast, and competitive intelligence. Our assumption of expected demand is compared to available inventory, production capacity, available third-party inventory, and growth plans. In addition, expected demand by geography has changed historically due to changes in the availability and size of government mandates and economic incentives. Our classification of our inventory as current inventory requires us to estimate the portion of on-hand inventory that can be realized over the next 12 months. All of our inventory was classified as current as of January 1, 2023. (See Note 6. Balance Sheet Components ). Property, Plant, and Equipment Property, plant, and equipment are stated at cost, less accumulated depreciation. Depreciation, excluding solar power systems leased to residential customers, is computed using the straight-line method over the estimated useful lives of the assets as presented below. Solar power systems leased to residential customers are depreciated using the straight-line method to their estimated residual values over the lease terms of up to 20 years. Leasehold improvements are amortized over the shorter of the estimated useful lives of the assets or the remaining term of the lease. Repairs and maintenance costs are expensed as incurred. Useful Lives Leasehold improvements 1 to 20 Testing equipment and tools 2 to 10 Computer equipment and software 2 to 7 Solar power systems 30 Furniture and fixtures 3 to 5 Software Development Costs Our internal software development costs primarily relate to three categories: 1) internal-use software development costs, 2) implementation costs incurred in cloud computing arrangements (“CCA”), and 3) external-use software development costs. We capitalize these costs incurred to purchase or develop software for internal use, implementation costs incurred for CCA, and software development costs for software to be sold externally. Our internal-use software development costs are capitalized in the application development stage in accordance with ASC 350-40, Internal-Use Software . These capitalized costs are reflected in “Property, plant and equipment, net” on the consolidated balance sheets and are depreciated over the estimated useful life of the software. The useful life of our internal-use software development costs is generally 2 to 3 years. We also capitalize our costs incurred in CCA that is a service contract, consistent with our policy for software developed or obtained for internal use, in accordance with ASC 350-40, Internal-Use Software . The capitalized costs are reflected in “Other long-term assets” and “Prepaid expenses and other current assets” on our consolidated balance sheets and expensed over the term of the related hosting arrangement and service period. Our external-use software development costs developed to be sold or leased externally are capitalized upon the establishment of technological feasibility for a product in accordance with ASC 985-20, Software to be Sold or Leased Externally . These software development costs are reflected in “Other intangible assets, net” on our consolidated balance sheets and amortized on a straight-line basis over the estimated economic life of the product, or the service period, whichever is shorter. Estimated Credit Losses We are exposed to credit losses in the event of nonperformance by the counterparties to our financial and derivative instruments. Financial and derivative instruments that potentially subject us to concentrations of credit risk are primarily cash and cash equivalents, restricted cash and cash equivalents, investments, accounts receivable, notes receivable, and advances to suppliers. Our investment policy requires cash and cash equivalents, restricted cash and cash equivalents, and investments to be placed with high-quality financial institutions and to limit the amount of credit risk from any one issuer. We regularly evaluate the credit standing of our counterparty financial institutions. In addition, we recognize an allowance for credit loss at the time a receivable is recorded based on our estimate of expected credit losses, historical write-off experience, and current account knowledge, 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. We perform ongoing credit evaluations of our customers’ financial condition whenever deemed necessary and generally we do not require collateral from our leasing customers. We maintain an allowance for doubtful accounts based on the expected collectability of all accounts receivable, which takes into consideration an analysis of historical bad debts, specific customer creditworthiness and current economic trends. Qualified customers under our residential lease program are generally required to have a minimum credit score. We believe that our concentration of credit risk is limited because of our large number of customers, credit quality of the customer base, small account balances for most of these customers, and customer geographic diversification. As of January 1, 2023, we had no customers that accounted for at least 10% of our accounts receivable balance. As of January 2, 2022, one customer accounted for 12.1% of our accounts receivable balance. As of January 1, 2023, we reported $169.7 million of accounts receivable, net of allowances of $14.8 million. Based on the aging analysis as of January 1, 2023, 74% of our trade accounts receivable was outstanding less than 60 days. Refer to Note 6. Balance Sheet Components for more details on changes in allowance for credit losses. We have not seen significant changes to the recovery rate of our accounts receivables as a result of the COVID-19 pandemic and more recent inflationary pressures and economic downturn, but we are continuing to actively monitor the impact on our expected credit losses. Retail installment contract receivables, net In fiscal 2021, we launched SunPower Financial TM , with an objective to make renewable energy affordable for more homeowners and increase access to underserved populations by offering a new line of financial products featuring expanded eligibility. The offering includes entering into a retail installment contract, together with a sale of the solar power system, offering a long-term loan to our customers at affordable rates to finance their purchase. These retail installment contracts allow us to extend credit to the customers to pay for the solar power systems they purchased, on an installment basis, with a term of typically 20 - 25 years. Revenue from the sale of solar power systems underlying these retail installment contracts is recognized similar to other contracts, when the solar power system is fully installed and final permit is received from the authority having jurisdiction, as we deem our performance obligation under the contract to be complete at such time, and the customer retains the significant risks and rewards of ownership of the solar power system. Further, in accordance with ASC 606, Revenue from Contracts with Customers , given the long-term nature of these receivables, a significant financing component is deemed to exist. We adjust the transaction price to quantify and defer the significant financing component at contract inception, using the discount rate that would be reflective of a separate financing transaction between the entity and its customer at contract inception. The significant financing component amount is deferred and recognized as revenue over the contract term. We recognize the interest income as revenue given the contracts are entered into in connection with the sales of our solar power systems and within our ordinary business activities. We are exposed to credit risk from certain customers and their potential payment delinquencies on these retail installment contracts, given the typical term of 20 - 25 years. As of January 1, 2023, the average Fair Isaac Corporation (“FICO”) score of our customers under a retail installment contract agreement remained at or above 740, which is generally categorized as a “Very Good” credit profile by the Fair Isaac Corporation. However, existing and future customers’ credit profiles may decline due to economic headwinds. As of fiscal 2022, our retail installment contract portfolio did not experience any customer defaults, however, they may occur as we continue our business. As of January 1, 2023, the receivables are classified within current and non-current assets, based on the underlying contractual payment terms, as “accounts receivable, net” and “other long-term assets” on our consolidated balance sheets. Income Taxes Deferred tax assets and liabilities are recognized for temporary differences between financial statement and income tax bases of assets and liabilities. Valuation allowances are provided against deferred tax assets when management cannot conclude that it is more likely than not that some portion or all deferred tax assets will be realized. As applicable, interest and penalties on tax contingencies are included in “(Provision for) benefits from income taxes” in the consolidated statements of operations and such amounts were not material for any periods presented. In addition, foreign exchange gains (losses) may result from estimated tax liabilities, which are expected to be settled in currencies other than the U.S. dollar. Investments in Equity Interests Investments in entities in which we can exercise significant influence, but do not own a majority equity interest or otherwise control, are accounted for under the equity method. We record our share of the results of these entities as “Equity in earnings (losses) of unconsolidated investees” on the consolidated statements of operations. We monitor our investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the entities and record reductions in carrying values when necessary. The fair value of privately held investments is estimated using the best available information as of the valuation date, including current earnings trends, undiscounted cash flows, and other company specific information, including recent financing rounds. We have elected the fair value option in accordance with the guidance in ASC 825, Financial Instruments , for our investment in the SunStrong Capital Holdings, LLC (“SunStrong”), Dorado Development Partners, LLC (“Dorado DevCo”), and SunStrong Partners, LLC (“SunStrong Partners”) joint ventures, to mitigate volatility in reported earnings that results from the use of different measurement attributes. 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 using the same methodology on an annual basis, during the third fiscal quarter, considering material changes in the business of SunStrong, Dorado DevCo, and SunStrong Partners or other inputs. 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 (See Note 6. Balance Sheet Components, Note 8. Fair Value Measurements, and Note 11 . Equity Investments ). Product Warranties We provide a workmanship warranty of up to 25 years from installation and a 25-year standard warranty for previously SunPower-manufactured microinverters. We also warrant our installed systems for defective materials and workmanship for periods ranging up to 25 years. We pass through to customers warranties from the original equipment manufacturers of certain system components such as solar panels, monitoring equipment and inverters. For such components, our warranties may exceed the warranty coverage from the original equipment manufacturers. For solar energy systems we do not install directly, we receive workmanship warranties from our solar partners. In addition, we also provide a separate system output performance warranty to customers that have subscribed to our post-installation monitoring and maintenance services which expires upon termination of these services related to the system. The warrantied system output performance level varies by system depending on the characteristics of the system and the negotiated agreement with the customer, and the level declines over time to account for the expected degradation of the system. Actual system output is typically measured annually for purposes of determining whether warrantied performance levels have been met. The warranty excludes system output shortfalls attributable to force majeure events, customer curtailment, irregular weather, and other similar factors. In the event that the system output falls below the warrantied performance level during the applicable warranty period, and provided that the shortfall is not caused by a factor that is excluded from the performance warranty, the warranty provides that we will pay the customer a liquidated damage based on the value of the shortfall of energy produced relative to the applicable warrantied performance level. We maintain reserves to cover the expected costs that could result from these warranties. Our expected costs are generally in the form of product replacement or repair. Warranty reserves are based on our best estimate of such costs and are recognized as a cost of revenue. We continuously monitor product returns for warranty failures and maintain a reserve for the related warranty expenses based on various factors including historical warranty claims, results of accelerated lab testing, field monitoring, vendor reliability estimates, and data on industry averages for similar products. Due to the potential for variability in these underlying factors, the difference between our estimated costs and our actual costs could be material to our consolidated financial statements. If actual product failure rates or the frequency or severity of reported claims differ from our estimates or if there are delays in our responsiveness to outages, we may be required to revise our estimated warranty liability. Historicall |
Restatement of Previously Issue
Restatement of Previously Issued Condensed Consolidated Financial Statements | 12 Months Ended |
Jan. 01, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Condensed Consolidated Financial Statements | RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS Restatement Background On October 19, 2023, the Audit Committee of the Board of Directors (the “Board”) of the Company, based upon the recommendation of management, determined that our (i) audited consolidated financial statements included in our Annual Report on Form 10-K for the period ended January 1, 2023, filed with the SEC on March 10, 2023 (the “Original Form 10-K”), (ii) unaudited condensed consolidated financial statements included in our Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2023, filed with the SEC on May 3, 2023 (the “Q1 2023 Form 10-Q”), and (iii) unaudited condensed consolidated financial statements included in our Quarterly Report on Form 10-Q for the quarterly period ended July 2, 2023, filed with the SEC on August 2, 2023 (the “Q2 2023 Form 10-Q,” and collectively, the “Affected Periods”), as well as the relevant portions of any communication which describe or are based on such consolidated financial statements, should no longer be relied upon, and that the previously issued financial statements for the Affected Periods should be restated. This Note discloses the nature of the restatement adjustments and discloses the cumulative effects of these adjustments on the consolidated balance sheets, statements of operations, and statements of cash flows for the fiscal years included in the Original Form 10-K. The consolidated statements of comprehensive income (loss) and statements of equity for the fiscal years ended January 1, 2023, January 2, 2022, and January 3, 2021 have also been restated for the correction to net income (loss). The audited consolidated financial statements for fiscal year 2022 have been restated to reflect the corrections related to the value of consignment inventory of MI components at certain warehouse and third-party locations, and reclassification of certain expenses on our consolidated statements of operations as further described below, along with other immaterial items pertaining to fiscal years 2022, 2021 and 2020. The effects of the restatement, including the related income tax impacts are reflected in the impacted tables and footnotes throughout these consolidated financial statements in this Amendment No. 1. The restatement adjustments and their impacts on the previously issued consolidated financial statements included in the Original Form 10-K are described below. Description of Restatement Adjustments The categories of the restatement adjustments and their impact on the previously reported consolidated financial statements included in the Original Form 10-K are described below. a. Inventory-Related Adjustments - In the third quarter of fiscal year 2023, while reviewing our inventory account reconciliations, we identified that the consumption of certain MI costs in photo-voltaic module manufacturing had been inaccurately recorded starting in the first quarter of fiscal year 2022. This resulted in an overstatement of MI costs included in finished goods inventory, and an understatement of cost of revenues for the impacted periods. The impact of the correction is to recognize an increase in cost of revenues for the relevant MI costs, with a corresponding reduction to our finished goods inventory and increase in accrued liabilities related to additional accruals for sales and use taxes. In addition, we also identified other immaterial miscellaneous inventory-related misstatements during fiscal year 2022, pertaining to the physical inventory counts and classifications between financial statement line items related to inventories. • The aggregated impact to the consolidated statements of operations for fiscal year 2022 is an increase to total cost of revenues of $14.6 million. The impact to the consolidated balance sheets as of January 1, 2023 is a decrease in inventories of $19.7 million, an increase in advances to suppliers, current portion of $2.8 million, an increase in prepaid expenses and other current assets of $2.4 million, an increase in accounts payable of $0.8 million, and an increase in accrued liabilities of $0.4 million. b. Classification of Expense in the Statements of Operations - In fiscal year 2023, we identified errors related to the classification of certain expenses as cost of revenues instead of operating expenses. This resulted in the reclassification of certain expenses from cost of revenues to selling, general, and administrative expense for the fiscal years 2022, 2021 and 2020. • The aggregated impact to the consolidated statements of operations for fiscal year 2022 is a decrease to total cost of revenues of $49.1 million and an increase to sales, general, and administrative expenses of $49.1 million. • The aggregated impact to the consolidated statements of operations for fiscal year 2021 is a decrease to total cost of revenues of $26.8 million and an increase to sales, general, and administrative expenses of $26.8 million. • The aggregated impact to the consolidated statements of operations for fiscal year 2020 is a decrease to total cost of revenues of $18.1 million and an increase to sales, general, and administrative expenses of $18.1 million. c. Discontinued Operations - We determined that certain charges for changes in estimates related to indemnifications on warranty obligations and legal costs we have retained in connection with the sale of our C&I Solutions business to TotalEnergies Renewables should have been classified as discontinued operations instead of continuing operations in the consolidated statements of operations for fiscal year 2022. • The impact to the consolidated statements of operations for fiscal year 2022 is a decrease to total cost of revenues of $3.5 million and a decrease to sales, general, and administrative expenses of $1.1 million, with an increase to discontinued operations by the total amount. d. Timing of Revenue Recognition for Certain Revenue Contracts - In the fourth quarter of fiscal year 2022, we determined that a portion of revenue earned from sales through our New Homes channel were incorrectly deferred. We concluded that our performance obligations related to these contracts had been satisfied and revenue should have been recognized. • The impact to the consolidated statements of operations for fiscal year 2022 is an increase to total revenues of $4.6 million and an increase to total cost of revenues of $2.9 million. The impact to the consolidated balance sheets as of January 1, 2023 is an increase in contract assets of $6.4 million and a decrease in prepaid expenses and other current assets of $4.0 million. • The impact to the consolidated statements of operations for fiscal year 2021 is a decrease to total revenues of $1.4 million and a decrease to total cost of revenues of $0.7 million. The impact to the consolidated balance sheets as of January 2, 2022 is an increase in contract assets of $1.8 million and a decrease in prepaid expenses and other current assets of $1.1 million. • The impact to the consolidated statements of operations for fiscal year 2020 is a decrease to total revenues of $4.6 million and a decrease to total cost of revenues of $2.3 million. e. Other Restatement Adjustments - There are other restatement adjustments otherwise not described in items (a) to (d) above, which are individually and in the aggregate insignificant for fiscal years 2022, 2021, and 2020. Consolidated Financial Statements - Restatement Reconciliation Tables In light of the foregoing, in accordance with ASC 250, Accounting Changes and Error Corrections , we are restating the previously issued consolidated financial statements as of fiscal years 2022 and 2021, and for fiscal years 2022, 2021, and 2020, to reflect the effects of the restatement adjustments, and to make certain corresponding disclosures. In the following tables, we have presented a reconciliation of our consolidated balance sheets, statements of operations, and cash flows as previously reported for these prior periods to the restated and revised amounts. Summary of Restatement - Consolidated Balance Sheets January 1, 2023 January 2, 2022 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Assets Current assets: Cash and cash equivalents $ 377,026 $ — $ 377,026 $ 123,735 $ — $ 123,735 Restricted cash and cash equivalents, current portion 9,855 813 e 10,668 691 717 e 1,408 Short-term investments 132,480 — 132,480 365,880 — 365,880 Accounts receivable, net 174,577 (4,903) e 169,674 121,268 (1,261) e 120,007 Contract assets 50,692 6,378 d 57,070 25,994 1,821 d 27,815 Inventories 316,815 (21,084) a, e 295,731 214,432 38 e 214,470 Advances to suppliers, current portion 9,309 2,750 a 12,059 462 — 462 Prepaid expenses and other current assets 197,760 51 a, d, e 197,811 100,212 (1,049) d, e 99,163 Current assets of discontinued operations — — — 120,792 — 120,792 Total current assets 1,268,514 (15,995) 1,252,519 1,073,466 266 1,073,732 Restricted cash and cash equivalents, net of current portion 15,151 3,661 e 18,812 14,887 3,269 e 18,156 Property, plant and equipment, net 74,522 1,951 e 76,473 33,560 1,254 e 34,814 Operating lease right-of-use assets 36,926 — 36,926 31,654 1,205 e 32,859 Solar power systems leased, net 41,779 — 41,779 45,502 — 45,502 Goodwill 126,338 (340) e 125,998 126,338 (340) e 125,998 Other intangible assets, net 24,192 — 24,192 24,879 — 24,879 Other long-term assets 192,585 (5,658) e 186,927 156,994 (1,142) e 155,852 Long-term assets of discontinued operations — — — 47,526 — 47,526 Total assets $ 1,780,007 $ (16,381) $ 1,763,626 $ 1,554,806 $ 4,512 $ 1,559,318 Liabilities and Equity Current liabilities: Accounts payable $ 242,229 $ 910 a, e $ 243,139 $ 138,514 $ 1,708 e $ 140,222 Accrued liabilities 145,229 2,890 a, e 148,119 101,980 2,163 e 104,143 Operating lease liabilities, current portion 11,356 — 11,356 10,753 1,114 e 11,867 Contract liabilities, current portion 144,209 (2,346) e 141,863 62,285 (861) e 61,424 Short-term debt 82,404 (164) e 82,240 109,568 (98) e 109,470 Convertible debt, current portion 424,919 — 424,919 — — — Current liabilities of discontinued operations — — — 86,496 — 86,496 Total current liabilities 1,050,346 1,290 1,051,636 509,596 4,026 513,622 Long-term debt 308 — 308 380 — 380 Convertible debt, net of current portion — — — 423,677 — 423,677 Operating lease liabilities, net of current portion 29,347 — 29,347 28,566 92 e 28,658 Contract liabilities, net of current portion 11,555 33 e 11,588 18,705 1,233 e 19,938 Other long-term liabilities 112,797 1,905 e 114,702 141,197 5,582 e 146,779 Long-term liabilities of discontinued operations — — — 42,661 — 42,661 Total liabilities 1,204,353 3,228 1,207,581 1,164,782 10,933 1,175,715 Commitments and contingencies Equity: Common stock 174 — 174 173 — 173 Additional paid-in capital 2,855,930 — 2,855,930 2,714,500 — 2,714,500 Accumulated deficit (2,066,175) (19,609) a, d, e (2,085,784) (2,122,212) (6,421) d, e (2,128,633) Accumulated other comprehensive income (loss) 11,568 — 11,568 11,168 — 11,168 Treasury stock, at cost (226,646) — (226,646) (215,240) — (215,240) Total stockholders' equity 574,851 (19,609) 555,242 388,389 (6,421) 381,968 Noncontrolling interests in subsidiaries 803 — 803 1,635 — 1,635 Total equity 575,654 (19,609) 556,045 390,024 (6,421) 383,603 Total liabilities and equity $ 1,780,007 $ (16,381) $ 1,763,626 $ 1,554,806 $ 4,512 $ 1,559,318 Summary of Restatement - Consolidated Statements of Operations Fiscal Year Ended January 1, 2023 Fiscal Year Ended January 2, 2022 (In thousands, except per share data) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Total revenues $ 1,741,072 $ 871 d, e $ 1,741,943 $ 1,132,029 $ (3,671) d, e $ 1,128,358 Total cost of revenues 1,377,169 (38,227) a-e 1,338,942 902,718 (26,412) b, d, e 876,306 Gross profit 363,903 39,098 403,001 229,311 22,741 252,052 Operating expenses: Research and development 24,759 — 24,759 15,711 100 e 15,811 Sales, general, and administrative 339,323 47,937 b, c, e 387,260 204,166 31,938 b, e 236,104 Restructuring charges (credits) 244 — 244 4,519 — 4,519 (Gain) loss on sale and impairment of residential lease assets — — — (294) — (294) (Gain) loss on business divestitures, net — — — (5,290) — (5,290) Expense (income) from transition services agreement, net 69 — 69 (4,255) — (4,255) Total operating expenses 364,395 47,937 412,332 214,557 32,038 246,595 Operating (loss) income (492) (8,839) (9,331) 14,754 (9,297) 5,457 Other income (expense), net: Interest income 3,200 — 3,200 168 — 168 Interest expense (21,566) 1 e (21,565) (24,031) (1) e (24,032) Other, net 115,405 — 115,405 22,332 — 22,332 Other income (expense), net 97,039 1 97,040 (1,531) (1) (1,532) Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees 96,547 (8,838) 87,709 13,223 (9,298) 3,925 Benefits from (provision for) income taxes 8,164 219 e 8,383 (7,267) (47) e (7,314) Equity in earnings (losses) of unconsolidated investees 2,323 (51) e 2,272 — — — Net income (loss) from continuing operations 107,034 (8,670) 98,364 5,956 (9,345) (3,389) (Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees (47,155) (4,574) c (51,729) (46,046) — (46,046) Benefits from (provision for) income taxes 584 56 e 640 2,048 — 2,048 Net (loss) income from discontinued operations (46,571) (4,518) (51,089) (43,998) — (43,998) Net income (loss) 60,463 (13,188) 47,275 (38,042) (9,345) (47,387) Net (income) loss from continuing operations attributable to noncontrolling interests (4,676) — (4,676) 145 — 145 Net loss (income) from discontinued operations attributable to noncontrolling interests 250 — 250 539 — 539 Net (income) loss attributable to noncontrolling interests (4,426) — (4,426) 684 — 684 Net income (loss) from continuing operations attributable to stockholders 102,358 (8,670) 93,688 6,101 (9,345) (3,244) Net (loss) income from discontinued operations attributable to stockholders (46,321) (4,518) (50,839) (43,459) — (43,459) Net income (loss) attributable to stockholders $ 56,037 $ (13,188) $ 42,849 $ (37,358) $ (9,345) $ (46,703) Net income (loss) per share attributable to stockholders - basic: Continuing operations $ 0.59 $ (0.05) a, c, d, e $ 0.54 $ 0.03 $ (0.05) d, e $ (0.02) Discontinued operations $ (0.27) $ (0.02) c, e $ (0.29) $ (0.25) $ — $ (0.25) Net income (loss) per share - basic $ 0.32 $ (0.07) a, d, e $ 0.25 $ (0.22) $ (0.05) d, e $ (0.27) Net income (loss) per share attributable to stockholders - diluted: Continuing operations $ 0.59 $ (0.05) a, c, d, e $ 0.54 $ 0.03 $ (0.05) d, e $ (0.02) Discontinued operations $ (0.27) $ (0.02) c, e $ (0.29) $ (0.25) $ — $ (0.25) Net income (loss) per share - diluted $ 0.32 $ (0.07) a, d, e $ 0.25 $ (0.22) $ (0.05) d, e $ (0.27) Weighted-average shares: Basic 173,919 — 173,919 172,436 — 172,436 Diluted 174,603 — 174,603 175,116 — 175,116 Fiscal Year Ended January 3, 2021 (In thousands, except per share data) As Previously Reported Restatement Adjustments Restatement Reference As Restated Total revenues $ 870,017 $ (6,528) d, e $ 863,489 Total cost of revenues 733,371 (18,352) b, d, e 715,019 Gross profit 136,646 11,824 148,470 Operating expenses: Research and development 19,322 (100) e 19,222 Sales, general, and administrative 138,815 15,005 b, e 153,820 Restructuring charges (credits) 2,604 — 2,604 Loss (gain) on sale and impairment of residential lease assets 45 — 45 (Gain) loss on business divestitures, net (10,334) — (10,334) (Income) expense from transition services agreement, net (6,260) — (6,260) Total operating expenses 144,192 14,905 159,097 Operating (loss) income (7,546) (3,081) (10,627) Other income (expense), net: Interest income 753 — 753 Interest expense (28,683) — (28,683) Other, net 692,335 — 692,335 Other income (expense), net 664,405 — 664,405 Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees 656,859 (3,081) 653,778 (Provision for) benefits from income taxes (57,665) (152) e (57,817) Net income (loss) from continuing operations 599,194 (3,233) 595,961 (Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees 1 (127,889) 1,078 e (126,811) Benefits from (provision for) income taxes 3,307 (49) e 3,258 Equity in (losses) earnings of unconsolidated investees (586) — (586) Net (loss) income from discontinued operations (125,168) 1,029 (124,139) Net income (loss) 474,026 (2,204) 471,822 Net loss (income) from continuing operations attributable to noncontrolling interests 1,187 — 1,187 Net (income) loss from discontinued operations attributable to noncontrolling interests (165) — (165) Net loss (income) attributable to noncontrolling interests 1,022 — 1,022 Net income (loss) from continuing operations attributable to stockholders 600,381 (3,233) 597,148 Net (loss) income from discontinued operations attributable to stockholders (125,333) 1,029 (124,304) Net income (loss) attributable to stockholders $ 475,048 $ (2,204) $ 472,844 Net income (loss) per share attributable to stockholders - basic: Continuing operations $ 3.54 $ (0.02) d, e $ 3.52 Discontinued operations $ (0.74) $ 0.01 e $ (0.73) Net income (loss) per share - basic $ 2.80 $ (0.01) d, e $ 2.79 Net income (loss) per share attributable to stockholders - diluted: Continuing operations $ 3.12 $ (0.02) d, e $ 3.10 Discontinued operations $ (0.64) $ 0.01 e $ (0.63) Net income (loss) per share - diluted $ 2.48 $ (0.01) d, e $ 2.47 Weighted-average shares: Basic 169,801 — 169,801 Diluted 197,242 — 197,242 Summary of Restatement - Consolidated Statements of Cash Flows Fiscal Year Ended January 1, 2023 Fiscal Year Ended January 2, 2022 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Cash flows from operating activities: Net income (loss) $ 60,463 $ (13,188) a, d, e $ 47,275 $ (38,042) $ (9,345) d, e $ (47,387) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 29,485 806 e 30,291 11,434 429 e 11,863 Amortization of cloud computing arrangements 5,115 224 e 5,339 72 — 72 Stock-based compensation 26,434 — 26,434 25,902 — 25,902 Amortization of debt issuance costs 3,664 — 3,664 5,042 — 5,042 Equity in (earnings) losses of unconsolidated investees (2,323) 52 e (2,271) — — — (Gain) loss on equity investments (114,710) — (114,710) (21,712) — (21,712) (Gain) loss on sale of investments — — — (1,162) — (1,162) (Gain) loss on business divestitures, net — — — (224) — (224) Unrealized (gain) loss on derivatives (2,293) — (2,293) — — — Dividend from equity method investees 120 — 120 — — — Deferred income taxes (13,973) — (13,973) 5,688 — 5,688 (Gain) loss on sale and impairment of residential lease assets — — — (226) — (226) Other, net 1,209 — 1,209 (5,670) 5,000 e (670) Changes in operating assets and liabilities: Accounts receivable (63,611) 3,642 e (59,969) (18,549) 1,757 e (16,792) Contract assets (9,617) (4,557) d (14,174) 34,850 1,410 d 36,260 Inventories (111,349) 21,122 a, e (90,227) (5,325) (38) e (5,363) Project assets 295 — 295 4,398 — 4,398 Prepaid expenses and other assets (202,474) 1,787 a, d, e (200,687) (32,701) (25) d, e (32,726) Operating lease right-of-use assets 11,257 188 e 11,445 11,257 5 e 11,262 Advances to suppliers (9,165) (2,750) a (11,915) (462) — (462) Accounts payable and other accrued liabilities 122,986 (2,468) a, e 120,518 (16,269) 5,971 e (10,298) Contract liabilities 100,584 (2,684) e 97,900 10,229 (1,074) e 9,155 Operating lease liabilities (13,579) (1,589) e (15,168) (13,006) (4) e (13,010) Net cash (used in) provided by operating activities (181,482) 585 (180,897) (44,476) 4,086 (40,390) Cash flows from investing activities: Purchases of property, plant, and equipment (48,807) — (48,807) (10,024) — (10,024) Investments in software development costs (5,690) — (5,690) (3,519) — (3,519) Proceeds from sale of property, plant and equipment — — — 900 — 900 Cash paid for solar power systems — — — (635) — (635) Cash received from sale of investments — — — 1,200 — 1,200 Proceeds from business divestiture, net of de-consolidated cash — — — 10,516 — 10,516 Cash received from C&I Solutions sale, net of de-consolidated cash 146,303 — 146,303 — — — Cash paid for acquisitions, net of cash acquired — — — (124,200) — (124,200) Cash paid for equity investments under the Dealer Accelerator Program and other (30,920) — (30,920) — — — Proceeds from sale of equity investment 440,108 — 440,108 177,780 — 177,780 Proceeds from return of capital from equity investments — — — 2,276 — 2,276 Cash paid for investments in unconsolidated investees (8,173) — (8,173) — — — Dividend from equity method investee, in excess of cumulative earnings 150 — 150 — — — Net cash provided by (used in) investing activities 492,971 — 492,971 54,294 — 54,294 Cash flows from financing activities: Proceeds from bank loans and other debt 146,211 — 146,211 152,081 — 152,081 Repayment of bank loans and other debt (182,274) (66) e (182,340) (180,771) (98) e (180,869) Repayment of non-recourse residential and commercial financing — — — (9,798) — (9,798) Distributions to noncontrolling interests attributable to residential projects (9,201) — (9,201) — — — Repayment of convertible debt — — — (62,757) — (62,757) Payments for financing leases (1,401) (31) e (1,432) — (2) e (2) Issuance of common stock to executive — — — 2,998 — 2,998 Purchases of stock for tax withholding obligations on vested restricted stock (11,405) — (11,405) (9,762) — (9,762) Net cash (used in) provided by financing activities (58,070) (97) (58,167) (108,009) (100) (108,109) Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents $ — $ — $ — $ — $ — $ — Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents 253,419 488 253,907 (98,191) 3,986 (94,205) Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 148,613 3,986 e 152,599 246,804 — 246,804 Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 402,032 $ 4,474 $ 406,506 $ 148,613 $ 3,986 $ 152,599 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: Cash and cash equivalents $ 377,026 $ — $ 377,026 $ 127,130 $ — $ 127,130 Restricted cash and cash equivalents, current portion 9,855 813 e 10,668 4,157 717 e 4,874 Restricted cash and cash equivalents, net of current portion 15,151 3,661 e 18,812 17,326 3,269 e 20,595 Total cash, cash equivalents, and restricted cash $ 402,032 $ 4,474 $ 406,506 $ 148,613 $ 3,986 $ 152,599 Supplemental disclosure of non-cash activities: Property, plant and equipment acquisitions funded by liabilities (including financing leases) $ 12,428 $ (48) e $ 12,380 $ 1,320 $ 48 e $ 1,368 Right-of-use assets obtained in exchange for lease obligations $ 15,469 $ (1,017) e $ 14,452 $ 19,628 $ 1,210 e $ 20,838 Working capital adjustment related to C&I Solutions sale $ 7,005 $ — $ 7,005 $ — $ — $ — Deconsolidation of right-of-use assets and lease obligations $ — $ — $ — $ 3,340 $ — $ 3,340 Debt repaid in sale of commercial projects $ — $ — $ — $ 5,585 $ — $ 5,585 Fair value of contingent consideration for business combination $ — $ — $ — $ 11,100 $ — $ 11,100 Supplemental cash flow disclosures: Cash paid for interest $ 21,064 $ — $ 21,064 $ 25,289 $ — $ 25,289 Cash paid for income taxes $ 7,437 $ — $ 7,437 $ 22,825 $ — $ 22,825 Fiscal Year Ended January 3, 2021 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated Cash flows from operating activities: Net income (loss) $ 474,026 $ (2,204) d, e $ 471,822 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 48,304 356 e 48,660 Stock-based compensation 24,817 — 24,817 Amortization of debt issuance costs 6,562 — 6,562 Equity in losses (earnings) of unconsolidated investees 586 — 586 (Gain) loss on equity investments (692,100) — (692,100) (Gain) loss on retirement of convertible debt (2,182) — (2,182) (Gain) loss on business divestitures, net (10,334) — (10,334) Deferred income taxes 19,241 — 19,241 Loss (gain) on sale and impairment of residential lease assets 1,024 — 1,024 Other, net 534 (338) 196 Changes in operating assets and liabilities: Accounts receivable 98,962 (496) e 98,466 Contract assets (12,063) (420) e (12,483) Inventories (29,808) — (29,808) Project assets (8,187) — (8,187) Prepaid expenses and other assets (6,161) 522 e (5,639) Operating lease right-of-use assets 10,552 — 10,552 Advances to suppliers 13,482 — 13,482 Accounts payable and other accrued liabilities (78,269) 1,134 e (77,135) Contract liabilities (35,976) 1,446 e (34,530) Operating lease liabilities (10,401) — (10,401) Net cash (used in) provided by operating activities (187,391) — (187,391) Cash flows from investing activities: Purchases of property, plant, and equipment (14,577) — (14,577) Cash paid for solar power systems (6,528) — (6,528) Purchases of marketable securities (1,338) — (1,338) Proceeds from maturities of marketable securities 6,588 — 6,588 Cash outflow upon Maxeon Solar Spin-Off, net of proceeds (131,136) — (131,136) Proceeds from business divestiture, net of deconsolidated cash 15,418 — 15,418 Proceeds from sale of equity investment 253,039 — 253,039 Proceeds from return of capital from equity investments 7,724 — 7,724 Net cash provided by (used in) investing activities 129,190 — 129,190 Cash flows from financing activities: Proceeds from bank loans and other debt 216,483 — 216,483 Repayment of bank loans and other debt (227,677) — (227,677) Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs 14,789 — 14,789 Repayment of non-recourse residential and commercial financing (9,044) — (9,044) Contributions from noncontrolling interests attributable to residential projects 22 — 22 Distributions to noncontrolling interests attributable to residential projects (1,392) — (1,392) Repayment of convertible debt (334,732) — (334,732) Proceeds from issuance of Maxeon Solar green convertible debt 200,000 — 200,000 Receipt of contingent asset of a prior business combination 2,245 — 2,245 Settlement of contingent consideration arrangement of a prior business combination (776) — (776) Equity offering costs paid (928) — (928) Purchases of stock for tax withholding obligations on vested restricted stock (12,842) — (12,842) Net cash (used in) provided by financing activities (153,852) — (153,852) Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents 200 — 200 Net (decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents (211,853) — (211,853) Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 458,657 — 458,657 Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 246,804 $ — $ 246,804 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets: Cash and cash equivalents $ 232,765 $ — $ 232,765 Restricted cash and cash equivalents, current portion 5,518 — 5,518 Restricted cash and cash equivalents, net of current portion 8,521 — 8,521 Total cash, cash equivalents, and restricted cash $ 246,804 $ — $ 246,804 Supplemental disclosure of non-cash activities: Costs of solar power systems funded by liabilities $ 635 $ — $ 635 Property, plant and equipment acquisitions funded by liabilities (including financing leases) $ 866 $ — $ 866 Right-of-use assets obtained in exchange for lease obligations $ 22,794 $ — $ 22,794 Assumption of liabilities in connection with business divestiture $ 9,056 $ — $ 9,056 Holdbacks in connection with business divestiture $ 7,199 $ — $ 7,199 Costs of solar power systems sourced from existing inventory $ 1,018 $ — $ 1,018 Supplemental cash flow disclosures: Cash paid for interest $ 31,704 $ — $ 31,704 Cash paid for income taxes $ 18,708 $ — $ 18,708 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jan. 01, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS On February 6, 2022, we signed the Definitive Agreement with TotalEnergies Renewables for the sale of our C&I Solutions business. The transaction closed on May 31, 2022 pursuant to the terms of the Definitive Agreement, and TotalEnergies Renewables acquired all of the issued and outstanding common stock of our C&I Solutions business. The preliminary purchase price of $190.0 million was subject to certain adjustments, including cash, indebtedness, and an estimated closing date working capital adjustment. Upon closing, we received net cash consideration of $149.2 million based on the estimated net assets of the business on that date. As of the third quarter of fiscal 2022, we recorded a payable of $7.0 million to Total, based on our review of the closing date working capital and our submission of the Closing Statement, which was recorded within “accrued liabilities” on our consolidated balance sheets. On October 25, 2022, we received a notice of disagreement from TotalEnergies Renewables with respect to the Closing Statement. We and TotalEnergies Renewables subsequently engaged in discussions, which were unsuccessful in resolving the areas of disagreement. Accordingly, as set forth in the Definitive Agreement, we have appointed an independent accountant to adjudicate the amount owed under the Closing Statement. TotalEnergies Renewables has asserted that the payable should be approximately $52.0 million, however we continue to believe no adjustment is required to the working capital provision of $7.0 million that we previously recorded, as it reflects our books and records at the time of close in accordance with GAAP and the Definitive Agreement. The sale of the C&I Solutions business was a common control transaction in accordance with the guidance in ASC 805, Business Combinations, as TotalEnergies Renewables was a wholly owned subsidiary of TotalEnergies SE that held a more than 50% voting interest in the Company and TotalEnergies Renewables as of the sale on May 31, 2022. As such, the difference between the total cash consideration received and the net book value of the C&I Solutions business, and the estimated working capital adjustment recorded, was recorded as an equity transaction. Accordingly, the gain was recorded as “additional paid-in capital” with a portion of the gain recorded in “non-controlling interest” due to the transfer of our safe harbor inventory from our consolidated VIE, Solar Sail, LLC ( “ Solar Sail ” ), to Total. As of January 1, 2023, given HoldCo is now the record holder of the majority of SunPower common stock since September 12, 2022, when Total and Total Gaz sold 50% less one unit of the equity interests in HoldCo to GIP Sol, we are no longer consolidated by Total. We also incurred transaction costs in connection with the sale of $11.4 million for the year ended January 1, 2023, which were expensed as incurred and included within “loss from discontinued operations before income taxes” in our consolidated statements of operations. We began incurring these transaction costs in the second quarter of fiscal 2021, and incurred transaction costs of $3.5 million in the year ended January 2, 2022. The following table presents the gain on sale of our C&I Solutions business recorded within our consolidated statements of equity for the year ended January 1, 2023: Twelve Months Ended (In thousands) January 1, 2023 Net cash consideration $ 149,171 Less: Working capital adjustments based on Closing Statement 7,005 Less: Net book value of assets sold 24,562 Less: Income taxes impact from sale 1,371 Gain on sale of C&I Solutions business $ 116,233 Gain on sale of C&I Solutions business - within additional paid-in capital $ 112,290 Gain on sale of C&I Solutions business - within non-controlling interest $ 3,943 In accordance with the accounting guidance, the C&I Solutions business is presented as discontinued operations for the period up to and including the date of the sale, including the first quarter of fiscal 2022 as the signing of the Definitive Agreement had occurred and the sale represented a strategic shift in our business with major impacts on our current and historical financial results. As such, for all periods presented, the financial results of C&I Solutions are presented as net earnings from discontinued operations on the consolidated statements of operations, as well as assets and liabilities of discontinued operations on the consolidated balance sheets. The following table presents the assets and liabilities of C&I Solutions as of January 2, 2022, presented as assets and liabilities of discontinued operations on the consolidated balance sheet: (In thousands) January 2, 2022 Assets Current assets: Cash and cash equivalents $ 3,395 Restricted cash and cash equivalents, current portion 3,466 Accounts receivable, net 5,522 Contract assets 55,673 Inventories 28,561 Advances to suppliers, current portion 2,813 Project assets - plants and land, current portion 8,105 Prepaid expenses and other current assets 13,257 Total current assets of discontinued operations 120,792 Restricted cash and cash equivalents, net of current portion 2,439 Property, plant and equipment, net 1,734 Operating lease right-of-use assets 27,572 Other long-term assets 15,781 Total assets of discontinued operations $ 168,318 Liabilities Current liabilities: Accounts payable $ 38,541 Accrued liabilities 16,895 Operating lease liabilities, current portion 1,400 Contract liabilities, current portion 26,559 Short-term debt 3,101 Total current liabilities of discontinued operations 86,496 Operating lease liabilities, net of current portion 10,200 Contract liabilities, net of current portion 9,096 Other long-term liabilities 23,365 Total liabilities of discontinued operations $ 129,157 The following table presents financial results of C&I Solutions presented as discontinued operations in the consolidated statements of operations in the corresponding periods: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 (As Restated) Total revenues $ 36,710 $ 191,464 $ 254,811 Total cost of revenues 63,353 199,168 224,331 Gross (loss) profit (26,643) (7,704) 30,480 Operating expenses 23,212 34,512 28,947 Operating (loss) income (49,855) (42,216) 1,533 Other (expense) income, net (1,874) (3,830) (3,823) (Loss) earnings before income taxes (51,729) (46,046) (2,290) Benefits from (provision for) income taxes 640 2,048 116 Net (loss) income from discontinued operations (51,089) (43,998) (2,174) Net loss (income) from discontinued operations attributable to noncontrolling interests 250 539 1,148 Net (loss) income from discontinued operations attributable to stockholders $ (50,839) $ (43,459) $ (1,026) The following table presents significant non-cash items and capital expenditures of discontinued operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Depreciation and amortization $ 85 $ 2,592 $ 6,494 Stock-based compensation 21 2,970 2,365 (Gain) loss on change in valuation of equity method investments — (726) — (Gain) loss on sale of investments — (1,162) — Loss (gain) on business divestiture — 5,066 (10,334) |
Transactions with Total and Tot
Transactions with Total and Total Energies SE | 12 Months Ended |
Jan. 01, 2023 | |
Related Party Transactions [Abstract] | |
Transactions with Total and Total Energies SE | TRANSACTIONS WITH TOTAL AND TOTALENERGIES SE 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, 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. On May 24, 2022, Total and Total Gaz (collectively, “Sellers”) agreed to sell 50% less one unit of the equity interests in HoldCo, which upon closing of such transaction would be the record holder of all of the shares of our common stock held by Sellers, to GIP Sol (and such transaction, the “Transaction”). On September 12, 2022, Sellers closed the Transaction. In connection with the completion of the Transaction, TotalEnergies Renewables, GIP Sol, and HoldCo entered into a Letter Agreement, dated September 12, 2022, concerning certain governance rights with respect to HoldCo and the shares of our common stock held directly by HoldCo. Specifically, TotalEnergies Renewables and GIP Sol agreed to, among other things, take all actions necessary to cause HoldCo to designate and elect to our Board such individuals as HoldCo is entitled to appoint pursuant to the Affiliation Agreement; provided, however, that for so long as HoldCo is entitled to appoint at least five directors to our Board, GIP Sol shall have the right to appoint two of such five directors. The Letter Agreement also contained certain provisions on voting and on the transfer of HoldCo interests and common stock of the Company. For the year ended January 1, 2023, ownership of our outstanding common stock by TotalEnergies SE and its affiliates, and GIP Sol, was approximately 50%. Subsequent to the spin-off of Maxeon Solar Technologies, Ltd. (“Maxeon Solar”) completed on August 26, 2020 (the “Spin-Off”), Total received a pro rata distribution of ordinary shares of Maxeon Solar, and its percentage ownership of shares of SunPower did not change. Affiliation Agreement In April 2011, we and Total 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, TotalEnergies SE, and any of their respective affiliates and certain other related parties (collectively, the “ TotalEnergies ” ) 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% 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 TotalEnergies SE. 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. 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 restrictions with respect to our and our Board’s ability 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. On April 19, 2021 , we entered into an amendment to the Affiliation Agreement with Total (the “April Affiliation Agreement Amendment”). The April Affiliation Agreement Amendment provided that our Board would include 11 members, composed of our president and chief executive officer, our immediate past chief executive officer, (“Mr. Werner ” ), six directors designated by Total, and three non-Total-designated directors. If the ownership of our voting securities by Total, together with the controlled subsidiaries of TotalEnergies SE, declines below certain thresholds, the number of members of the Board that Total is entitled to designate will be reduced as set forth in the Affiliation Agreement. Pursuant to the April Affiliation Agreement Amendment, Mr. Werner resigned from his position as a member of the Board on November 1, 2021. On October 29, 2021, we entered into a further amendment to the Affiliation Agreement (the “October Affiliation Agreement Amendment”), which provided that our Board would remain at 11 members until March 31, 2022 and allowed for the appointment of one additional independent director to fill the vacancy created by Mr. Werner’s resignation from the Board, which was filled as of December 31, 2021. The October Affiliation Agreement Amendment further provided that, after March 31, 2022, the Board would revert to nine members, at which time one independent director and one Total designee would resign from the Board . As previously disclosed, on March 31, 2022, one independent director and one Total designee resigned from the Board, and the Board reverted to nine members as of such date. In accordance with the Letter Agreement entered into by TotalEnergies Renewables, GIP Sol, and HoldCo on September 12, 2022, GIP had the right to appoint two designees to our Board. On September 23, 2022, two Total designees resigned from the Board, and on September 26, 2022, the Board appointed two GIP designees. Cooperation Agreement In December 2020, we entered into a Strategic Cooperation Framework Agreement (the “Cooperation Agreement”) with Total that governed the ongoing relationship between us and Total with respect to development and sale of certain future commercial solar power projects. As a result of the sale of our C&I Solutions business on May 31, 2022, we transferred our obligations under the Cooperation Agreement to TotalEnergies Renewables. 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 was acquired by Total. Interest is payable semi-annually, beginning on July 15, 2016. The 4.00% debentures due 2023 are convertible into shares of our common stock at any time. When issued, the initial conversion rate in respect of the 4.00% debentures due 2023 was 32.7568 shares of common stock per $1,000 principal amount of debentures (which was equivalent to an initial conversion price of approximately $30.53 per share). After giving effect to the Spin-Off, effective September 1, 2020, the conversion rate adjusted to 40.1552 shares of common stock per $1,000 principal amount of debentures (which is equivalent to a conversion price of approximately $24.90 per share), which provides Total the right to acquire up to 4,015,515 shares of our common stock. Notice of the conversion rate adjustment was delivered to Wells Fargo Bank, National Association, the trustee, in accordance with the terms of the indenture governing the 4.00% debentures due 2023. The applicable conversion rate may further adjust in certain circumstances, including a fundamental change, as described in the indenture governing the 4.00% debentures due 2023. If not earlier repurchased or converted, the 4.00% debentures due 2023 mature on January 15, 2023. The sale of our C&I Solutions business during the second quarter, and the resulting classification as discontinued operations in these consolidated financial statements, does not qualify as a fundamental change under the indenture. On January 17, 2023, we repaid the outstanding principal amount of $425.0 million of our 4.00% debentures due 2023, $100.0 million of which were held by TotalEnergies, as well as the remaining interest on the 4.00% debentures due 2023 of $8.5 million which was payable upon maturity. Related-Party Transactions with Total and its Affiliates: The following are balances and transactions entered into with Total and its affiliates. As of (In thousands) January 1, 2023 January 2, 2022 Accounts receivable $ 489 $ 238 Prepaid expenses and other current assets 2,898 — Other long-term assets 1,284 — Accrued liabilities 8,033 — Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Other income: Gain on early retirement of convertible debt $ — $ — $ 1,857 (Income) expense from transition services agreement, net (281) — — Sublease income (recorded in sales, general, and administrative expense) (499) — — Interest expense: Guarantee fees incurred under the Credit Support Agreement — — 13 Interest expense incurred on the 0.875% debentures due 2021 — — 1,238 Interest expense incurred on the 4.00% debentures due 2023 4,000 4,000 4,000 RELATED-PARTY TRANSACTIONS In connection with the Spin-Off, we entered into certain agreements with Maxeon Solar, including a transition services agreement, supply agreement, and collaboration agreement. During the second quarter of fiscal 2022, we entered into a First Amendment to the Cross License Agreement (the “Amendment”) with Maxeon Solar to amend the Cross License Agreement that we entered into in connection with the Spin-off, pursuant to which the Company and Maxeon Solar exclusively and non-exclusively licensed certain intellectual property rights. The Amendment provides for certain adjustments to the scope of Maxeon Solar’s non-exclusive license to the Company. In connection with the Amendment and in anticipation of the expiration of the Collaboration Agreement with Maxeon Solar in August 2022, the Company and Maxeon Solar also entered into ancillary agreements providing for the settlement of certain payments due under the Collaboration Agreement as well as transition services arrangement, the sublease, subject to landlord consent, of the research and development facility located in San Jose, California, the transfer of certain assets, and support to complete a collaboration project that was completed in fiscal 2022. We recorded a net loss of $4.3 million in the fiscal year ended January 1, 2023 in connection with the above agreements, that is presented within “research and development expenses” and “sales, general, and administrative expense” on our consolidated statements of operations. The below table summarizes our transactions with Maxeon Solar for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Purchases of photo-voltaic modules (recorded in cost of revenues) $ 190,633 $ 224,576 $ 96,217 Research and development expenses reimbursement received 18,626 33,475 12,473 Income (expense) from transition services agreement, net (350) 5,876 6,260 Sublease income (recorded in sales, general, and administrative expense) 639 — — The Company had the following balances related to transactions with Maxeon Solar as of January 1, 2023 and January 2, 2022: As of January 1, 2023 January 2, 2022 (As Restated) Prepaid and other current assets $ 607 $ 1,928 Accrued liabilities 11,239 7,493 Accounts payable 38,486 29,130 Other long-term liabilities 1,458 1,458 Refer to Note 4. Transactions with Total and TotalEnergies SE. for related-party transactions with Total and its affiliates and to Note 11. Equity Investments for related-party transactions with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Jan. 01, 2023 | |
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 fiscal 2022, 2021, and 2020: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Solar power systems sales $ 1,341,277 $ 783,037 $ 534,162 Component sales 337,076 240,911 185,858 Light commercial sales 46,543 72,126 97,136 Services and other 17,047 32,284 46,333 Total revenues $ 1,741,943 $ 1,128,358 $ 863,489 We recognize revenue from contracts with customers when we have completed our performance obligations under an identified contract. The revenue is recognized in an amount that reflects the consideration for the corresponding performance obligations for the goods and services transferred. Contract Assets and Liabilities Contract assets consist of unbilled receivables which represent revenue that has been recognized in advance of billing the customer, which is common for our residential cash and loan customers. 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. Total contract assets and contract liabilities balances as of the respective dates are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Contract assets $ 57,379 $ 33,746 Contract liabilities 153,451 81,362 1 As of January 1, 2023, we had indemnifications of $1.1 million retained in connection with our C&I Solutions sale, which are presented within “contract liabilities, net of current portion” on our consolidated balance sheets. During the year ended January 1, 2023, the increase in contract assets of $23.6 million was primarily driven by an increase in residential cash projects that have met revenue recognition based on applicable milestones, but have not yet been billed to customers. The increase in contract liabilities of $72.1 million, during the year ended January 1, 2023, was primarily due to an increase in invoiced contracts related to our cash and loan projects waiting for revenue recognition, as well as an increase in customer advances. During the year ended January 2, 2022, the decrease in contract assets of $25.6 million was primarily driven by a settlement for milestone achievement for one legacy power plant project, as well as a collection of variable consideration on a power plant development project sold in prior years. The increase in contract liabilities of $5.7 million, during the year ended January 2, 2022, was primarily due to an increase in invoiced contracts waiting for revenue recognition, as well as an increase in billings in excess of cost. During the year ended January 1, 2023, we recognized revenue of $42.5 million that was included in contract liabilities as of January 2, 2022. During the year ended January 2, 2022, we recognized revenue of $35.6 million that was included in contract liabilities as of January 3, 2021. As of January 1, 2023, we have entered into contracts with customers for sales of solar power systems and components for an aggregate transaction price of $986.3 million, the substantial majority of which we expect to recognize over the next 12 months. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Jan. 01, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | BALANCE SHEET COMPONENTS Accounts Receivable, Net As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Accounts receivable, gross $ 184,733 $ 134,651 Less: allowance for credit losses (14,750) (14,375) Less: allowance for sales returns (309) (269) Accounts receivable, net $ 169,674 $ 120,007 Allowance for Credit Losses (In thousands) Balance at Beginning of Period Charges (Releases) to Expenses / Revenues Additions (Deductions) Balance at End of Period Allowance for credit losses: Year ended January 1, 2023 $ 14,375 $ 2,706 $ (2,331) $ 14,750 Year ended January 2, 2022 13,850 2,447 (1,922) 14,375 Year ended January 3, 2021 15,148 2,375 (3,673) 13,850 Allowance for sales returns: Year ended January 1, 2023 $ 269 $ 40 $ — $ 309 Year ended January 2, 2022 181 88 — 269 Year ended January 3, 2021 285 (104) — 181 Inventories As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Photo-voltaic modules $ 136,006 $ 130,671 Microinverters 48,645 24,040 Energy Storage 62,861 26,849 Other solar power system component materials 48,219 32,910 Inventories 1 $ 295,731 $ 214,470 1 Photovoltaic modules are classified as finished goods, while the remaining components of total inventories are classified as raw materials. Prepaid Expenses and Other Current Assets As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred project costs $ 125,604 $ 51,010 Deferred costs for solar power systems 34,124 18,834 Related-party receivables 3,959 3,851 Other 34,124 25,468 Prepaid expenses and other current assets $ 197,811 $ 99,163 Property, Plant and Equipment, Net As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Testing equipment and tools $ 1,157 $ 3,848 Leasehold improvements 16,960 31,085 Solar power systems 10,271 6,500 Computer equipment 14,411 23,112 Internal-use software 71,477 34,083 Furniture and fixtures 8,088 8,582 Transportation equipment 3,941 2,220 Vehicle finance leases 12,316 — Work-in-progress 5,958 4,076 Property, plant and equipment, gross 144,579 113,506 Less: accumulated depreciation and impairment 2 (68,106) (78,692) Property, plant and equipment, net 1, 2 $ 76,473 $ 34,814 1 Property, plant and equipment is predominantly located in the U.S. 2 For fiscal years 2022, 2021, and 2020, we recorded depreciation expense, including accretion expense related to our asset retirement obligations, of $21.3 million, $13.2 million and $15.6 million, respectively. Other Long-term Assets As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Equity investments with readily determinable fair value $ — $ 91,473 Equity investments without readily determinable fair value 31,699 807 Equity investments with fair value option 18,346 8,374 Cloud computing arrangements implementation costs 1 7,934 11,692 Deposits with related parties 7,329 11,000 Retail installment contract receivables, net of current portion 2 98,001 — Long-term deferred project costs 3,109 4,542 Long-term prepaid taxes — 4,145 Derivative assets 2,293 — Debt issuance cost 3,556 — Other 14,660 23,819 Other long-term assets $ 186,927 $ 155,852 1 For fiscal years 2022 and 2021, we recorded amortization expense of $5.3 million and $0.1 million, respectively, related to the amortization of our capitalized CCA costs. 2 Our long-term retail installment contract receivables are presented net of the significant financing component of $22.5 million, and allowance of credit losses of $0.4 million as of January 1, 2023. Accrued Liabilities As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Employee compensation and employee benefits $ 36,452 $ 15,641 Interest payable 8,549 8,005 Short-term warranty reserves 29,677 24,164 Restructuring reserve 2 2,137 Legal expenses 2,681 9,052 Taxes payable 9,641 5,571 Payable to related parties 11,239 — Short-term finance lease liabilities 2,949 11 Indemnification obligations retained from C&I Solutions sale 1 20,781 — Short-term asset retirement obligation liability 1,396 1,127 Other 24,752 38,435 Accrued liabilities $ 148,119 $ 104,143 1 As of January 1, 2023, we had a total of $13.5 million and $7.3 million of warranty reserves and other indemnifications, respectively, retained in connection with the sale of our C&I Solutions business to TotalEnergies Renewables. Other Long-term Liabilities As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred revenue $ 35,864 $ 40,321 Long-term warranty reserves 23,931 56,428 Unrecognized tax benefits 12,295 14,689 Long-term pension liability 3,683 3,758 Long-term deferred tax liabilities 1,137 15,834 Long-term taxes payable — 866 Related-party liabilities 1,458 1,458 Long-term finance lease liabilities 7,878 35 Indemnification obligations retained from C&I Solutions sale 1 11,385 — Long-term asset retirement obligation liability 2,395 1,972 Other 14,676 11,418 Other long-term liabilities $ 114,702 $ 146,779 1 As of January 1, 2023, we had a total of $7.6 million and $3.8 million of warranty reserves and other indemnifications, respectively, retained in connection with the sale of our C&I Solutions business to TotalEnergies Renewables. Accumulated Other Comprehensive Income As of (In thousands) January 1, 2023 January 2, 2022 Cumulative translation adjustment $ 9,576 $ 9,620 Net gain on long-term pension liability obligation 1,992 1,548 Accumulated other comprehensive income $ 11,568 $ 11,168 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Jan. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill On October 4, 2021, we entered into a Securities Purchase Agreement to acquire all of the issued and outstanding membership interests of Blue Raven Solar Holdings, LLC (“Blue Raven”) and 35% of the issued and outstanding membership interests in Albatross Software, LLC, an affiliate of Blue Raven. Goodwill presented on our consolidated financial statements represents Goodwill resulting from the acquisition of Blue Raven. We test goodwill impairment at least annually during the last day of the third fiscal quarter, or when events or changes in circumstances indicate that goodwill might be impaired. The evaluation of impairment involves comparing the current fair value of our reporting unit to the book value (including goodwill). We have performed a qualitative assessment of goodwill to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. After assessing the totality of events and circumstances, we concluded that as of October 2, 2022, the date our qualitative test was performed, it is more likely than not the fair value of our reporting unit with goodwill is greater than the book value and, therefore, that there is no goodwill impairment. Other Intangible Assets The following table represents our other intangible assets with finite useful lives: (In thousands) Gross Carrying Amount Accumulated Amortization Net Book Value As of January 1, 2023: Developed technology $ 3,700 $ (1,542) $ 2,158 Brand 15,800 (4,937) 10,863 Non-compete agreements 3,400 (1,417) 1,983 Software development costs 9,250 (62) 9,188 Total $ 32,150 $ (7,958) $ 24,192 As of January 2, 2022: Developed technology $ 3,700 $ (308) $ 3,392 Brand 15,800 (988) 14,812 Non-compete agreements 3,400 (283) 3,117 Software development costs 3,579 (21) 3,558 Total $ 26,479 $ (1,600) $ 24,879 Aggregate amortization expense for intangible assets was $6.4 million, $1.6 million, and $0.1 million for fiscal years 2022, 2021, and 2020, respectively. No impairment loss was recorded for intangible assets for the fiscal years 2022, 2021, and 2020. As of January 1, 2023, the estimated future amortization expense related to intangible assets with finite useful lives for each of the next three fiscal years was as follows: Expected Amortization Expense Fiscal Year (In thousands) 2023 $ 12,443 2024 8,787 2025 2,962 Total $ 24,192 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 01, 2023 | |
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 January 1, 2023 and January 2, 2022: January 1, 2023 January 2, 2022 (In thousands) Total Fair Value Level 3 Level 2 Level 1 Total Fair Value Level 3 Level 2 Level 1 Assets Cash and cash equivalents: Money market funds $ 297,474 $ — $ — $ 297,474 $ — $ — $ — $ — Other long-term assets: Equity investments with FVO 18,346 18,346 — — 8,374 8,374 — — Equity investments with readily determinable fair value 132,480 — — 132,480 457,352 — — 457,352 Interest rate swaps 2,293 — 2,293 — — — — — Total assets $ 450,593 $ 18,346 $ 2,293 $ 429,954 $ 465,726 $ 8,374 $ — $ 457,352 Money market funds During fiscal 2022, we entered into investments in money market funds with Bank of America in the amount of $297.5 million, which are recorded within “cash and cash equivalents” in our consolidated balance sheets. The money market funds are classified within Level 1 in the fair value hierarchy as we value the funds using observable inputs that reflect quoted prices for securities with identical characteristics. Equity investments with fair value option (“FVO”) We have elected the FVO in accordance with the guidance in ASC 825, Financial Instruments , for our investment in the SunStrong, Dorado DevCo, and SunStrong Partners joint ventures, to mitigate volatility in reported earnings that results from the use of different measurement attributes (see Note 11. Equity Investments ). 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 using the same methodology on an annual basis, during the third fiscal quarter, considering material changes in the business of SunStrong, Dorado DevCo, and SunStrong Partners or other inputs. 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 year ended January 1, 2023. There were no internal movements between Level 1 or Level 2 fair value measurements to or from Level 3 fair value measurements for the year ended January 1, 2023. (In thousands) Beginning balance as of January 2, 2022 Equity Distribution Additional Investment Other adjustment 1 Ending balance as of January 1, 2023 Equity investments with FVO $ 8,374 $ — $ 8,172 $ 1,800 $ 18,346 1 During the year ended January 1, 2023, we recorded a fair value adjustment of $1.8 million as a result of our assessment of the fair value of our equity investments with FVO during the year. The fair value adjustment was recorded within “Equity in earnings (losses) of unconsolidated investees” in our consolidated statements of operations. 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 January 1, 2023. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. 2022 Assets: Fair value Valuation Technique Unobservable Input Range 1 Weighted Average 1 Other long-term assets: Equity investments $ 18,346 Discounted cash flows Discount rate Residual value 12.5%-13% 6.3%-12.9% 12.7% 8.2% Total assets $ 18,346 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 risk appropriate 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 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 fiscal 2022 and 2021, we recorded a gain of $115.2 million and a gain of $21.0 million , respectively, within “other, net” in our consolidated statements of operations. During the year ended January 1, 2023, we sold two million shares of Enphase common stock in open market transactions for cash proceeds of $440.1 million. During the year ended January 2, 2022, we sold one million of shares of Enphase common stock in open market transactions for cash proceeds of $177.8 million. As of January 1, 2023 , we retained 0.5 million shares of Enphase common stock. On January 5, 2023, we sold the remaining 0.5 million shares of Enphase common stock in open market transactions for cash proceeds of $121.7 million, with a loss of $10.8 million. Interest Rate Swaps In connection with the entry into our loan and security purchase agreement with Credit Suisse AG, New York Branch, and other financial institutions to finance our retail installment contract receivables on June 30, 2022, we also entered into interest rate swaps under the agreement, which convert the floating rate loan to a fixed rate. The interest rate swaps were entered into to mitigate the risks associated with interest rate volatility. The swaps terminate in March of 2024, unless we terminate early with the maturity of the loan, subject to any early termination costs. The interest rate swaps qualify as derivatives in accordance with the guidance in ASC 815, Derivatives and Hedging . The fair value of the interest rate swaps is determined using a discounted cash flow model that incorporates an assessment of the risk of non-performance by the interest rate swap counterparty and an evaluation of credit risk in valuing derivative instruments. The valuation model uses various inputs including contractual terms, interest rate curves, credit spreads and measures of volatility. As of January 1, 2023, we recorded derivative assets of $2.3 million, within “other long-term assets” in our consolidated balance sheets related to the interest rate swaps. These interest rate swap derivatives not designated as hedges had an aggregate notional value of $72.1 million as of January 1, 2023. In addition, we recognize changes in the fair value of the interest rate swaps immediately and recorded a gain of $2.3 million within “interest expense” in our consolidated statements of operations for fiscal 2022. 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. 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. Retail installment contract receivables, net The aggregate carrying value of our long-term retail installment contracts as of January 1, 2023 was $107.7 million, included within “accounts receivable, net” and “other long-term assets” on our consolidated balance sheets. We measure the retail installment contracts using the amortized cost method, where the significant financing component amount is deferred and recognized as revenue over the contract term. The fair value of these receivables as of January 1, 2023 was $77.6 million. The fair value was determined using Level 2 inputs based on weighted average market indexed-based pricing from our retail installment loan purchase agreement pricing list and quarterly market interest rates as reported by an independent pricing source. |
Restructuring
Restructuring | 12 Months Ended |
Jan. 01, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RESTRUCTURING January 2021 Restructuring Plan During the first quarter of fiscal 2021, we adopted a restructuring plan to realign and optimize workforce requirements concurrent with the planned closure of our manufacturing facility in Hillsboro, Oregon. In connection with the restructuring plan, which included actions implemented in the first quarter of fiscal 2021, a majority of our approximately 170 primarily manufacturing employees exited the business. We expected to incur restructuring charges totaling approximately $7.0 million to $9.0 million, consisting primarily of severance benefits (between $4.0 million and $5.0 million) and real estate lease termination costs (between $3.0 million and $4.0 million). In connection with the closure, in April 2021, we signed agreements with two independent third parties to sell certain assets and liabilities, as well as retain and engage certain employees at the facility in providing R&D services. The proceeds for the assets and sale of R&D services, reduced our previously anticipated restructuring charges by approximately $1.2 million. As of January 1, 2023, we had incurred cumulative costs of approximately $3.4 million in restructuring charges, primarily relating to the payment of severance benefits. The 2021 restructuring plan is substantially completed, with the only remaining activities on the plan relating to severance payments for certain employees retained. 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 changes to our business, including the Spin-Off. In connection with the restructuring plan, which included actions implemented in the fourth quarter of fiscal 2019, we expected 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 were expected in the legacy SunPower Technologies business unit and corporate function, and most of whom exited our company following the Spin-Off, and the remainder of which exited upon completion of transition services. As the legacy SunPower Energy Services business unit refined its focus on distributed generation, storage, and energy services, 80 to 90 employees exited during the fourth fiscal quarter of 2019 and the first half of 2020. As of January 1, 2023, we had incurred approximately $6.1 million in restructuring charges consisting primarily of severance and retention benefits. The 2019 restructuring plan was completed during the second quarter of fiscal 2022. The following table summarizes the comparative periods-to-date restructuring charges by plan recognized in our consolidated statements of operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 January 2021 Restructuring Plan: Severance and benefits $ (155) $ 3,517 $ — Other costs 1 1 42 — Total January 2021 Restructuring Plan 2 (154) 3,559 — December 2019 Restructuring Plan: Severance and benefits (53) 978 459 Other costs 1 — 112 6 Total December 2019 Restructuring Plan (53) 1,090 465 Other restructuring 2 451 (130) (80) Total restructuring charges (credits) $ 244 $ 4,519 $ 385 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. 2 Other restructuring charges during the year ended January 1, 2023 included $0.5 million of severance costs for certain employees as a result of our announcement to exit the Light Commercial business which began in the first quarter of fiscal 2022. The following table summarizes the restructuring reserve activities during the year ended January 1, 2023: Fiscal Year (In thousands) 2021 Charges (Benefits) (Payments) Recoveries 2022 January 2021 Restructuring Plan: Severance and benefits $ 764 $ (155) $ (607) $ 2 Other costs 1 — 1 (1) — Total January 2021 Restructuring Plan 764 (154) (608) 2 December 2019 Restructuring Plan: Severance and benefits 1,373 (53) (1,320) — Other costs 1 — — — — Total December 2019 Restructuring Plan 1,373 (53) (1,320) — Other restructuring 2 — 451 (451) — Total restructuring reserve activities $ 2,137 $ 244 $ (2,379) $ 2 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. 2 Other restructuring charges during the year ended January 1, 2023 included $0.5 million of severance costs for certain employees as a result of our announcement to exit the Light Commercial business which began in the first quarter of fiscal 2022. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 01, 2023 | |
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. Our operating leases are subject to renewal options for periods ranging from one year to ten years. We also lease certain vehicle finance leases which are cancellable with a fee and subject to renewal options of month-to-month after the initial term, and recorded and presented within “property, plant, and equipment, net” on our consolidated balance sheets (see Note 6. Balance Sheet Components ). 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 tables below present the summarized quantitative information with regard to facility and equipment lease contracts we have entered into: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) Operating lease expense $ 13,979 $ 12,787 $ 13,563 Finance lease expense: Amortization expense 1,432 2 — Interest expense on lease liabilities 312 — — Sublease income (1,365) (437) (271) Total $ 14,358 $ 12,352 $ 13,292 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 17,702 $ 14,535 $ 18,984 Operating cash flows for finance leases $ 312 $ — $ — Financing cash flows for finance leases $ 1,432 $ 2 $ — Right-of-use assets and property, plant, and equipment obtained in exchange for leases: Operating leases $ 14,452 $ 20,838 $ 22,794 Finance leases $ 11,293 $ 48 $ — As of January 1, 2023 January 2, 2022 Weighted-average remaining lease term (in years): Operating leases 3.7 3.6 Finance leases 3.4 — Weighted-average discount rate: Operating leases 8.0 % 8.5 % Finance leases 7.0 % — % The future minimum lease payments to be paid under non-cancellable leases in effect as of January 1, 2023, are as follows: Operating Leases Finance Leases As of January 1, 2023 (In thousands) 2023 $ 14,296 $ 3,569 2024 12,122 3,402 2025 8,394 3,211 2026 6,994 1,751 2027 4,225 214 Thereafter 1,794 — Total lease payments 47,825 12,147 Less: imputed interest (7,122) (1,320) Total $ 40,703 $ 10,827 Purchase Commitments Future purchase obligations under non-cancellable purchase orders and long-term supply agreements as o f January 1, 2023 are as follows: (In thousands) Fiscal 2023 Fiscal 2024 Fiscal 2025 Fiscal 2026 Fiscal 2027 Thereafter Total Future purchase obligations $ 367,054 $ 184,926 $ 159,929 $ 778 $ 784 $ 3,745 $ 717,216 The future purchase obligations presented above primarily consist of commitments to purchase photovoltaic modules pursuant to the supply agreement with Maxeon Solar entered into on August 26, 2020, as well as commitments to purchase Module-Level Power Electronics (“MLPEs”) supplied by one vendor. On February 14, 2022, we entered into a Master Supply Agreement (the “Master Supply Agreement”) with Maxeon Solar, which replaced the previous supply agreement dated as of August 26, 2020, as amended. The Master Supply Agreement was extended on December 31, 2022 to remain effective until December 31, 2023, and increases the minimum product volumes, updates the pricing of products for fiscal 2023, and extended the exclusive supply relationship with Maxeon Solar for certain products. In addition, on December 31, 2022, we entered into a new Master Supply Agreement with Maxeon Solar for the purchase of certain designated residential solar products, including high efficiency premium IBC solar panels, during fiscal 2024 and 2025. The Master Supply Agreement will remain in effect until December 31, 2025. We review the terms of all our long-term supply agreements annually and 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. Product Warranties The following table summarizes accrued warranty activities for fiscal 2022, 2021, and 2020: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Balance at the beginning of the period $ 80,592 $ 64,332 $ 85,762 Accruals for warranties issued during the period 16,108 46,205 4,391 Settlements and adjustments during the period (21,949) (29,945) (25,821) Balance at the end of the period $ 74,751 $ 80,592 $ 64,332 In connection with a cracked connectors issue identified in the fourth quarter of fiscal 2021, we recorded a one-time quality charge of $19.8 million during the fiscal year ended January 2, 2022. The total charge was estimated using assumptions of cost to be incurred on labor and material based on our plan and quoted third-party prices to replace all the installed and uninstalled connectors. During fiscal 2022, there have been no significant changes to the original estimate. We plan to complete the majority of the repairs through fiscal 2023. Pursuant to the Definitive Agreement entered into by us and TotalEnergies Renewables in connection with the sale of our C&I Solutions business, we agreed to indemnify TotalEnergies Renewables for certain projects that were sold as part of our business prior to the sale. During the fiscal year ended January 1, 2023, we recorded an additional $3.5 million of warranty expenses related to our indemnifications of TotalEnergies Renewables, which is included within “net (loss) income from discontinued operations attributable to stockholders” on our consolidated statements of operations. Liabilities Associated with Uncertain Tax Positions Total liabilities associated with uncertain tax positions were $12.3 million and $14.7 million as of January 1, 2023 and January 2, 2022, respectively. These amounts are included within “other long-term liabilities” on our 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. Indemnifications We are a party to various 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 Sustainable Infrastructure Capital, Inc. (“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 indemnification for SunStrong is limited to the consideration received for the solar power systems. 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 typically 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 are contractually obligated to compensate customers and investors for losses they may suffer as a result of reductions in benefits received under ITCs and U.S. Treasury Cash Grant programs. The indemnity expires in conjunction with the statute of limitation and recapture periods in accordance with the underlying laws and regulations for such ITCs and related benefits. 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 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, 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 January 1, 2023, and January 2, 2022, our provision was $8.2 million and $8.8 million, respectively, primarily for tax related indemnifications. In addition, as of January 1, 2023, we retained an additional $4.9 million of tax-related indemnifications with TotalEnergies Renewables in connection with the sale of our C&I Solutions business, which was recorded within “accrued liabilities,” “contract liabilities,” and “other long-term liabilities” on our consolidated balance sheets. SunPower is party to various supply agreements (collectively, the “Hemlock Agreements”) with Hemlock Semiconductor Operations, LLC (f/k/a Hemlock Semiconductor Corporation) and its affiliate, Hemlock Semiconductor, LLC, for the procurement of polysilicon. In connection with the Spin-Off, SunPower and Maxeon Solar entered into an agreement pursuant to which Maxeon Solar received the benefit of SunPower’s rights under the Hemlock Agreements (including SunPower’s deposits and advanced payments thereunder) and, in return, Maxeon Solar agreed to perform all of SunPower’s existing and future obligations under the Hemlock Agreements, including all take-or-pay obligations (the “Back-to-Back Agreement”). As we remain a party to the Hemlock Agreements, we are contractually liable to the vendor along with Maxeon Solar. During the second quarter of fiscal 2022, Hemlock communicated to us and Maxeon Solar that they believe that certain price escalation clauses for silicon metal have been triggered and would apply to all purchases of polysilicon for 2022 deliveries. During the third quarter of fiscal 2022, Maxeon Solar and Hemlock reached an agreement on this matter. As of January 1, 2023, Maxeon Solar’s commitment under the Hemlock Agreement has been finalized with Maxeon Solar's remaining obligations under the agreements amounting to $9.0 million, in the form of unpaid invoices only, for fiscal 2023. With the agreement that was reached, we do not have any current exposure under the Hemlock Agreements as of the fiscal year ended January 1, 2023, and we are fully indemnified by Maxeon Solar under the Back-to-Back Agreement and against any further claims. As such, we do not carry any liability for the Hemlock Agreements on our consolidated financial statements as long as Maxeon Solar complies with its obligations under the Hemlock Agreements and the Back-to-Back Agreement. Pursuant to the Separation and Distribution Agreement entered into by us and Maxeon Solar, we agreed to indemnify Maxeon Solar for any liabilities arising out of certain existing litigation relating to businesses contributed to Maxeon Solar in connection with the Spin-Off. We expect to be actively involved in managing this litigation together with Maxeon Solar. The indemnity qualifies for the criteria for accounting under the guidance in ASC 460, and we have recorded the liability of litigation of $4.7 million as of January 1, 2023. Pursuant to the Definitive Agreement entered into by us and TotalEnergies Renewables in connection with the sale of our C&I Solutions business, we have agreed to indemnify TotalEnergies Renewables for certain projects that were sold as part of our business prior to the sale. As such, we have retained $21.1 million of warranty reserves related to our indemnifications as of January 1, 2023, which are included within “accrued liabilities” and “other long-term liabilities” on our consolidated balance sheets. Legal Matters Class Action Lawsuit On February 16, 2022, a purported securities class action lawsuit was filed against the Company and certain of its officers and directors (the “Defendants”) in the United States District Court for the Northern District of California by putative shareholder Piotr Jaszczyszyn purportedly on behalf of a class consisting of those who acquired the Company's securities from August 3, 2021 to January 20, 2022. The complaint was filed following the Company’s January 20, 2022 announcement that it had identified a cracking issue that developed over time in certain factory-installed connectors and that it expects to record approximately $27.0 million of supplier-quality related charges in the fourth quarter of 2021 and approximately $4.0 million in the first quarter of 2022, and alleges violations of Sections 10(b) and 20(a) of the Exchange Act. Specifically, the lawsuit claims that Defendants failed to disclose the following to investors: (1) that certain connectors used by the Company suffered from cracking issues; (2) that, as a result, the Company was reasonably likely to incur costs to remediate the faulty connectors; (3) that, as a result, the Company’s financial results would be adversely impacted; and (4) that, as a result, Defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis. On October 13, 2022, the Court appointed Steamfitters Local 449 Pension & Retirement Security Funds as lead plaintiff in the action. On December 15, 2022, lead plaintiff filed an amended complaint that named the same defendants and brought the same claims as the previous complaint. Defendants’ motion to dismiss the amended complaint is currently due on February 24, 2023. The Company intends to vigorously defend the purported securities class action lawsuit and cannot reasonably estimate any loss or range of loss that may arise from the litigation. Accordingly, the Company can provide no assurance as to the scope and outcome of this matter and no assurance as to whether it will have a material adverse effect on the Company’s financial position, liquidity, or results of operations. We are also party to various other litigation matters and claims, including but not limited to intellectual property, environmental, and employment matters, 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 | 12 Months Ended |
Jan. 01, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investments | EQUITY INVESTMENTS Our equity investments consist of equity investments with readily determinable fair value, investments without readily determinable fair value, and equity investments accounted for using the fair value option. 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 consolidated statements of operations. Mark-to-market gains and losses on equity investments with readily determinable fair value are reflected as “other, net” under other income (expense), net in our consolidated statements of operations. The carrying value of our equity investments, classified as “short-term investments” and “other long-term assets” on our consolidated balance sheets, are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Equity investments with readily determinable fair value: Enphase Energy, Inc. $ 132,480 $ 457,352 Total equity investments with readily determinable fair value 132,480 457,352 Equity investments without readily determinable fair value: OhmConnect investment 5,000 — Equity method investments under the Dealer Accelerator Program 26,419 — Other equity investments without readily determinable fair value 280 807 Total equity investments without readily determinable fair value 31,699 807 Equity investments with fair value option: SunStrong Capital Holdings, LLC 9,871 8,371 Dorado Development Partners, LLC 8,173 — SunStrong Partners, LLC 302 3 Total equity investment with fair value option 18,346 8,374 Total equity investments $ 182,525 $ 466,533 Equity investments without readily determinable fair value In February 2022, we made an equity investment in OhmConnect, Inc. (“OhmConnect”). We accounted for the investment as an equity investment without readily determinable fair value in accordance with the guidance in ASC 321, Investments - Equity Securities . In fiscal 2022, we launched our Dealer Accelerator Program to help speed the adoption of renewable energy across the U.S. by making minority investments in solar dealers to advance their growth in coordination with the rapid growth of their direct business. As part of the program, dealers receive preferred access to SunPower equipment, battery storage, and financial products offerings. In addition, we provide the dealers with enhanced lead generation and business strategy support. During fiscal 2022, we entered into four equity investments as part of the Dealer Accelerator Program. The equity investments made were in Sea Bright Solar, Inc. of $2.0 million for an equity interest of 20.0%, Freedom Solar Holdings, LLC of $9.4 million for an equity interest of 4.5%, EmPower CES, LLC of $6.0 million for an equity interest of 20.0%, and Renova Energy Corp. of $8.5 million for an equity interest of 10.6%. All of these equity investments were accounted for as equity method investments without readily determinable fair value in accordance with the guidance in ASC 323, Investments - Equity Method and Joint Ventures , given the material intra-entity transactions that exist under our exclusive supplier agreements as a result of our investments. We recognize our earnings from our equity method investments in the fiscal quarter after the corresponding earnings are recognized by the investee, and recorded earnings from equity method investments of $0.5 million during the year ended January 1, 2023. In addition, during the year ended January 1, 2023, we received a dividend from one of our investees in the amount of $0.3 million. 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 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 In March 2022, we entered into a joint venture with Hannon Armstrong and SunStrong to form Dorado DevCo, a jointly-owned entity, to hold our residential lease solar power projects. Similar to our prior joint ventures for residential lease assets, SunPower and Hannon Armstrong will make total capital contributions of up to $7.9 million into Dorado DevCo for 50% equity interest, each. SunStrong, our existing joint venture with Hannon Armstrong, was appointed as a manager of the entity. We also entered into a development asset purchase agreement to provide development services for solar power systems sold into the fund. With respect to our interest in Dorado DevCo, we determined there is not sufficient equity at risk in the joint venture, thus, we determined the joint venture is a VIE as considered under the guidance in ASC 810, Consolidation. Based on the assessment of the required criteria for consolidation, we determined that SunStrong, as the manager of Dorado DevCo, has the power to make decisions over activities that significantly affect Dorado DevCo and subsidiaries. We and Hannon Armstrong do not have the power to unilaterally make decisions that affect the performance of the investee, and we do not have kick-out rights to unilaterally buyout the other party's equity interests, while Hannon Armstrong has a right to purchase our equity interest of the investee. In addition, much of our exposure to absorb the losses of the VIE that could potentially be significant to the VIE, or the right to receive the economic interest from the VIE, is in our capacity as a developer and service provider, where we provide development services at market terms. Therefore, we concluded we are not the primary beneficiary of the investee. During the year ended January 1, 2023, we made a $8.2 million capital contribution in the equity method investee. The investment contributed to our equity investment balance in SunStrong and is classified in “other long-term assets” on our consolidated balance sheets. We have elected the FVO in accordance with the guidance in ASC 825, Financial Instruments , for our investments in SunStrong, SunStrong Partners, and Dorado DevCo, our unconsolidated VIEs. Refer to Note 8. Fair Value Measurements . Summarized Financial Information of Unconsolidated VIEs The following tables present summarized consolidated financial statements for SunStrong, a significant investee, based on unaudited information provided to us by the investee: 1 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Summarized statements of operations information: Revenues $ 147,946 $ 136,428 $ 123,772 Net income (loss) (768) 5,575 (10,788) Net income (loss) attributable to parents 10,751 (37,913) 52,483 As of (In thousands) January 1, 2023 January 2, 2022 Summarized balance sheet information: Current assets $ 88,561 $ 93,722 Long-term assets 1,823,437 1,626,125 Current liabilities 94,414 65,872 Long-term liabilities 1,378,462 1,295,540 1 Note that amounts are reported one quarter in arrears as permitted by applicable guidance. Related-Party Transactions with Investees Related-party transactions and balances with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Accounts receivable $ 33,864 $ 22,089 Prepaid expenses and other current assets 3,959 2,222 Other long-term assets 6,549 11,000 Accounts payable 165 53 Accrued liabilities 97 676 Contract liabilities 63,504 17,442 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Revenues and fees received from investees for products/services $ 251,265 $ 202,386 $ 201,130 (Gain) loss on business divestitures, net — (224) — Consolidated VIEs Our sale of solar power systems to residential consumers in the United States are eligible for the ITC. On August 16, 2022, the IRA was enacted. The IRA includes, among other things, an expansion and extension of the ITC for eligible solar energy systems through at least 2032. The IRA increased the ITC and allows qualifying homeowners to credit 30% of the cost of the solar or solar paired battery storage system from their U.S. federal income taxes starting in 2022, as well as a new standalone battery storage ITC also at a value of 30% of the cost of the system beginning in 2023. Under the terms of the IRA, the solar, solar paired battery storage, and standalone battery storage systems for qualifying homeowners will remain at 30% through the end of 2032, reduce to 26% for 2033, reduce to 22% for 2034, and further reduce to 0% or 10% after the end of 2034 (with percentage dependent on the eligibility of the taxpayer associated with the residential system). The IRA also includes provisions beginning in 2023 that, depending on the location of a particular system and/or its ability to satisfy certain domestic content or low-income customer requirements, allows for substantial increases in the percentage value of the ITC for eligible systems that qualify, beyond the 30% minimum. 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 into the Solar Sail and Solar Sail Commercial Holdings, LLC ( “ Solar Sail Commercial ” ) joint ventures with Hannon Armstrong, to finance the purchase of 200 megawatts (“MW's”) of panel inventory in accordance with IRS safe harbor guidance, to preserve the 30% federal ITC, under the current law for third-party owned systems. The companies expected to increase the volume in later years, for which Hannon Armstrong extended a secured financing of up to $112.6 million; however, no additional amount was borrowed as of January 1, 2023 (Refer to Note 12. 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 these consolidated VIEs was $23.1 million and $18.0 million for the fiscal years ended January 1, 2023 and January 2, 2022, respectively. The assets of these consolidated VIEs are restricted for use only by the particular investee and are not available for our general operations. As of January 1, 2023 , we had $30.5 million of assets from the consolidated VIEs. |
Debt and Credit Sources
Debt and Credit Sources | 12 Months Ended |
Jan. 01, 2023 | |
Debt Disclosure [Abstract] | |
Debt and Credit Sources | DEBT AND CREDIT SOURCES The following table summarizes our outstanding debt on our consolidated balance sheets: January 1, 2023 January 2, 2022 (As Restated) (As Restated) (In thousands) Face Value Short-term Long-term Total 1 Face Value Short-term Long-term Total 1 Recourse Debt: 4.00% debentures due 2023 2,5 $ 424,991 $ 424,919 $ — $ 424,919 $ 424,991 $ — $ 423,677 $ 423,677 Asset-Backed Loan 4 — — — — 60,800 60,579 — 60,579 Safe Harbor Loan 3 — — — — 48,529 47,894 — 47,894 Other Debt 11,733 11,733 — 11,733 917 917 — 917 Total recourse debt $ 436,724 $ 436,652 $ — $ 436,652 $ 535,237 $ 109,390 $ 423,677 $ 533,067 Non-Recourse Debt: Credit Suisse Warehouse Loan $ 71,577 $ 70,443 $ — $ 70,443 $ — $ — $ — $ — Other Debt 371 64 308 372 460 80 380 460 Total non-recourse debt $ 71,948 $ 70,507 $ 308 $ 70,815 $ 460 $ 80 $ 380 $ 460 Total $ 508,672 $ 507,159 $ 308 $ 507,467 $ 535,697 $ 109,470 $ 424,057 $ 533,527 1 Refers to the total carrying value of the outstanding debt arrangement. 2 See table below for discussion on the fair value of the convertible debt. 3 In June 2022, we repaid the remaining outstanding principal amount of our $47.6 million loan with Hannon Armstrong under the Safe Harbor facility. 4 In September 2022, we repaid the outstanding principal amount of our $61.7 million asset-backed loan with Bank of America, N.A. and terminated the facility. 5 On January 17, 2023, we repaid the remaining outstanding principal amount of $425.0 million of our 4.00% debentures due 2023. As of January 1, 2023, the aggregate future contractual maturities of our outstanding debt, at face value, were as follows: (In thousands) (as restated) Fiscal 2023 Fiscal 2024 Fiscal 2025 Fiscal 2026 Fiscal 2027 Thereafter Total Aggregate future maturities of outstanding debt $ 508,365 $ 65 $ 70 $ 74 $ 78 $ 20 $ 508,672 Convertible Debt The following table summarizes our outstanding convertible debt: January 1, 2023 January 2, 2022 (In thousands) Carrying Value Face Value Fair Value 1 Carrying Value Face Value Fair Value 1 Convertible debt: 4.00% debentures due 2023 $ 424,919 $ 424,991 $ 431,720 $ 423,677 $ 424,991 $ 501,489 $ 424,919 $ 424,991 $ 431,720 $ 423,677 $ 424,991 $ 501,489 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. 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. In August 2022, we terminated our letter of credit facility with Deutsche Bank Trust and had no letters of credit issued and outstanding under the facility. October 2021 Letter of Credit Facility with Bank of the West In October 2021, we entered into a letter of credit facility with Bank of the West which provides for the issuance, upon our request, of letters of credit to support our obligations in an aggregate amount not to exceed $25.0 million. Each letter of credit issued under the facility is 50% cash secured and we have entered into a security agreement with Bank of the West, granting them a security interest in a cash collateral account established for this purpose. As of January 1, 2023, letters of credit issued and outstanding under the Bank of the West facility totaled $23.8 million, which were collateralized with $12.5 million of restricted cash on the consolidated balance sheets. Loan Facility with Credit Suisse AG On June 30, 2022, we entered into a loan and security purchase agreement with Credit Suisse AG, New York Branch, and other financial institutions, to finance our retail installment contract receivables. The agreement provided for a $100.0 million delayed draw term loan which will mature on December 29, 2023. In connection with the loan agreement, we have established a special purpose entity acting as the borrower under the facility. The loans under the agreement bear interest at a rate as adjusted by the benchmark adjustment, as defined in the term loan agreement, or the base rate plus the applicable margin for such loans. In addition, we also entered into an interest rate swap under the agreement, which converts the floating rate loan to a fixed rate. The swap terminates in March of 2024, unless we terminate early with the maturity of the loan, subject to any early termination costs. The term loan agreement contains customary representations and warranties as well as customary affirmative and negative covenants, including a covenant that any assets of the special purpose borrowing entity will not be available to other creditors of any of our other SunPower entities. As of January 1, 2023, we had $71.6 million borrowings outstanding under the term loan facility, of which $8.2 million is being held in a Liquidity Reserve Account, in accordance with the loan and security purchase agreement, and is collateralized with restricted cash on the consolidated balance sheets. All borrowings outstanding under the term loan facility have a weighted average interest rate of between 5.4% to 6.4%. Revolver and Term Loan Facility with Bank of America and Bank of the West On September 12, 2022, we entered into a Credit Agreement with BofA Securities, Inc. and Bank of the West, as joint lead arrangers and joint bookrunners, and Bank of America, N.A., as Administrative Agent, Collateral Agent, Swingline Lender, and an L/C Issuer. The Credit Agreement consists of a revolving credit facility (the “Revolver”) and a term loan facility (“Term Loan Facility” and, together with the Revolver, the “Facilities”), each facility providing for an aggregate principal amount of $100.0 million. The Credit Agreement was amended on January 26, 2023, and provided for, among other things, an increase of the Revolver commitments by $100.0 million (the “Increased Revolving Commitments”), including CitiBank, N.A. and JP Morgan Chase Bank, N.A. as the 2023 Incremental Revolving Lenders’. The Increased Revolving Commitments are governed by the same terms and conditions applicable to the Revolver commitments under the Credit Agreement prior to the effectiveness of the Amendment. The Revolver will mature on September 12, 2027, while the Term Loan Facility matures on (a) September 12, 2027, or (b) on September 12, 2024 if all or a portion of the outstanding 4.00% debentures due 2023 have converted into equity interests of the Company; provided that the portion of the Term Loan Facility that is applied to repay any of the 4.00% debentures due 2023 that do not convert will still mature on September 12, 2027 regardless of the conversion of other 4.00% debentures due 2023. As the remaining holders of our 4.00% debentures due 2023 did not elect to convert their bonds into our common stock prior to their maturity, the Term Loan Facility will mature on September 12, 2027. The interest rate for borrowings under the Facilities is based on, at the Company's option, either (1) the highest of (a) the Federal Funds Rate plus 0.50% and (b) Bank of America's “prime rate” and (c) SOFR plus a margin, or (2) SOFR plus a margin. A commitment fee of between 0.25% and 0.35%, depending on our Total Net Leverage Ratio, is payable quarterly on the undrawn portion of the Revolver. The Credit Agreement contains affirmative and negative covenants customarily applicable to senior secured credit facilities, including covenants restricting the ability of the Company and certain of our subsidiaries, subject to negotiated exceptions, to: incur additional indebtedness; create liens or guarantee obligations; enter into sale-leaseback transactions; merge, liquidate or dispose of assets; make acquisitions or other investments; enter into hedging agreements; pay dividends and make other distributions and engage in transactions with affiliates. Under the Credit Agreement, the Company's Restricted Subsidiaries may not invest cash or property in, or loan to, our Unrestricted Subsidiaries amounts exceeding the limitations set forth in the Credit Agreement. As of January 1, 2023, we had no borrowings under the Revolver and Term Loan Facilities, and there were issued but undrawn letters of credit outstanding under the Facilities of $0.1 million. The letters of credit have a maximum aggregate amount that can be issued of $50.0 million, which is included within the total principal amount of the Revolver facility. On January 11, 2023 and January 31, 2023, we borrowed $100.0 million and $50.0 million on our Term Loan Facility and Revolver, respectively, pursuant to the Credit Agreement. The interest rate for the borrowings is SOFR plus a margin. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Jan. 01, 2023 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | TRANSACTIONS WITH TOTAL AND TOTALENERGIES SE 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, 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. On May 24, 2022, Total and Total Gaz (collectively, “Sellers”) agreed to sell 50% less one unit of the equity interests in HoldCo, which upon closing of such transaction would be the record holder of all of the shares of our common stock held by Sellers, to GIP Sol (and such transaction, the “Transaction”). On September 12, 2022, Sellers closed the Transaction. In connection with the completion of the Transaction, TotalEnergies Renewables, GIP Sol, and HoldCo entered into a Letter Agreement, dated September 12, 2022, concerning certain governance rights with respect to HoldCo and the shares of our common stock held directly by HoldCo. Specifically, TotalEnergies Renewables and GIP Sol agreed to, among other things, take all actions necessary to cause HoldCo to designate and elect to our Board such individuals as HoldCo is entitled to appoint pursuant to the Affiliation Agreement; provided, however, that for so long as HoldCo is entitled to appoint at least five directors to our Board, GIP Sol shall have the right to appoint two of such five directors. The Letter Agreement also contained certain provisions on voting and on the transfer of HoldCo interests and common stock of the Company. For the year ended January 1, 2023, ownership of our outstanding common stock by TotalEnergies SE and its affiliates, and GIP Sol, was approximately 50%. Subsequent to the spin-off of Maxeon Solar Technologies, Ltd. (“Maxeon Solar”) completed on August 26, 2020 (the “Spin-Off”), Total received a pro rata distribution of ordinary shares of Maxeon Solar, and its percentage ownership of shares of SunPower did not change. Affiliation Agreement In April 2011, we and Total 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, TotalEnergies SE, and any of their respective affiliates and certain other related parties (collectively, the “ TotalEnergies ” ) 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% 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 TotalEnergies SE. 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. 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 restrictions with respect to our and our Board’s ability 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. On April 19, 2021 , we entered into an amendment to the Affiliation Agreement with Total (the “April Affiliation Agreement Amendment”). The April Affiliation Agreement Amendment provided that our Board would include 11 members, composed of our president and chief executive officer, our immediate past chief executive officer, (“Mr. Werner ” ), six directors designated by Total, and three non-Total-designated directors. If the ownership of our voting securities by Total, together with the controlled subsidiaries of TotalEnergies SE, declines below certain thresholds, the number of members of the Board that Total is entitled to designate will be reduced as set forth in the Affiliation Agreement. Pursuant to the April Affiliation Agreement Amendment, Mr. Werner resigned from his position as a member of the Board on November 1, 2021. On October 29, 2021, we entered into a further amendment to the Affiliation Agreement (the “October Affiliation Agreement Amendment”), which provided that our Board would remain at 11 members until March 31, 2022 and allowed for the appointment of one additional independent director to fill the vacancy created by Mr. Werner’s resignation from the Board, which was filled as of December 31, 2021. The October Affiliation Agreement Amendment further provided that, after March 31, 2022, the Board would revert to nine members, at which time one independent director and one Total designee would resign from the Board . As previously disclosed, on March 31, 2022, one independent director and one Total designee resigned from the Board, and the Board reverted to nine members as of such date. In accordance with the Letter Agreement entered into by TotalEnergies Renewables, GIP Sol, and HoldCo on September 12, 2022, GIP had the right to appoint two designees to our Board. On September 23, 2022, two Total designees resigned from the Board, and on September 26, 2022, the Board appointed two GIP designees. Cooperation Agreement In December 2020, we entered into a Strategic Cooperation Framework Agreement (the “Cooperation Agreement”) with Total that governed the ongoing relationship between us and Total with respect to development and sale of certain future commercial solar power projects. As a result of the sale of our C&I Solutions business on May 31, 2022, we transferred our obligations under the Cooperation Agreement to TotalEnergies Renewables. 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 was acquired by Total. Interest is payable semi-annually, beginning on July 15, 2016. The 4.00% debentures due 2023 are convertible into shares of our common stock at any time. When issued, the initial conversion rate in respect of the 4.00% debentures due 2023 was 32.7568 shares of common stock per $1,000 principal amount of debentures (which was equivalent to an initial conversion price of approximately $30.53 per share). After giving effect to the Spin-Off, effective September 1, 2020, the conversion rate adjusted to 40.1552 shares of common stock per $1,000 principal amount of debentures (which is equivalent to a conversion price of approximately $24.90 per share), which provides Total the right to acquire up to 4,015,515 shares of our common stock. Notice of the conversion rate adjustment was delivered to Wells Fargo Bank, National Association, the trustee, in accordance with the terms of the indenture governing the 4.00% debentures due 2023. The applicable conversion rate may further adjust in certain circumstances, including a fundamental change, as described in the indenture governing the 4.00% debentures due 2023. If not earlier repurchased or converted, the 4.00% debentures due 2023 mature on January 15, 2023. The sale of our C&I Solutions business during the second quarter, and the resulting classification as discontinued operations in these consolidated financial statements, does not qualify as a fundamental change under the indenture. On January 17, 2023, we repaid the outstanding principal amount of $425.0 million of our 4.00% debentures due 2023, $100.0 million of which were held by TotalEnergies, as well as the remaining interest on the 4.00% debentures due 2023 of $8.5 million which was payable upon maturity. Related-Party Transactions with Total and its Affiliates: The following are balances and transactions entered into with Total and its affiliates. As of (In thousands) January 1, 2023 January 2, 2022 Accounts receivable $ 489 $ 238 Prepaid expenses and other current assets 2,898 — Other long-term assets 1,284 — Accrued liabilities 8,033 — Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Other income: Gain on early retirement of convertible debt $ — $ — $ 1,857 (Income) expense from transition services agreement, net (281) — — Sublease income (recorded in sales, general, and administrative expense) (499) — — Interest expense: Guarantee fees incurred under the Credit Support Agreement — — 13 Interest expense incurred on the 0.875% debentures due 2021 — — 1,238 Interest expense incurred on the 4.00% debentures due 2023 4,000 4,000 4,000 RELATED-PARTY TRANSACTIONS In connection with the Spin-Off, we entered into certain agreements with Maxeon Solar, including a transition services agreement, supply agreement, and collaboration agreement. During the second quarter of fiscal 2022, we entered into a First Amendment to the Cross License Agreement (the “Amendment”) with Maxeon Solar to amend the Cross License Agreement that we entered into in connection with the Spin-off, pursuant to which the Company and Maxeon Solar exclusively and non-exclusively licensed certain intellectual property rights. The Amendment provides for certain adjustments to the scope of Maxeon Solar’s non-exclusive license to the Company. In connection with the Amendment and in anticipation of the expiration of the Collaboration Agreement with Maxeon Solar in August 2022, the Company and Maxeon Solar also entered into ancillary agreements providing for the settlement of certain payments due under the Collaboration Agreement as well as transition services arrangement, the sublease, subject to landlord consent, of the research and development facility located in San Jose, California, the transfer of certain assets, and support to complete a collaboration project that was completed in fiscal 2022. We recorded a net loss of $4.3 million in the fiscal year ended January 1, 2023 in connection with the above agreements, that is presented within “research and development expenses” and “sales, general, and administrative expense” on our consolidated statements of operations. The below table summarizes our transactions with Maxeon Solar for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Purchases of photo-voltaic modules (recorded in cost of revenues) $ 190,633 $ 224,576 $ 96,217 Research and development expenses reimbursement received 18,626 33,475 12,473 Income (expense) from transition services agreement, net (350) 5,876 6,260 Sublease income (recorded in sales, general, and administrative expense) 639 — — The Company had the following balances related to transactions with Maxeon Solar as of January 1, 2023 and January 2, 2022: As of January 1, 2023 January 2, 2022 (As Restated) Prepaid and other current assets $ 607 $ 1,928 Accrued liabilities 11,239 7,493 Accounts payable 38,486 29,130 Other long-term liabilities 1,458 1,458 Refer to Note 4. Transactions with Total and TotalEnergies SE. for related-party transactions with Total and its affiliates and to Note 11. Equity Investments for related-party transactions with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES In the year ended January 1, 2023, our income tax benefit of $8.4 million on income from continuing operations before income taxes and equity in earnings of unconsolidated investees of $87.7 million was primarily due to the reversal of deferred taxes previously accrued for California due to the enactment of Senate Bill 113 which restored our ability to utilize net operating losses in 2022, partially offset by state tax expense on realized gains from sale of equity investments. In the year ended January 2, 2022, our income tax provision of $7.3 million on income from continuing operations before income taxes and equity in earnings of unconsolidated investees of $3.9 million was primarily due to deferred tax liability related to mark-to-market unrealized gains on equity investments and state taxes on the sale of investments, partially offset by the benefit from stock-based compensation windfall deduction and true-up of prior year estimated state tax liability. In the year ended January 3, 2021, our income tax provision of $57.8 million on income from continuing operations before income taxes and equity in earnings of unconsolidated investees of $653.8 million was primarily due to state tax expenses arising from the taxable gains related to the Spin-Off transaction, withholding taxes from foreign dividend distributions, sale of equity investments, and deferred tax liability related to mark-to-market unrealized gain on equity investments. In the year ended January 1, 2023, our income tax benefit of $0.6 million on a loss from discontinued operations before income taxes and equity in earnings of unconsolidated investees of $51.7 million was primarily due to the state tax benefit of operating losses of the C&I Solutions business prior to the sale of the business. In the year ended January 2, 2022, our income tax benefit of $2.0 million on a loss from discontinued operations before income taxes and equity in earnings of unconsolidated investees of $46.0 million was primarily due to the state tax benefits related to discontinued operations. In the year ended January 3, 2021, our income tax benefit of $3.3 million on a loss from discontinued operations before income taxes and equity in earnings of unconsolidated investees of $126.8 million was primarily related to the Maxeon spin-off and the allocation of state tax benefit related to discontinued operations, offset by foreign taxes in foreign jurisdictions that were profitable. The sale of the C&I Solutions business to TotalEnergies Renewables resulted in a taxable gain in fiscal year 2022. The tax impact of $1.4 million was recorded in “additional paid-in capital” within our consolidated statements of equity, consistent with the accounting treatment of the gain and tax accounting guidance. On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was signed into law by President Joe Biden. The IRA includes, among other provisions, a 15% minimum tax based on “adjusted financial statement income” exceeding $1.0 billion starting in 2023, and a 1% excise tax on net repurchases of stock after December 31, 2022. We do not expect these tax provisions of the IRA to have a significant impact on our business. The geographic distribution of income (loss) from continuing operations before income taxes and equity earnings (losses) of unconsolidated investees and the components of provision for income taxes are summarized below: Fiscal Year January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Geographic distribution of income (loss) from continuing operations before income taxes and equity in earnings of unconsolidated investees: U.S. income (loss) $ 89,082 $ 828 $ 659,238 Non-U.S. income (loss) (1,373) 3,097 (5,460) Income (loss) before income taxes and equity in earnings (loss) of unconsolidated investees $ 87,709 $ 3,925 $ 653,778 Provision for income taxes: Current tax (expense) benefit Federal $ 2,322 $ (125) $ (846) State (7,783) (4,142) (35,652) Foreign (493) 568 (7,900) Total current tax (expense) benefit (5,954) (3,699) (44,398) Deferred tax benefit (expense) Federal (438) — — State 15,162 (3,022) (13,715) Foreign (387) (593) 296 Total deferred tax benefit (expense) 14,337 (3,615) (13,419) Benefit from (provision for) income taxes $ 8,383 $ (7,314) $ (57,817) The benefit from (provision for) for income taxes differs from the amounts obtained by applying the statutory U.S. federal tax rate to income before taxes as shown below: Fiscal Year January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Statutory rate 21 % 21 % 21 % Tax benefit (expense) at U.S. statutory rate $ (18,421) $ (824) $ (137,309) Foreign rate differential (1,272) (222) (3,694) State income taxes, net of benefit 7,581 (4,532) (44,217) Section 956 and Subpart F — (493) (2,431) Tax credits (investment tax credit and other) (331) 1,661 1,323 Change in valuation allowance 16,915 (11,398) 201,510 Unrecognized tax benefits 2,273 (2,105) (6,977) Non-controlling interest & nontaxable income 844 740 — Global intangible low-taxed income (“GILTI”) — (355) (794) Section 163L interest (630) (840) (1,189) Maxeon Spin-Off taxable gain — — (54,537) Excess tax benefit on stock-based compensation 2,380 13,789 711 Non-deductible executive compensation (151) (2,734) (1,256) Other, net (805) (1) (8,957) Total $ 8,383 $ (7,314) $ (57,817) As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred tax assets: Net operating loss carryforwards $ 90,639 $ 164,133 Tax credit carryforwards 25,293 53,101 Reserves and accruals 37,732 60,108 Stock-based compensation stock deductions 4,675 3,187 Basis difference on third-party project sales 28,658 35,013 Identified intangible assets 13,002 5,644 Other 2,475 2,638 Total deferred tax assets 202,474 323,824 Valuation allowance (126,656) (175,008) Total deferred tax assets, net of valuation allowance 75,818 148,816 Deferred tax liabilities: Fixed asset basis difference (18,713) (15,031) Investments (36,456) (118,885) Other (21,163) (29,697) Total deferred tax liabilities (76,332) (163,613) Net deferred tax liabilities $ (514) $ (14,797) As of January 1, 2023, we had federal net operating loss carryforwards of $168.7 million for tax purposes, of which $26.1 million was generated prior to 2018 and will expire at various dates from 2033 to 2035. The remaining federal net operating loss carryforward of $142.6 million was generated in fiscal year 2018 and after and can be carried forward indefinitely under the Tax Cuts and Job Acts of 2017 (“The Tax Act”). As of January 1, 2023, we had California state net operating loss carryforwards of approximately $648.5 million for tax purposes, of which $59.5 million relates to debt issuance and the tax benefit of which will be recorded to equity when realized. These California net operating loss carryforwards will expire at various dates from 2029 to 2039. We also had gross credit carryforwards of approximately $74.0 million for federal tax purposes, of which $16.6 million relate to debt issuance and will benefit equity when realized. We had gross California credit carryforwards of $2.4 million for state tax purposes, of which $1.1 million relate to debt issuance and will benefit equity when realized. These federal credit carryforwards will expire at various dates from 2024 to 2042, and the California credit carryforwards do not expire. Our ability to utilize a portion of the net operating loss and credit carryforwards is dependent upon our being able to generate taxable income in future periods or being able to carryback net operating losses to prior year tax returns. Our ability to utilize net operating losses may be limited due to restrictions imposed on utilization of net operating loss and credit carryforwards under federal and state laws upon a change in ownership. As of the end of fiscal year 2022, as part of SunPower’s continuing operations, an insignificant amount of the accumulated foreign earnings was located outside of the United States and may be subjected to foreign income tax or withholding tax liability upon repatriations. However, the accumulated foreign earnings are intended to be indefinitely reinvested in our foreign subsidiaries; therefore, no such foreign taxes have been provided. Determination of the amount of unrecognized deferred tax liability related to these earnings is not practicable. On June 29, 2020, the California Assembly Bill (“AB 85”) suspended the use of California net operating loss deduction and limited the maximum business incentive tax credit utilization to $5.0 million annually starting with tax years beginning on or after January 1, 2020 through December 31, 2022. Subsequently on February 9, 2022, California Senate Bill (“SB 113”) was enacted and restores the use of net operating losses and business tax credits that were suspended or limited under AB 85 one year earlier, allowing tax attributes to be used in fiscal year 2022. Valuation Allowance Our valuation allowance is related to deferred tax assets in the United States and Mexico and was determined by assessing both positive and negative evidence. When determining whether it is more likely than not that deferred assets are recoverable, with such assessment being required on a jurisdiction-by-jurisdiction basis, we believe that sufficient uncertainty exists with regard to the realizability of these assets such that a valuation allowance is necessary. Factors considered in providing a valuation allowance include the lack of a significant history of consistent profits, the lack of consistent profitability in the solar industry, the limited capacity of carrybacks to realize these assets, and other factors. Based on the absence of sufficient positive objective evidence, we are unable to assert that it is more likely than not that we will generate sufficient taxable income to realize the U.S. net deferred tax assets. Should we achieve a certain level of profitability in the future, we may be in a position to reverse the valuation allowance which would result in a non-cash income statement benefit. The change in valuation allowance for continuing operations for fiscal 2022 and 2021 was $48.4 million and $34.2 million , respectively. Unrecognized Tax Benefits Current accounting guidance contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. A reconciliation of the beginning and ending amounts of unrecognized tax benefits for continuing operations during fiscal 2022, 2021, and 2020 is as follows: Fiscal Year (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Balance, beginning of year $ 84,213 $ 86,953 $ 73,439 Additions for tax positions related to the current year 122 2,345 15,179 Additions for tax positions from prior years 103 113 41 Reductions for tax positions from prior years/statute of limitations expirations (14,444) (5,129) (1,634) Foreign exchange (gain) loss (8) (69) (72) Balance at the end of the period $ 69,986 $ 84,213 $ 86,953 Included in the unrecognized tax benefits at fiscal 2022 and 2021 for continuing operations is $10.0 million and $16.7 million, respectively, that if recognized, would result in a reduction of our effective tax rate. The amounts differ from the long-term liability recorded of $12.3 million and $14.7 million as of fiscal 2022 and 2021, respectively, primarily due to accrued interest and penalties. We believe that events that could occur in the next 12 months and cause a change in unrecognized tax benefits include, but are not limited to, the following: • commencement, continuation or completion of examinations of our tax returns by the U.S. or foreign taxing authorities; and • expiration of statutes of limitation on our tax returns. The calculation of unrecognized tax benefits involves dealing with uncertainties in the application of complex global tax regulations. Uncertainties include, but are not limited to, the impact of legislative, regulatory, and judicial developments, transfer pricing and the application of withholding taxes. We regularly assess our tax positions in light of legislative, bilateral tax treaty, regulatory, and judicial developments in the countries in which we do business. We determined that an estimate of the range of reasonably possible change in the amounts of unrecognized tax benefits within the next 12 months cannot be made. Classification of Interests and Penalties We accrue interest and penalties on tax contingencies and classify them as “provision for income taxes” in our consolidated statements of operations. Accrued interest as of January 1, 2023 and January 2, 2022 was approximately $1.1 million and $2.3 million, respectively. Accrued penalties as of January 1, 2023 was $1.3 million and not material for the period ending January 2, 2022. Tax Years and Examination We file tax returns in each jurisdiction in which we are registered to do business. In the United States and many of the state jurisdictions, and in many foreign countries in which we file tax returns, a statute of limitations period exists. After a statute of limitations period expires, the respective tax authorities may no longer assess additional income tax for the expired period. Similarly, we are no longer eligible to file claims for refund for any tax that we may have overpaid. The following table summarizes our major tax jurisdictions and the tax years that remain subject to examination by these jurisdictions as of January 1, 2023: Tax Jurisdictions Tax Years United States 2019 and onward California 2018 and onward Philippines 2020 and onward While the respective tax authorities may no longer assess additional taxes for expired periods, they may adjust net operating loss and credit carryovers amounts which were generated from such years. We are under tax examinations in various jurisdictions. We do not expect the examinations to result in a material assessment outside of existing reserves. If a material assessment in excess of current reserves results, the excess will adversely impact earnings in the period of assessment. |
Common Stock
Common Stock | 12 Months Ended |
Jan. 01, 2023 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK Common Stock Voting Rights - Common Stock All common stockholders are entitled to one vote per share on all matters submitted to be voted on by our stockholders, subject to the preferences applicable to any preferred stock outstanding. Dividends - Common Stock All common stockholders are entitled to receive equal per share dividends when and if declared by the Board of Directors, subject to the preferences applicable to any preferred stock outstanding. Certain of our debt agreements place restrictions on our and our subsidiaries’ ability to pay cash dividends. Shares Reserved for Future Issuance Under Equity Compensation Plans We had shares of common stock reserved for future issuance as follows: (In thousands) January 1, 2023 January 2, 2022 Equity compensation plans 27,339 22,908 |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Jan. 01, 2023 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE We calculate basic net income (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 by using the basic weighted-average number of common shares outstanding plus any potentially dilutive securities outstanding during the period using the if-converted method, except when their effect is anti-dilutive. Potentially dilutive securities include restricted stock units and the outstanding senior convertible debentures. The guidance in ASC 260, Earnings Per Share, requires that companies use income from continuing operations as a “ control number ” or benchmark to determine whether potential common shares are dilutive or antidilutive. When calculating discontinued operations, we used the same number of potential common shares used in computing the diluted per-share amount of income from continuing operations in computing all other reported diluted per-share amounts, even if the effect will be antidilutive compared to their respective basic per-share amounts. The following table presents the calculation of basic and diluted net income (loss) per share attributable to stockholders: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands, except per share amounts) (As Restated) (As Restated) (As Restated) Basic net income (loss) per share: Numerator: Net income (loss) attributable to stockholders - continuing operations $ 93,688 $ (3,244) $ 597,148 Net (loss) income attributable to stockholders - discontinued operations (50,839) (43,459) (124,304) Net income (loss) attributable to stockholders $ 42,849 $ (46,703) $ 472,844 Denominator: Basic weighted-average common shares 173,919 172,436 169,801 Basic net income (loss) per share - continuing operations $ 0.54 $ (0.02) $ 3.52 Basic net (loss) income per share - discontinued operations (0.29) (0.25) (0.73) Basic net income (loss) per share $ 0.25 $ (0.27) $ 2.79 Diluted net income (loss) per share : Numerator: Net income (loss) attributable to stockholders - continuing operations $ 93,688 $ (3,244) $ 597,148 Add: Interest expense on 0.875% debentures due 2021, net of tax — — 1,824 Add: Interest expense on 4.00% debentures due 2023, net of tax — — 12,499 Net income (loss) available to common stockholders - continuing operations 93,688 (3,244) 611,471 Net (loss) income available to common stockholders - discontinued operations $ (50,839) $ (43,459) $ (124,304) Denominator: Basic weighted-average common shares 173,919 172,436 169,801 Effect of dilutive securities: Restricted stock units 684 2,680 318 0.875% debentures due 2021 — — 10,055 4.00% debentures due 2023 — — 17,068 Dilutive weighted-average common shares: 174,603 175,116 197,242 Dilutive net income (loss) per share - continuing operations $ 0.54 $ (0.02) $ 3.10 Dilutive net (loss) income per share - discontinued operations (0.29) (0.25) (0.63) Dilutive net income (loss) per share $ 0.25 $ (0.27) $ 2.47 The following is a summary of outstanding anti-dilutive potential common stock that was excluded from diluted net income (loss) per share attributable to stockholders in the following periods: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Restricted stock units 3,168 1,651 3,250 0.875% debentures due 2021 — 1,575 — 4.00% debentures due 2023 17,068 17,068 — |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jan. 01, 2023 | |
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 consolidated statements of operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Cost of revenues $ 4,757 $ 2,754 $ 2,148 Research and development 1,830 3,044 1,299 Sales, general, and administrative 19,801 17,134 13,741 Total stock-based compensation expense $ 26,388 $ 22,932 $ 17,188 As of January 1, 2023, the total unrecognized stock-based compensation related to outstanding restricted stock units was $63.4 million, which we expect to recognize over a weighted-average period of 2.4 years. Equity Incentive Programs Stock-based Incentive Plans During fiscal 2022, SunPower had one stock incentive plan: the SunPower Corporation 2015 Omnibus Incentive Plan (“2015 Plan”). The 2015 Plan was adopted by our Board of Directors in February 2015 and was approved by stockholders in June 2015. The 2015 Plan allows for the grant of options, as well as grant of stock appreciation rights, restricted stock grants, restricted stock units, and other equity rights. The 2015 Plan also allows for tax withholding obligations related to stock option exercises or restricted stock awards to be satisfied through the retention of shares otherwise released upon vesting. The 2015 Plan includes an automatic annual increase mechanism equal to the lower of three percent of the outstanding shares of all classes of our common stock measured on the last day of the immediately preceding fiscal year, 6 million shares, or such other number of shares as determined by our Board of Directors. As of January 1, 2023, approximately 27.0 million shares were available for grant under the 2015 Plan. Incentive stock options, nonstatutory stock options, and stock appreciation rights may be granted at no less than the fair value of the common stock on the date of grant. The options and rights become exercisable when and as determined by our Board of Directors, although these terms generally do not exceed ten years for stock options. We have not granted stock options since fiscal 2008. All previously granted stock options have been exercised or expired and accordingly no options remain outstanding. Under the 2015 Plan, the restricted stock grants and restricted stock units typically vest in equal installments annually over two three The majority of shares issued are net of the minimum statutory withholding requirements that we pay on behalf of our employees. During fiscal 2022, 2021, and 2020, we withheld 0.6 million, 0.4 million , and 1.3 million shares, respectively, to satisfy the employees’ tax obligations. We have typically paid for such withholding requirements in cash to the appropriate taxing authorities. Shares withheld are treated as common stock repurchases for accounting and disclosure purposes and reduce the number of shares outstanding upon vesting. Restricted Stock Units The following table summarizes our non-vested restricted stock units’ activities: Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Per Share 1 Outstanding as of January 3, 2021 7,167 $ 13.75 Granted 1,932 30.47 Vested 2 (2,905) 14.67 Forfeited (1,325) 15.72 Outstanding as of January 2, 2022 4,869 19.30 Granted 3,038 20.08 Vested 2 (1,835) 17.40 Forfeited (1,794) 19.11 Outstanding as of January 1, 2023 4,278 $ 20.74 1 We estimate the fair value of our restricted stock awards and units at our stock price on the grant date. 2 Vested restricted stock awards include shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 01, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Delaware Stockholder Derivative Action On February 6, 2023, Plaintiff Jeffrey Edelman filed a putative stockholder derivative complaint in the Delaware Court of Chancery, purportedly on behalf of SunPower, against Total SE, HoldCo, TotalEnergies Renewables, Francois Badoual, Bernadette Baudier, Peter Faricy, Vinayak Hegde, Catherine A. Lesjak, Thomas R. McDaniel, Nathalie Portes-Laville, Julien Pouget, Vincent Stoquart, Denis Toulouse, Franck Trochet, Thomas H. Werner, Laurent Wolffsheim, and Patrick Wood III, current or former directors and officers of the Company, captioned Edelman v. TotalEnergies SE et al. , No. 2023-0136 (Del. Ch. filed Feb. 6, 2023). The derivative complaint challenges the acquisition of SunPower’s C&I Solutions business by TotalEnergies Renewables, which was announced on February 10, 2022, and alleges that the transaction was not entirely fair to the Company and that Total underpaid for the business. The derivative complaint alleges breach of fiduciary duty claims against the current or former directors and officers of the Company for adopting an unfair process and for approving the acquisition, and it brings claims for breach of fiduciary duty and unjust enrichment against Total SE, HoldCo, and TotalEnergies Renewables as controllers. Plaintiff seeks monetary damages from the defendants on behalf of the Company, together with costs and attorney’s fees. Plaintiff also seeks rescissory relief or the unwinding of the acquisition. The Company cannot reasonably estimate any loss or range of loss that may arise from the litigation. |
Selected Unaudited Quarterly Fi
Selected Unaudited Quarterly Financial Data | 12 Months Ended |
Jan. 01, 2023 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Unaudited Quarterly Financial Data | SELECTED UNAUDITED QUARTERLY FINANCIAL DATA Consolidated Statements of Operations: 1 Three Months Ended January 1, 2023 October 2, 2022 July 3, 2022 April 3, 2022 (In thousands, except per share data) As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated Total revenues $ 497,312 $ 656 $ 497,968 $ 475,711 $ 682 $ 476,393 $ 417,772 $ (308) $ 417,464 $ 350,277 $ (159) $ 350,118 Gross profit $ 104,648 $ 9,116 $ 113,764 $ 105,447 $ 11,218 $ 116,665 $ 81,499 $ 9,228 $ 90,727 $ 72,309 $ 9,536 $ 81,845 Net income (loss) from continuing operations $ 8,618 $ (2,554) $ 6,064 $ 142,632 $ (1,756) $ 140,876 $ (41,711) $ 657 $ (41,054) $ (2,505) $ (5,017) $ (7,522) Net (loss) income from discontinued operations $ — $ (1,634) $ (1,634) $ — $ (2,037) $ (2,037) $ (20,616) $ (837) $ (21,453) $ (25,955) $ (10) $ (25,965) Net income (loss) $ 8,618 $ (4,188) $ 4,430 $ 142,632 $ (3,793) $ 138,839 $ (62,327) $ (180) $ (62,507) $ (28,460) $ (5,027) $ (33,487) Net income (loss) from continuing operations attributable to stockholders $ 7,613 $ (2,554) $ 5,059 $ 139,407 $ (1,756) $ 137,651 $ (42,496) $ 657 $ (41,839) $ (2,166) $ (5,017) $ (7,183) Net (loss) income from discontinued operations attributable to stockholders $ — $ (1,634) $ (1,634) $ — $ (2,037) $ (2,037) $ (20,616) $ (837) $ (21,453) $ (25,705) $ (10) $ (25,715) Net income (loss) attributable to stockholders $ 7,613 $ (4,188) $ 3,425 $ 139,407 $ (3,793) $ 135,614 $ (63,112) $ (180) $ (63,292) $ (27,871) $ (5,027) $ (32,898) Net income (loss) per share attributable to stockholders - basic: 2 Continuing operations $ 0.04 $ (0.01) $ 0.03 $ 0.80 $ (0.01) $ 0.79 $ (0.24) $ — $ (0.24) $ (0.01) $ (0.03) $ (0.04) Discontinued operations — (0.01) (0.01) — (0.01) (0.01) (0.12) — (0.12) (0.15) — (0.15) Net income (loss) per share - basic 0.04 (0.02) 0.02 0.80 (0.02) 0.78 (0.36) — (0.36) (0.16) (0.03) (0.19) Net income (loss) per share attributable to stockholders - diluted: 2 Continuing operations $ 0.04 $ (0.01) $ 0.03 $ 0.74 $ (0.01) $ 0.73 $ (0.24) $ — $ (0.24) $ (0.01) $ (0.03) $ (0.04) Discontinued operations — (0.01) (0.01) — (0.01) (0.01) (0.12) — (0.12) (0.15) — (0.15) Net income (loss) per share - diluted 0.04 (0.02) 0.02 0.74 (0.02) 0.72 (0.36) — (0.36) (0.16) (0.03) (0.19) Three Months Ended January 2, 2022 October 3, 2021 July 4, 2021 April 4, 2021 (In thousands, except per share data) As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated Total revenues $ 347,830 $ (115) $ 347,715 $ 283,312 $ (852) $ 282,460 $ 260,751 $ (858) $ 259,893 $ 240,136 $ (1,846) $ 238,290 Gross profit $ 60,245 $ 6,158 $ 66,403 $ 62,389 $ 5,537 $ 67,926 $ 60,711 $ 5,384 $ 66,095 $ 45,966 $ 5,662 $ 51,628 Net income (loss) from continuing operations $ 39,037 $ (1,917) $ 37,120 $ (72,444) $ (934) $ (73,378) $ 87,105 $ (1,289) $ 85,816 $ (47,742) $ (5,205) $ (52,947) Net (loss) income from discontinued operations $ (18,043) $ — $ (18,043) $ (11,863) $ 808 $ (11,055) $ (12,336) $ (808) $ (13,144) $ (1,756) $ — $ (1,756) Net income (loss) $ 20,994 $ (1,917) $ 19,077 $ (84,307) $ (126) $ (84,433) $ 74,769 $ (2,097) $ 72,672 $ (49,498) $ (5,205) $ (54,703) Net income (loss) from continuing operations attributable to stockholders $ 38,861 $ (1,917) $ 36,944 $ (72,707) $ (934) $ (73,641) $ 87,094 $ (1,289) $ 85,805 $ (47,147) $ (5,205) $ (52,352) Net (loss) income from discontinued operations attributable to stockholders $ (18,665) $ — $ (18,665) $ (11,669) $ 808 $ (10,861) $ (11,887) $ (808) $ (12,695) $ (1,238) $ — $ (1,238) Net income (loss) attributable to stockholders $ 20,196 $ (1,917) $ 18,279 $ (84,376) $ (126) $ (84,502) $ 75,207 $ (2,097) $ 73,110 $ (48,385) $ (5,205) $ (53,590) Net income (loss) per share attributable to stockholders - basic: 2 Continuing operations $ 0.22 $ (0.01) $ 0.21 $ (0.42) $ (0.01) $ (0.43) $ 0.50 $ — $ 0.50 $ (0.28) $ (0.03) $ (0.31) Discontinued operations (0.11) — (0.11) (0.07) 0.01 (0.06) (0.07) — (0.07) (0.01) — (0.01) Net income (loss) per share - basic 0.11 (0.01) 0.10 (0.49) — (0.49) 0.43 — 0.43 (0.29) (0.03) (0.32) Net income (loss) per share attributable to stockholders - diluted: 2 Continuing operations $ 0.22 $ (0.01) $ 0.21 $ (0.42) $ (0.01) $ (0.43) $ 0.46 $ 0.04 $ 0.50 $ (0.28) $ (0.03) $ (0.31) Discontinued operations (0.11) — (0.11) (0.07) 0.01 (0.06) (0.07) — (0.07) (0.01) — (0.01) Net income (loss) per share - diluted 0.11 (0.01) 0.10 (0.49) — (0.49) 0.39 0.04 0.43 (0.29) (0.03) (0.32) 1 During fiscal 2022, we completed the sale of our C&I Solutions business which resulted in material retrospective changes to our consolidated statements of operations. Refer to Note 3. Discontinued Operations for further details. 2 Quarterly basic and diluted earnings per share amounts may not add up to the full fiscal year total presented due to rounding. Basic and diluted earnings per share are calculated by dividing net earnings by basic and diluted shares outstanding, respectively. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements 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”) 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 in consolidation. The assets of the special purpose entities that we establish in connection with certain project financing arrangements for customers are not designed to be available to service our general liabilities and obligations. |
Fiscal Periods | Fiscal Periods |
Management Estimates | Management Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities reported in these consolidated financial statements and accompanying notes. We base our estimates on historical experience and various other assumptions believed to be reasonable. Our actual financial results could materially differ from those estimates. Significant estimates in these consolidated financial statements include revenue recognition, specifically nature and timing of satisfaction of performance obligations, standalone selling price of performance obligations, and variable consideration; credit losses, including estimating macroeconomic factors affecting historical recovery rate of receivables; inventory and project asset write-downs; long-lived assets and goodwill impairment, specifically estimates for valuation assumptions including discount rates and future cash flows; fair value of investments, including equity investments for which we apply the fair value option and other financial instruments; valuation of goodwill and intangible assets acquired in a business combination; valuation of contingent consideration in a business combination; valuation of contingencies such as warranty and litigation; 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. |
Cash Equivalents | Cash Equivalents Highly liquid investments with original or remaining maturities of ninety days or less at the date of purchase are considered cash equivalents. |
Restricted Cash and Cash Equivalents | Restricted Cash and Cash Equivalents |
Lease Accounting | Lease Accounting We determine if an arrangement is a lease at inception. Our operating lease agreements are primarily for real estate and are included within operating lease right-of-use (“ROU”) assets and operating lease liabilities on the consolidated balance sheets. Our finance lease agreements are for vehicle finance leases and are included within property, plant, and equipment, net, accrued liabilities, and other long-term liabilities on the consolidated balance sheets. We elected the practical expedient to combine our lease and related non-lease components for all our leases. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments that do not depend on an index or rate are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. We use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. ROU assets also include any lease prepayments made and exclude lease incentives. Many of our lessee agreements include options to extend the lease, which we do not include in our minimum lease terms unless they are reasonably certain to be exercised. Rental expense for lease payments related to our operating and finance leases is recognized on a straight-line basis over the lease term. In addition, for our finance leases, we recognize the interest on the financing component related to the leases. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values due to their short-term maturities. Equity investments with readily determinable fair value are carried at fair value based on quoted market prices or estimated based on market conditions and risks existing at each balance sheet date. Equity investments without readily determinable fair value are measured at cost less impairment and are adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer. During fiscal 2022, we recorded a fair value adjustment of $1.8 million related to our equity investments with Fair Value Option (“FVO”). The fair value adjustment was included within “equity in losses of unconsolidated investees” in our consolidated statements of operations for the years ended January 1, 2023 (see Note 8. Fair Value Measurements). In addition, we have derivative financial instruments which are carried at fair value based on observable price changes in orderly transactions for financial instruments with similar characteristics. Changes in fair value of our derivative financial instruments are recognized immediately, and included in “interest expense” in our consolidated statements of operations (see Note 8. Fair Value Measurements). |
Inventories | Inventories Inventories are accounted for on a first-in-first-out basis and are valued at the lower of cost or net realizable value. We evaluate the realizability of our inventories, including purchase commitments under fixed-price long-term supply agreements, based on assumptions about expected demand and market conditions. Our assumption of expected demand is developed based on our analysis of bookings, sales backlog, sales pipeline, market forecast, and competitive intelligence. Our assumption of expected demand is compared to available inventory, production capacity, available third-party inventory, and growth plans. In addition, expected demand by geography has changed historically due to changes in the availability and size of government mandates and economic incentives. Our classification of our inventory as current inventory requires us to estimate the portion of on-hand inventory that can be realized over the next 12 months. All of our inventory was classified as current as of January 1, 2023. (See Note 6. Balance Sheet Components ). |
Property, Plant and Equipment | Property, Plant, and Equipment Property, plant, and equipment are stated at cost, less accumulated depreciation. Depreciation, excluding solar power systems leased to residential customers, is computed using the straight-line method over the estimated useful lives of the assets as presented below. Solar power systems leased to residential customers are depreciated using the straight-line method to their estimated residual values over the lease terms of up to 20 years. Leasehold improvements are amortized over the shorter of the estimated useful lives of the assets or the remaining term of the lease. Repairs and maintenance costs are expensed as incurred. |
Software Development Costs | Software Development Costs Our internal software development costs primarily relate to three categories: 1) internal-use software development costs, 2) implementation costs incurred in cloud computing arrangements (“CCA”), and 3) external-use software development costs. We capitalize these costs incurred to purchase or develop software for internal use, implementation costs incurred for CCA, and software development costs for software to be sold externally. Our internal-use software development costs are capitalized in the application development stage in accordance with ASC 350-40, Internal-Use Software . These capitalized costs are reflected in “Property, plant and equipment, net” on the consolidated balance sheets and are depreciated over the estimated useful life of the software. The useful life of our internal-use software development costs is generally 2 to 3 years. We also capitalize our costs incurred in CCA that is a service contract, consistent with our policy for software developed or obtained for internal use, in accordance with ASC 350-40, Internal-Use Software . The capitalized costs are reflected in “Other long-term assets” and “Prepaid expenses and other current assets” on our consolidated balance sheets and expensed over the term of the related hosting arrangement and service period. Our external-use software development costs developed to be sold or leased externally are capitalized upon the establishment of technological feasibility for a product in accordance with ASC 985-20, Software to be Sold or Leased Externally . These software development costs are reflected in “Other intangible assets, net” on our consolidated balance sheets and amortized on a straight-line basis over the estimated economic life of the product, or the service period, whichever is shorter. |
Estimated Credit Losses | Estimated Credit Losses We are exposed to credit losses in the event of nonperformance by the counterparties to our financial and derivative instruments. Financial and derivative instruments that potentially subject us to concentrations of credit risk are primarily cash and cash equivalents, restricted cash and cash equivalents, investments, accounts receivable, notes receivable, and advances to suppliers. Our investment policy requires cash and cash equivalents, restricted cash and cash equivalents, and investments to be placed with high-quality financial institutions and to limit the amount of credit risk from any one issuer. We regularly evaluate the credit standing of our counterparty financial institutions. In addition, we recognize an allowance for credit loss at the time a receivable is recorded based on our estimate of expected credit losses, historical write-off experience, and current account knowledge, 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. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for temporary differences between financial statement and income tax bases of assets and liabilities. Valuation allowances are provided against deferred tax assets when management cannot conclude that it is more likely than not that some portion or all deferred tax assets will be realized. As applicable, interest and penalties on tax contingencies are included in “(Provision for) benefits from income taxes” in the consolidated statements of operations and such amounts were not material for any periods presented. In addition, foreign exchange gains (losses) may result from estimated tax liabilities, which are expected to be settled in currencies other than the U.S. dollar. |
Investments in Equity Interests | Investments in Equity Interests Investments in entities in which we can exercise significant influence, but do not own a majority equity interest or otherwise control, are accounted for under the equity method. We record our share of the results of these entities as “Equity in earnings (losses) of unconsolidated investees” on the consolidated statements of operations. We monitor our investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the entities and record reductions in carrying values when necessary. The fair value of privately held investments is estimated using the best available information as of the valuation date, including current earnings trends, undiscounted cash flows, and other company specific information, including recent financing rounds. We have elected the fair value option in accordance with the guidance in ASC 825, Financial Instruments , for our investment in the SunStrong Capital Holdings, LLC (“SunStrong”), Dorado Development Partners, LLC (“Dorado DevCo”), and SunStrong Partners, LLC (“SunStrong Partners”) joint ventures, to mitigate volatility in reported earnings that results from the use of different measurement attributes. 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 using the same methodology on an annual basis, during the third fiscal quarter, considering material changes in the business of SunStrong, Dorado DevCo, and SunStrong Partners or other inputs. 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 (See Note 6. Balance Sheet Components, Note 8. Fair Value Measurements, and Note 11 . Equity Investments ). |
Product Warranties | Product Warranties We provide a workmanship warranty of up to 25 years from installation and a 25-year standard warranty for previously SunPower-manufactured microinverters. We also warrant our installed systems for defective materials and workmanship for periods ranging up to 25 years. We pass through to customers warranties from the original equipment manufacturers of certain system components such as solar panels, monitoring equipment and inverters. For such components, our warranties may exceed the warranty coverage from the original equipment manufacturers. For solar energy systems we do not install directly, we receive workmanship warranties from our solar partners. In addition, we also provide a separate system output performance warranty to customers that have subscribed to our post-installation monitoring and maintenance services which expires upon termination of these services related to the system. The warrantied system output performance level varies by system depending on the characteristics of the system and the negotiated agreement with the customer, and the level declines over time to account for the expected degradation of the system. Actual system output is typically measured annually for purposes of determining whether warrantied performance levels have been met. The warranty excludes system output shortfalls attributable to force majeure events, customer curtailment, irregular weather, and other similar factors. In the event that the system output falls below the warrantied performance level during the applicable warranty period, and provided that the shortfall is not caused by a factor that is excluded from the performance warranty, the warranty provides that we will pay the customer a liquidated damage based on the value of the shortfall of energy produced relative to the applicable warrantied performance level. We maintain reserves to cover the expected costs that could result from these warranties. Our expected costs are generally in the form of product replacement or repair. Warranty reserves are based on our best estimate of such costs and are recognized as a cost of revenue. We continuously monitor product returns for warranty failures and maintain a reserve for the related warranty expenses based on various factors including historical warranty claims, results of accelerated lab testing, field monitoring, vendor reliability estimates, and data on industry averages for similar products. Due to the potential for variability in these underlying factors, the difference between our estimated costs and our actual costs could be material to our consolidated financial statements. If actual product failure rates or the frequency or severity of reported claims differ from our estimates or if there are delays in our responsiveness to outages, we may be required to revise our estimated warranty liability. Historically, warranty costs have been within management’s expectations (see Note 10. Commitments and Contingencies ). |
Revenue Recognition | Revenue Recognition We recognize revenue from contracts with customers when we have completed our performance obligations under an identified contract. The revenue is recognized in an amount that reflects the consideration for the corresponding performance obligations for the goods and services transferred. Solar Power Systems and Component Sales A majority of our revenue is generated by sales of fully functioning solar power systems to our customers. We sell our products through a network of installing and non-installing dealers and resellers, as well as our internal sales team. Usually, our performance obligation is to design and install a fully functioning solar energy system. We recognize revenue when the solar power system is fully installed and the final permit is received from the authority having jurisdiction, as we deem our performance obligation under the contract to be complete at such time, and the customer retains all of the significant risks and rewards of ownership of the solar power system. In situations when we are not responsible for construction and installation of solar power systems, usually when the sales are made by one of our installing dealers or resellers, we recognize revenue when the components of the solar power system are delivered at the customer site. Our costs to obtain and fulfill contracts associated with systems sales are expensed as sales, general, and administrative expense and cost of revenue, respectively. In addition, incentives we provide to our customers, such as discounts and rebates, are recorded net to the revenue we have recognized on the solar power system. In addition, we expense sales commissions when incurred if the amortization period is one year or less, and record within sales, general, and administrative expense in our consolidated statements of operations. Revenue is generally recognized at transaction price, net of costs of financing, or other consideration paid to the customers that is not in exchange for a distinct good or service. Also, our arrangements may contain clauses that can either increase or decrease the transaction price. Variable consideration is estimated at each measurement date at its most likely amount to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur and true-ups are applied prospectively as such estimates change. We also provide solar power systems to our customers in the form of 20-year lease agreements which are entered into by the customer with our third-party leasing partners. These third-party leasing partners are special-purpose entities that we do not control or consolidate. We recognize revenue when the system is fully installed, when permit to operate is given by the local utility company, and the solar system has produced meterable quantities of electricity, as we deem our performance obligation under the contract to be complete at such time. |
Stock-Based Compensation | Stock-Based Compensation We provide stock-based awards to our employees, executive officers, and directors through various equity compensation plans including our employee stock option and restricted stock plans. We measure and record compensation expense for all stock-based payment awards based on estimated fair values. The fair value of restricted stock awards and units is based on the market price of our common stock on the date of grant. We have not granted stock options since fiscal 2008. Under current accounting guidance, we have made a policy election to estimate forfeitures at the date of grant, and we update such estimate on an annual basis. Our estimate of forfeitures is based on our historical activity, which we believe is indicative of expected forfeitures. In subsequent periods if the actual rate of forfeitures differs from our estimate, the forfeiture rates are required to be revised, as necessary. Changes in the estimated forfeiture rates can have a significant effect on stock-based compensation expense since the effect of adjusting the rate is recognized in the period the forfeiture estimate is changed. We also grant performance share units to executive officers and certain employees that require us to estimate expected achievement of performance targets over the performance period. This estimate involves judgment regarding future expectations of various financial performance measures. If there are changes in our estimate of the level of financial performance measures expected to be achieved, the related stock-based compensation expense may be significantly increased or reduced in the period that our estimate changes. |
Advertising Costs | Advertising Costs |
Research and Development Expenses | Research and Development (“ R&D ”) Expenses R&D expense consists primarily of salaries and related personnel costs, depreciation, and the cost of solar cell and solar panel materials and services used for the development of products, including experiments and testing. R&D costs are expensed as incurred, except for software development costs which qualify for capitalization. R&D expenses are reported net of contributions under contracts with governmental agencies. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity during a period from non-owner sources. Our comprehensive income (loss) for each period presented is comprised of (i) our net income (loss); (ii) foreign currency translation adjustment of our foreign subsidiaries whose assets and liabilities are translated from their respective functional currencies at exchange rates in effect at the balance sheet date and revenues and expenses are translated at average exchange rates prevailing during the applicable period; (iii) changes in unrealized gains or losses, net of tax, for the effective portion of derivatives designated as cash flow hedges; and (iv) net gain (loss) on long-term pension liability adjustment. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests represents the portion of net assets in consolidated subsidiaries that are not attributable, directly or indirectly, to us. Beginning in fiscal 2013, we have entered into facilities with third-party investors under which the investors are determined to hold noncontrolling interests in entities fully consolidated by us. The net assets of the shared entities are attributed to the controlling and noncontrolling interests based on the terms of the governing contractual arrangements. We further determined the hypothetical liquidation at book value method (“HLBV Method”) to be the appropriate method for attributing net assets to the controlling and noncontrolling interests as this method most closely mirrors the economics of the governing contractual arrangements. Under the HLBV Method, we allocate recorded income (loss) to each investor based on the change, during the reporting period, of the amount of net assets each investor is entitled to under the governing contractual arrangements in a liquidation scenario. |
Long-Lived Assets Impairment | Long-Lived Assets Impairment We evaluate our long-lived assets, including property, plant, and equipment, solar power systems leased and to be leased, and other intangible assets with finite lives, for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. 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. Our impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected to be generated by the assets over their remaining estimated useful lives. If our estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the assets over the remaining estimated useful lives, we record an impairment loss in the amount by which the carrying value of the assets exceeds the fair value. Fair value is generally measured based on either quoted market prices, if available, or discounted cash flow analysis. For purposes of the impairment evaluation, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. We must exercise judgment in assessing such groupings and levels. We then compare the estimated future undiscounted net cash flows expected to be generated by the asset group (including the eventual disposition of the asset group at residual value) to the asset group’s carrying value to determine if the asset group is recoverable. If our estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the asset group, we record an impairment loss in the amount by which the carrying value of the asset group exceeds the fair value. Fair value is generally measured based on (i) internally developed discounted cash flows for the asset group, (ii) third-party valuations, and (iii) quoted market prices, if available. If the fair value of an asset group is determined to be less than its carrying value, an impairment in the amount of the difference is recorded in the period that the impairment indicator occurs. There were no indicators of impairment during fiscal 2022, 2021, and 2020, and therefore no cash flow analysis was performed. |
Goodwill Impairment | Goodwill Impairment We test goodwill impairment at least annually during the last day of the third fiscal quarter, or when events or changes in circumstances indicate that goodwill might be impaired. The evaluation of impairment is performed at the reporting unit level. We have the option to perform a qualitative assessment of goodwill prior to completing a quantitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including existing goodwill. If goodwill is determined more likely than not to be impaired upon an initial assessment of qualitative factors, the next step is to compare the fair value of each reporting unit to its carrying value, including existing goodwill. Goodwill is considered impaired if the carrying value of a reporting unit exceeds its fair value. The amount of impairment is limited to the amount of goodwill allocated to the reporting unit. In measuring the fair value of the reporting units, we make estimates and judgments about our future cash flows using an income approach defined as Level 3 inputs under fair value measurement standards. The income approach, specifically a discounted cash flow analysis, includes assumptions for, among others, forecasted revenue, gross margin, operating income, working capital cash flow, perpetual growth rates and long-term discount rates, all of which require significant judgment by management. The sum of the fair values of our reporting units are also compared to our total external market capitalization to validate the appropriateness of its assumptions and such reporting unit values are adjusted, if appropriate. These assumptions also consider the current industry environment and the resulting impact on our expectations for the performance of our business. In the event that management determines that the value of goodwill has become impaired, we will incur an accounting charge for the amount of the impairment during the fiscal quarter in which the determination is made. Refer to Note 7. Goodwill and Other Intangible Assets for additional details on our goodwill impairment test performed during fiscal 2022. |
Accounting for Business Divestitures | Accounting for Business Divestitures From time to time, we may dispose of significant assets or portions of our business by sale or exchange for other assets. In accounting for such transactions, we apply the applicable accounting guidance under U.S. GAAP pertaining to discontinued operations and disposals of components of an entity. Our assessment includes whether such disposal represents a significant strategic shift in our operations and on the extent of our continuing involvement in relation to that portion of our business. We evaluate the significance of our intended divestiture transactions in relation to our consolidated financial measures to determine whether a disposal of assets or a business qualifies as discontinued operations. We recognize disposal related costs that are not part of divestiture consideration as general and administrative expense as they are incurred. These costs typically include transaction and disposal costs, such as legal, accounting, and other professional fees. |
Accounting for Business Divestitures | Accounting for Business Divestitures From time to time, we may dispose of significant assets or portions of our business by sale or exchange for other assets. In accounting for such transactions, we apply the applicable accounting guidance under U.S. GAAP pertaining to discontinued operations and disposals of components of an entity. Our assessment includes whether such disposal represents a significant strategic shift in our operations and on the extent of our continuing involvement in relation to that portion of our business. We evaluate the significance of our intended divestiture transactions in relation to our consolidated financial measures to determine whether a disposal of assets or a business qualifies as discontinued operations. We recognize disposal related costs that are not part of divestiture consideration as general and administrative expense as they are incurred. These costs typically include transaction and disposal costs, such as legal, accounting, and other professional fees. |
Business Combinations | Business Combinations We record all acquired assets and liabilities, including goodwill, other intangible assets, and contingent consideration at fair value. The initial recording of goodwill, other intangible assets, and contingent consideration requires certain estimates and assumptions concerning the determination of the fair values and useful lives. The judgments made in the context of the purchase price allocation can materially impact our future results of operations. Accordingly, for significant acquisitions, we obtain assistance from third-party valuation specialists. The valuations calculated from estimates are based on information available at the acquisition date (see Note 7. Goodwill and Other Intangible Assets ). We charge acquisition related costs that are not part of the consideration to sales, general, and administrative expense as they are incurred. These costs typically include transaction and integration costs, such as legal, accounting, and other professional fees. |
Recently Adopted Accounting Standards and Recent Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendment reduces the number of accounting models used for convertible debt instruments and convertible preferred stock, which results in fewer embedded conversion features separately recognized from the host contracts. ASU 2020-06 is effective no later than the first quarter of fiscal 2022. Early adoption is permitted no earlier than the first quarter of fiscal 2021, and the ASU should be applied retrospectively. We adopted the ASU during the first quarter of fiscal 2022. The adoption did not have any impact on our consolidated financial statements and related disclosures. In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance, which requires business entities to disclose information about transactions with a government that are accounted for by applying a grant or contribution model by analogy (for example, IFRS guidance in IAS 20 or guidance on contributions for not-for-profit entities in ASC 958-605). For transactions within scope, the new standard requires the disclosure of information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction. ASU 2021-10 is effective no later than the first quarter of fiscal 2022. We adopted the ASU during the fourth quarter of fiscal 2022. The adoption did not have a material impact on our consolidated financial statements and related disclosures. In December 2022, the ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which extends the optional transition relief to ease the potential burden in accounting for reference rate reform on financial reporting. The transition relief is provided through December 30, 2024 based on the expectation that the London Interbank Offered Rate (“LIBOR”) will cease to be published as of June 30, 2023. We adopted the ASU during the fourth quarter of fiscal 2022, and it did not have any impact on our consolidated financial statements and related disclosures. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property, Plant and Equipment | Useful Lives Leasehold improvements 1 to 20 Testing equipment and tools 2 to 10 Computer equipment and software 2 to 7 Solar power systems 30 Furniture and fixtures 3 to 5 As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Testing equipment and tools $ 1,157 $ 3,848 Leasehold improvements 16,960 31,085 Solar power systems 10,271 6,500 Computer equipment 14,411 23,112 Internal-use software 71,477 34,083 Furniture and fixtures 8,088 8,582 Transportation equipment 3,941 2,220 Vehicle finance leases 12,316 — Work-in-progress 5,958 4,076 Property, plant and equipment, gross 144,579 113,506 Less: accumulated depreciation and impairment 2 (68,106) (78,692) Property, plant and equipment, net 1, 2 $ 76,473 $ 34,814 1 Property, plant and equipment is predominantly located in the U.S. 2 For fiscal years 2022, 2021, and 2020, we recorded depreciation expense, including accretion expense related to our asset retirement obligations, of $21.3 million, $13.2 million and $15.6 million, respectively. |
Restatement of Previously Iss_2
Restatement of Previously Issued Condensed Consolidated Financial Statements (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | In the following tables, we have presented a reconciliation of our consolidated balance sheets, statements of operations, and cash flows as previously reported for these prior periods to the restated and revised amounts. Summary of Restatement - Consolidated Balance Sheets January 1, 2023 January 2, 2022 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Assets Current assets: Cash and cash equivalents $ 377,026 $ — $ 377,026 $ 123,735 $ — $ 123,735 Restricted cash and cash equivalents, current portion 9,855 813 e 10,668 691 717 e 1,408 Short-term investments 132,480 — 132,480 365,880 — 365,880 Accounts receivable, net 174,577 (4,903) e 169,674 121,268 (1,261) e 120,007 Contract assets 50,692 6,378 d 57,070 25,994 1,821 d 27,815 Inventories 316,815 (21,084) a, e 295,731 214,432 38 e 214,470 Advances to suppliers, current portion 9,309 2,750 a 12,059 462 — 462 Prepaid expenses and other current assets 197,760 51 a, d, e 197,811 100,212 (1,049) d, e 99,163 Current assets of discontinued operations — — — 120,792 — 120,792 Total current assets 1,268,514 (15,995) 1,252,519 1,073,466 266 1,073,732 Restricted cash and cash equivalents, net of current portion 15,151 3,661 e 18,812 14,887 3,269 e 18,156 Property, plant and equipment, net 74,522 1,951 e 76,473 33,560 1,254 e 34,814 Operating lease right-of-use assets 36,926 — 36,926 31,654 1,205 e 32,859 Solar power systems leased, net 41,779 — 41,779 45,502 — 45,502 Goodwill 126,338 (340) e 125,998 126,338 (340) e 125,998 Other intangible assets, net 24,192 — 24,192 24,879 — 24,879 Other long-term assets 192,585 (5,658) e 186,927 156,994 (1,142) e 155,852 Long-term assets of discontinued operations — — — 47,526 — 47,526 Total assets $ 1,780,007 $ (16,381) $ 1,763,626 $ 1,554,806 $ 4,512 $ 1,559,318 Liabilities and Equity Current liabilities: Accounts payable $ 242,229 $ 910 a, e $ 243,139 $ 138,514 $ 1,708 e $ 140,222 Accrued liabilities 145,229 2,890 a, e 148,119 101,980 2,163 e 104,143 Operating lease liabilities, current portion 11,356 — 11,356 10,753 1,114 e 11,867 Contract liabilities, current portion 144,209 (2,346) e 141,863 62,285 (861) e 61,424 Short-term debt 82,404 (164) e 82,240 109,568 (98) e 109,470 Convertible debt, current portion 424,919 — 424,919 — — — Current liabilities of discontinued operations — — — 86,496 — 86,496 Total current liabilities 1,050,346 1,290 1,051,636 509,596 4,026 513,622 Long-term debt 308 — 308 380 — 380 Convertible debt, net of current portion — — — 423,677 — 423,677 Operating lease liabilities, net of current portion 29,347 — 29,347 28,566 92 e 28,658 Contract liabilities, net of current portion 11,555 33 e 11,588 18,705 1,233 e 19,938 Other long-term liabilities 112,797 1,905 e 114,702 141,197 5,582 e 146,779 Long-term liabilities of discontinued operations — — — 42,661 — 42,661 Total liabilities 1,204,353 3,228 1,207,581 1,164,782 10,933 1,175,715 Commitments and contingencies Equity: Common stock 174 — 174 173 — 173 Additional paid-in capital 2,855,930 — 2,855,930 2,714,500 — 2,714,500 Accumulated deficit (2,066,175) (19,609) a, d, e (2,085,784) (2,122,212) (6,421) d, e (2,128,633) Accumulated other comprehensive income (loss) 11,568 — 11,568 11,168 — 11,168 Treasury stock, at cost (226,646) — (226,646) (215,240) — (215,240) Total stockholders' equity 574,851 (19,609) 555,242 388,389 (6,421) 381,968 Noncontrolling interests in subsidiaries 803 — 803 1,635 — 1,635 Total equity 575,654 (19,609) 556,045 390,024 (6,421) 383,603 Total liabilities and equity $ 1,780,007 $ (16,381) $ 1,763,626 $ 1,554,806 $ 4,512 $ 1,559,318 Summary of Restatement - Consolidated Statements of Operations Fiscal Year Ended January 1, 2023 Fiscal Year Ended January 2, 2022 (In thousands, except per share data) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Total revenues $ 1,741,072 $ 871 d, e $ 1,741,943 $ 1,132,029 $ (3,671) d, e $ 1,128,358 Total cost of revenues 1,377,169 (38,227) a-e 1,338,942 902,718 (26,412) b, d, e 876,306 Gross profit 363,903 39,098 403,001 229,311 22,741 252,052 Operating expenses: Research and development 24,759 — 24,759 15,711 100 e 15,811 Sales, general, and administrative 339,323 47,937 b, c, e 387,260 204,166 31,938 b, e 236,104 Restructuring charges (credits) 244 — 244 4,519 — 4,519 (Gain) loss on sale and impairment of residential lease assets — — — (294) — (294) (Gain) loss on business divestitures, net — — — (5,290) — (5,290) Expense (income) from transition services agreement, net 69 — 69 (4,255) — (4,255) Total operating expenses 364,395 47,937 412,332 214,557 32,038 246,595 Operating (loss) income (492) (8,839) (9,331) 14,754 (9,297) 5,457 Other income (expense), net: Interest income 3,200 — 3,200 168 — 168 Interest expense (21,566) 1 e (21,565) (24,031) (1) e (24,032) Other, net 115,405 — 115,405 22,332 — 22,332 Other income (expense), net 97,039 1 97,040 (1,531) (1) (1,532) Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees 96,547 (8,838) 87,709 13,223 (9,298) 3,925 Benefits from (provision for) income taxes 8,164 219 e 8,383 (7,267) (47) e (7,314) Equity in earnings (losses) of unconsolidated investees 2,323 (51) e 2,272 — — — Net income (loss) from continuing operations 107,034 (8,670) 98,364 5,956 (9,345) (3,389) (Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees (47,155) (4,574) c (51,729) (46,046) — (46,046) Benefits from (provision for) income taxes 584 56 e 640 2,048 — 2,048 Net (loss) income from discontinued operations (46,571) (4,518) (51,089) (43,998) — (43,998) Net income (loss) 60,463 (13,188) 47,275 (38,042) (9,345) (47,387) Net (income) loss from continuing operations attributable to noncontrolling interests (4,676) — (4,676) 145 — 145 Net loss (income) from discontinued operations attributable to noncontrolling interests 250 — 250 539 — 539 Net (income) loss attributable to noncontrolling interests (4,426) — (4,426) 684 — 684 Net income (loss) from continuing operations attributable to stockholders 102,358 (8,670) 93,688 6,101 (9,345) (3,244) Net (loss) income from discontinued operations attributable to stockholders (46,321) (4,518) (50,839) (43,459) — (43,459) Net income (loss) attributable to stockholders $ 56,037 $ (13,188) $ 42,849 $ (37,358) $ (9,345) $ (46,703) Net income (loss) per share attributable to stockholders - basic: Continuing operations $ 0.59 $ (0.05) a, c, d, e $ 0.54 $ 0.03 $ (0.05) d, e $ (0.02) Discontinued operations $ (0.27) $ (0.02) c, e $ (0.29) $ (0.25) $ — $ (0.25) Net income (loss) per share - basic $ 0.32 $ (0.07) a, d, e $ 0.25 $ (0.22) $ (0.05) d, e $ (0.27) Net income (loss) per share attributable to stockholders - diluted: Continuing operations $ 0.59 $ (0.05) a, c, d, e $ 0.54 $ 0.03 $ (0.05) d, e $ (0.02) Discontinued operations $ (0.27) $ (0.02) c, e $ (0.29) $ (0.25) $ — $ (0.25) Net income (loss) per share - diluted $ 0.32 $ (0.07) a, d, e $ 0.25 $ (0.22) $ (0.05) d, e $ (0.27) Weighted-average shares: Basic 173,919 — 173,919 172,436 — 172,436 Diluted 174,603 — 174,603 175,116 — 175,116 Fiscal Year Ended January 3, 2021 (In thousands, except per share data) As Previously Reported Restatement Adjustments Restatement Reference As Restated Total revenues $ 870,017 $ (6,528) d, e $ 863,489 Total cost of revenues 733,371 (18,352) b, d, e 715,019 Gross profit 136,646 11,824 148,470 Operating expenses: Research and development 19,322 (100) e 19,222 Sales, general, and administrative 138,815 15,005 b, e 153,820 Restructuring charges (credits) 2,604 — 2,604 Loss (gain) on sale and impairment of residential lease assets 45 — 45 (Gain) loss on business divestitures, net (10,334) — (10,334) (Income) expense from transition services agreement, net (6,260) — (6,260) Total operating expenses 144,192 14,905 159,097 Operating (loss) income (7,546) (3,081) (10,627) Other income (expense), net: Interest income 753 — 753 Interest expense (28,683) — (28,683) Other, net 692,335 — 692,335 Other income (expense), net 664,405 — 664,405 Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees 656,859 (3,081) 653,778 (Provision for) benefits from income taxes (57,665) (152) e (57,817) Net income (loss) from continuing operations 599,194 (3,233) 595,961 (Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees 1 (127,889) 1,078 e (126,811) Benefits from (provision for) income taxes 3,307 (49) e 3,258 Equity in (losses) earnings of unconsolidated investees (586) — (586) Net (loss) income from discontinued operations (125,168) 1,029 (124,139) Net income (loss) 474,026 (2,204) 471,822 Net loss (income) from continuing operations attributable to noncontrolling interests 1,187 — 1,187 Net (income) loss from discontinued operations attributable to noncontrolling interests (165) — (165) Net loss (income) attributable to noncontrolling interests 1,022 — 1,022 Net income (loss) from continuing operations attributable to stockholders 600,381 (3,233) 597,148 Net (loss) income from discontinued operations attributable to stockholders (125,333) 1,029 (124,304) Net income (loss) attributable to stockholders $ 475,048 $ (2,204) $ 472,844 Net income (loss) per share attributable to stockholders - basic: Continuing operations $ 3.54 $ (0.02) d, e $ 3.52 Discontinued operations $ (0.74) $ 0.01 e $ (0.73) Net income (loss) per share - basic $ 2.80 $ (0.01) d, e $ 2.79 Net income (loss) per share attributable to stockholders - diluted: Continuing operations $ 3.12 $ (0.02) d, e $ 3.10 Discontinued operations $ (0.64) $ 0.01 e $ (0.63) Net income (loss) per share - diluted $ 2.48 $ (0.01) d, e $ 2.47 Weighted-average shares: Basic 169,801 — 169,801 Diluted 197,242 — 197,242 Summary of Restatement - Consolidated Statements of Cash Flows Fiscal Year Ended January 1, 2023 Fiscal Year Ended January 2, 2022 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated As Previously Reported Restatement Adjustments Restatement Reference As Restated Cash flows from operating activities: Net income (loss) $ 60,463 $ (13,188) a, d, e $ 47,275 $ (38,042) $ (9,345) d, e $ (47,387) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 29,485 806 e 30,291 11,434 429 e 11,863 Amortization of cloud computing arrangements 5,115 224 e 5,339 72 — 72 Stock-based compensation 26,434 — 26,434 25,902 — 25,902 Amortization of debt issuance costs 3,664 — 3,664 5,042 — 5,042 Equity in (earnings) losses of unconsolidated investees (2,323) 52 e (2,271) — — — (Gain) loss on equity investments (114,710) — (114,710) (21,712) — (21,712) (Gain) loss on sale of investments — — — (1,162) — (1,162) (Gain) loss on business divestitures, net — — — (224) — (224) Unrealized (gain) loss on derivatives (2,293) — (2,293) — — — Dividend from equity method investees 120 — 120 — — — Deferred income taxes (13,973) — (13,973) 5,688 — 5,688 (Gain) loss on sale and impairment of residential lease assets — — — (226) — (226) Other, net 1,209 — 1,209 (5,670) 5,000 e (670) Changes in operating assets and liabilities: Accounts receivable (63,611) 3,642 e (59,969) (18,549) 1,757 e (16,792) Contract assets (9,617) (4,557) d (14,174) 34,850 1,410 d 36,260 Inventories (111,349) 21,122 a, e (90,227) (5,325) (38) e (5,363) Project assets 295 — 295 4,398 — 4,398 Prepaid expenses and other assets (202,474) 1,787 a, d, e (200,687) (32,701) (25) d, e (32,726) Operating lease right-of-use assets 11,257 188 e 11,445 11,257 5 e 11,262 Advances to suppliers (9,165) (2,750) a (11,915) (462) — (462) Accounts payable and other accrued liabilities 122,986 (2,468) a, e 120,518 (16,269) 5,971 e (10,298) Contract liabilities 100,584 (2,684) e 97,900 10,229 (1,074) e 9,155 Operating lease liabilities (13,579) (1,589) e (15,168) (13,006) (4) e (13,010) Net cash (used in) provided by operating activities (181,482) 585 (180,897) (44,476) 4,086 (40,390) Cash flows from investing activities: Purchases of property, plant, and equipment (48,807) — (48,807) (10,024) — (10,024) Investments in software development costs (5,690) — (5,690) (3,519) — (3,519) Proceeds from sale of property, plant and equipment — — — 900 — 900 Cash paid for solar power systems — — — (635) — (635) Cash received from sale of investments — — — 1,200 — 1,200 Proceeds from business divestiture, net of de-consolidated cash — — — 10,516 — 10,516 Cash received from C&I Solutions sale, net of de-consolidated cash 146,303 — 146,303 — — — Cash paid for acquisitions, net of cash acquired — — — (124,200) — (124,200) Cash paid for equity investments under the Dealer Accelerator Program and other (30,920) — (30,920) — — — Proceeds from sale of equity investment 440,108 — 440,108 177,780 — 177,780 Proceeds from return of capital from equity investments — — — 2,276 — 2,276 Cash paid for investments in unconsolidated investees (8,173) — (8,173) — — — Dividend from equity method investee, in excess of cumulative earnings 150 — 150 — — — Net cash provided by (used in) investing activities 492,971 — 492,971 54,294 — 54,294 Cash flows from financing activities: Proceeds from bank loans and other debt 146,211 — 146,211 152,081 — 152,081 Repayment of bank loans and other debt (182,274) (66) e (182,340) (180,771) (98) e (180,869) Repayment of non-recourse residential and commercial financing — — — (9,798) — (9,798) Distributions to noncontrolling interests attributable to residential projects (9,201) — (9,201) — — — Repayment of convertible debt — — — (62,757) — (62,757) Payments for financing leases (1,401) (31) e (1,432) — (2) e (2) Issuance of common stock to executive — — — 2,998 — 2,998 Purchases of stock for tax withholding obligations on vested restricted stock (11,405) — (11,405) (9,762) — (9,762) Net cash (used in) provided by financing activities (58,070) (97) (58,167) (108,009) (100) (108,109) Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents $ — $ — $ — $ — $ — $ — Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents 253,419 488 253,907 (98,191) 3,986 (94,205) Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 148,613 3,986 e 152,599 246,804 — 246,804 Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 402,032 $ 4,474 $ 406,506 $ 148,613 $ 3,986 $ 152,599 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: Cash and cash equivalents $ 377,026 $ — $ 377,026 $ 127,130 $ — $ 127,130 Restricted cash and cash equivalents, current portion 9,855 813 e 10,668 4,157 717 e 4,874 Restricted cash and cash equivalents, net of current portion 15,151 3,661 e 18,812 17,326 3,269 e 20,595 Total cash, cash equivalents, and restricted cash $ 402,032 $ 4,474 $ 406,506 $ 148,613 $ 3,986 $ 152,599 Supplemental disclosure of non-cash activities: Property, plant and equipment acquisitions funded by liabilities (including financing leases) $ 12,428 $ (48) e $ 12,380 $ 1,320 $ 48 e $ 1,368 Right-of-use assets obtained in exchange for lease obligations $ 15,469 $ (1,017) e $ 14,452 $ 19,628 $ 1,210 e $ 20,838 Working capital adjustment related to C&I Solutions sale $ 7,005 $ — $ 7,005 $ — $ — $ — Deconsolidation of right-of-use assets and lease obligations $ — $ — $ — $ 3,340 $ — $ 3,340 Debt repaid in sale of commercial projects $ — $ — $ — $ 5,585 $ — $ 5,585 Fair value of contingent consideration for business combination $ — $ — $ — $ 11,100 $ — $ 11,100 Supplemental cash flow disclosures: Cash paid for interest $ 21,064 $ — $ 21,064 $ 25,289 $ — $ 25,289 Cash paid for income taxes $ 7,437 $ — $ 7,437 $ 22,825 $ — $ 22,825 Fiscal Year Ended January 3, 2021 (In thousands) As Previously Reported Restatement Adjustments Restatement Reference As Restated Cash flows from operating activities: Net income (loss) $ 474,026 $ (2,204) d, e $ 471,822 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 48,304 356 e 48,660 Stock-based compensation 24,817 — 24,817 Amortization of debt issuance costs 6,562 — 6,562 Equity in losses (earnings) of unconsolidated investees 586 — 586 (Gain) loss on equity investments (692,100) — (692,100) (Gain) loss on retirement of convertible debt (2,182) — (2,182) (Gain) loss on business divestitures, net (10,334) — (10,334) Deferred income taxes 19,241 — 19,241 Loss (gain) on sale and impairment of residential lease assets 1,024 — 1,024 Other, net 534 (338) 196 Changes in operating assets and liabilities: Accounts receivable 98,962 (496) e 98,466 Contract assets (12,063) (420) e (12,483) Inventories (29,808) — (29,808) Project assets (8,187) — (8,187) Prepaid expenses and other assets (6,161) 522 e (5,639) Operating lease right-of-use assets 10,552 — 10,552 Advances to suppliers 13,482 — 13,482 Accounts payable and other accrued liabilities (78,269) 1,134 e (77,135) Contract liabilities (35,976) 1,446 e (34,530) Operating lease liabilities (10,401) — (10,401) Net cash (used in) provided by operating activities (187,391) — (187,391) Cash flows from investing activities: Purchases of property, plant, and equipment (14,577) — (14,577) Cash paid for solar power systems (6,528) — (6,528) Purchases of marketable securities (1,338) — (1,338) Proceeds from maturities of marketable securities 6,588 — 6,588 Cash outflow upon Maxeon Solar Spin-Off, net of proceeds (131,136) — (131,136) Proceeds from business divestiture, net of deconsolidated cash 15,418 — 15,418 Proceeds from sale of equity investment 253,039 — 253,039 Proceeds from return of capital from equity investments 7,724 — 7,724 Net cash provided by (used in) investing activities 129,190 — 129,190 Cash flows from financing activities: Proceeds from bank loans and other debt 216,483 — 216,483 Repayment of bank loans and other debt (227,677) — (227,677) Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs 14,789 — 14,789 Repayment of non-recourse residential and commercial financing (9,044) — (9,044) Contributions from noncontrolling interests attributable to residential projects 22 — 22 Distributions to noncontrolling interests attributable to residential projects (1,392) — (1,392) Repayment of convertible debt (334,732) — (334,732) Proceeds from issuance of Maxeon Solar green convertible debt 200,000 — 200,000 Receipt of contingent asset of a prior business combination 2,245 — 2,245 Settlement of contingent consideration arrangement of a prior business combination (776) — (776) Equity offering costs paid (928) — (928) Purchases of stock for tax withholding obligations on vested restricted stock (12,842) — (12,842) Net cash (used in) provided by financing activities (153,852) — (153,852) Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents 200 — 200 Net (decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents (211,853) — (211,853) Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 458,657 — 458,657 Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 246,804 $ — $ 246,804 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets: Cash and cash equivalents $ 232,765 $ — $ 232,765 Restricted cash and cash equivalents, current portion 5,518 — 5,518 Restricted cash and cash equivalents, net of current portion 8,521 — 8,521 Total cash, cash equivalents, and restricted cash $ 246,804 $ — $ 246,804 Supplemental disclosure of non-cash activities: Costs of solar power systems funded by liabilities $ 635 $ — $ 635 Property, plant and equipment acquisitions funded by liabilities (including financing leases) $ 866 $ — $ 866 Right-of-use assets obtained in exchange for lease obligations $ 22,794 $ — $ 22,794 Assumption of liabilities in connection with business divestiture $ 9,056 $ — $ 9,056 Holdbacks in connection with business divestiture $ 7,199 $ — $ 7,199 Costs of solar power systems sourced from existing inventory $ 1,018 $ — $ 1,018 Supplemental cash flow disclosures: Cash paid for interest $ 31,704 $ — $ 31,704 Cash paid for income taxes $ 18,708 $ — $ 18,708 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table presents the gain on sale of our C&I Solutions business recorded within our consolidated statements of equity for the year ended January 1, 2023: Twelve Months Ended (In thousands) January 1, 2023 Net cash consideration $ 149,171 Less: Working capital adjustments based on Closing Statement 7,005 Less: Net book value of assets sold 24,562 Less: Income taxes impact from sale 1,371 Gain on sale of C&I Solutions business $ 116,233 Gain on sale of C&I Solutions business - within additional paid-in capital $ 112,290 Gain on sale of C&I Solutions business - within non-controlling interest $ 3,943 The following table presents the assets and liabilities of C&I Solutions as of January 2, 2022, presented as assets and liabilities of discontinued operations on the consolidated balance sheet: (In thousands) January 2, 2022 Assets Current assets: Cash and cash equivalents $ 3,395 Restricted cash and cash equivalents, current portion 3,466 Accounts receivable, net 5,522 Contract assets 55,673 Inventories 28,561 Advances to suppliers, current portion 2,813 Project assets - plants and land, current portion 8,105 Prepaid expenses and other current assets 13,257 Total current assets of discontinued operations 120,792 Restricted cash and cash equivalents, net of current portion 2,439 Property, plant and equipment, net 1,734 Operating lease right-of-use assets 27,572 Other long-term assets 15,781 Total assets of discontinued operations $ 168,318 Liabilities Current liabilities: Accounts payable $ 38,541 Accrued liabilities 16,895 Operating lease liabilities, current portion 1,400 Contract liabilities, current portion 26,559 Short-term debt 3,101 Total current liabilities of discontinued operations 86,496 Operating lease liabilities, net of current portion 10,200 Contract liabilities, net of current portion 9,096 Other long-term liabilities 23,365 Total liabilities of discontinued operations $ 129,157 The following table presents financial results of C&I Solutions presented as discontinued operations in the consolidated statements of operations in the corresponding periods: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 (As Restated) Total revenues $ 36,710 $ 191,464 $ 254,811 Total cost of revenues 63,353 199,168 224,331 Gross (loss) profit (26,643) (7,704) 30,480 Operating expenses 23,212 34,512 28,947 Operating (loss) income (49,855) (42,216) 1,533 Other (expense) income, net (1,874) (3,830) (3,823) (Loss) earnings before income taxes (51,729) (46,046) (2,290) Benefits from (provision for) income taxes 640 2,048 116 Net (loss) income from discontinued operations (51,089) (43,998) (2,174) Net loss (income) from discontinued operations attributable to noncontrolling interests 250 539 1,148 Net (loss) income from discontinued operations attributable to stockholders $ (50,839) $ (43,459) $ (1,026) The following table presents significant non-cash items and capital expenditures of discontinued operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Depreciation and amortization $ 85 $ 2,592 $ 6,494 Stock-based compensation 21 2,970 2,365 (Gain) loss on change in valuation of equity method investments — (726) — (Gain) loss on sale of investments — (1,162) — Loss (gain) on business divestiture — 5,066 (10,334) |
Transactions with Total and T_2
Transactions with Total and Total Energies SE (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following are balances and transactions entered into with Total and its affiliates. As of (In thousands) January 1, 2023 January 2, 2022 Accounts receivable $ 489 $ 238 Prepaid expenses and other current assets 2,898 — Other long-term assets 1,284 — Accrued liabilities 8,033 — Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Other income: Gain on early retirement of convertible debt $ — $ — $ 1,857 (Income) expense from transition services agreement, net (281) — — Sublease income (recorded in sales, general, and administrative expense) (499) — — Interest expense: Guarantee fees incurred under the Credit Support Agreement — — 13 Interest expense incurred on the 0.875% debentures due 2021 — — 1,238 Interest expense incurred on the 4.00% debentures due 2023 4,000 4,000 4,000 Related-party transactions and balances with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Accounts receivable $ 33,864 $ 22,089 Prepaid expenses and other current assets 3,959 2,222 Other long-term assets 6,549 11,000 Accounts payable 165 53 Accrued liabilities 97 676 Contract liabilities 63,504 17,442 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Revenues and fees received from investees for products/services $ 251,265 $ 202,386 $ 201,130 (Gain) loss on business divestitures, net — (224) — The below table summarizes our transactions with Maxeon Solar for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Purchases of photo-voltaic modules (recorded in cost of revenues) $ 190,633 $ 224,576 $ 96,217 Research and development expenses reimbursement received 18,626 33,475 12,473 Income (expense) from transition services agreement, net (350) 5,876 6,260 Sublease income (recorded in sales, general, and administrative expense) 639 — — The Company had the following balances related to transactions with Maxeon Solar as of January 1, 2023 and January 2, 2022: As of January 1, 2023 January 2, 2022 (As Restated) Prepaid and other current assets $ 607 $ 1,928 Accrued liabilities 11,239 7,493 Accounts payable 38,486 29,130 Other long-term liabilities 1,458 1,458 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables represent disaggregated revenue from contracts with customers for fiscal 2022, 2021, and 2020: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Solar power systems sales $ 1,341,277 $ 783,037 $ 534,162 Component sales 337,076 240,911 185,858 Light commercial sales 46,543 72,126 97,136 Services and other 17,047 32,284 46,333 Total revenues $ 1,741,943 $ 1,128,358 $ 863,489 |
Schedule of Contract Asset and Contract Liability | Total contract assets and contract liabilities balances as of the respective dates are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Contract assets $ 57,379 $ 33,746 Contract liabilities 153,451 81,362 1 As of January 1, 2023, we had indemnifications of $1.1 million retained in connection with our C&I Solutions sale, which are presented within “contract liabilities, net of current portion” on our consolidated balance sheets. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Accounts Receivable, Net | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Accounts receivable, gross $ 184,733 $ 134,651 Less: allowance for credit losses (14,750) (14,375) Less: allowance for sales returns (309) (269) Accounts receivable, net $ 169,674 $ 120,007 |
Schedule of Valuation and Qualifying Accounts Disclosure | (In thousands) Balance at Beginning of Period Charges (Releases) to Expenses / Revenues Additions (Deductions) Balance at End of Period Allowance for credit losses: Year ended January 1, 2023 $ 14,375 $ 2,706 $ (2,331) $ 14,750 Year ended January 2, 2022 13,850 2,447 (1,922) 14,375 Year ended January 3, 2021 15,148 2,375 (3,673) 13,850 Allowance for sales returns: Year ended January 1, 2023 $ 269 $ 40 $ — $ 309 Year ended January 2, 2022 181 88 — 269 Year ended January 3, 2021 285 (104) — 181 |
Schedule of Inventory | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Photo-voltaic modules $ 136,006 $ 130,671 Microinverters 48,645 24,040 Energy Storage 62,861 26,849 Other solar power system component materials 48,219 32,910 Inventories 1 $ 295,731 $ 214,470 1 Photovoltaic modules are classified as finished goods, while the remaining components of total inventories are classified as raw materials. |
Schedule of Prepaid Expenses and Other Current Assets | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred project costs $ 125,604 $ 51,010 Deferred costs for solar power systems 34,124 18,834 Related-party receivables 3,959 3,851 Other 34,124 25,468 Prepaid expenses and other current assets $ 197,811 $ 99,163 |
Schedule of Property, Plant and Equipment, Net | Useful Lives Leasehold improvements 1 to 20 Testing equipment and tools 2 to 10 Computer equipment and software 2 to 7 Solar power systems 30 Furniture and fixtures 3 to 5 As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Testing equipment and tools $ 1,157 $ 3,848 Leasehold improvements 16,960 31,085 Solar power systems 10,271 6,500 Computer equipment 14,411 23,112 Internal-use software 71,477 34,083 Furniture and fixtures 8,088 8,582 Transportation equipment 3,941 2,220 Vehicle finance leases 12,316 — Work-in-progress 5,958 4,076 Property, plant and equipment, gross 144,579 113,506 Less: accumulated depreciation and impairment 2 (68,106) (78,692) Property, plant and equipment, net 1, 2 $ 76,473 $ 34,814 1 Property, plant and equipment is predominantly located in the U.S. 2 For fiscal years 2022, 2021, and 2020, we recorded depreciation expense, including accretion expense related to our asset retirement obligations, of $21.3 million, $13.2 million and $15.6 million, respectively. |
Schedule of Other Long-Term Assets | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Equity investments with readily determinable fair value $ — $ 91,473 Equity investments without readily determinable fair value 31,699 807 Equity investments with fair value option 18,346 8,374 Cloud computing arrangements implementation costs 1 7,934 11,692 Deposits with related parties 7,329 11,000 Retail installment contract receivables, net of current portion 2 98,001 — Long-term deferred project costs 3,109 4,542 Long-term prepaid taxes — 4,145 Derivative assets 2,293 — Debt issuance cost 3,556 — Other 14,660 23,819 Other long-term assets $ 186,927 $ 155,852 1 For fiscal years 2022 and 2021, we recorded amortization expense of $5.3 million and $0.1 million, respectively, related to the amortization of our capitalized CCA costs. 2 |
Schedule of Accrued Liabilities | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Employee compensation and employee benefits $ 36,452 $ 15,641 Interest payable 8,549 8,005 Short-term warranty reserves 29,677 24,164 Restructuring reserve 2 2,137 Legal expenses 2,681 9,052 Taxes payable 9,641 5,571 Payable to related parties 11,239 — Short-term finance lease liabilities 2,949 11 Indemnification obligations retained from C&I Solutions sale 1 20,781 — Short-term asset retirement obligation liability 1,396 1,127 Other 24,752 38,435 Accrued liabilities $ 148,119 $ 104,143 1 As of January 1, 2023, we had a total of $13.5 million and $7.3 million of warranty reserves and other indemnifications, respectively, retained in connection with the sale of our C&I Solutions business to TotalEnergies Renewables. |
Schedule of Other Long-Term Liabilities | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred revenue $ 35,864 $ 40,321 Long-term warranty reserves 23,931 56,428 Unrecognized tax benefits 12,295 14,689 Long-term pension liability 3,683 3,758 Long-term deferred tax liabilities 1,137 15,834 Long-term taxes payable — 866 Related-party liabilities 1,458 1,458 Long-term finance lease liabilities 7,878 35 Indemnification obligations retained from C&I Solutions sale 1 11,385 — Long-term asset retirement obligation liability 2,395 1,972 Other 14,676 11,418 Other long-term liabilities $ 114,702 $ 146,779 1 As of January 1, 2023, we had a total of $7.6 million and $3.8 million of warranty reserves and other indemnifications, respectively, retained in connection with the sale of our C&I Solutions business to TotalEnergies Renewables. |
Schedule of Accumulated Other Comprehensive Income | As of (In thousands) January 1, 2023 January 2, 2022 Cumulative translation adjustment $ 9,576 $ 9,620 Net gain on long-term pension liability obligation 1,992 1,548 Accumulated other comprehensive income $ 11,568 $ 11,168 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Other Intangible Assets | The following table represents our other intangible assets with finite useful lives: (In thousands) Gross Carrying Amount Accumulated Amortization Net Book Value As of January 1, 2023: Developed technology $ 3,700 $ (1,542) $ 2,158 Brand 15,800 (4,937) 10,863 Non-compete agreements 3,400 (1,417) 1,983 Software development costs 9,250 (62) 9,188 Total $ 32,150 $ (7,958) $ 24,192 As of January 2, 2022: Developed technology $ 3,700 $ (308) $ 3,392 Brand 15,800 (988) 14,812 Non-compete agreements 3,400 (283) 3,117 Software development costs 3,579 (21) 3,558 Total $ 26,479 $ (1,600) $ 24,879 |
Schedule of Future Amortization Expense | As of January 1, 2023, the estimated future amortization expense related to intangible assets with finite useful lives for each of the next three fiscal years was as follows: Expected Amortization Expense Fiscal Year (In thousands) 2023 $ 12,443 2024 8,787 2025 2,962 Total $ 24,192 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule 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 January 1, 2023 and January 2, 2022: January 1, 2023 January 2, 2022 (In thousands) Total Fair Value Level 3 Level 2 Level 1 Total Fair Value Level 3 Level 2 Level 1 Assets Cash and cash equivalents: Money market funds $ 297,474 $ — $ — $ 297,474 $ — $ — $ — $ — Other long-term assets: Equity investments with FVO 18,346 18,346 — — 8,374 8,374 — — Equity investments with readily determinable fair value 132,480 — — 132,480 457,352 — — 457,352 Interest rate swaps 2,293 — 2,293 — — — — — Total assets $ 450,593 $ 18,346 $ 2,293 $ 429,954 $ 465,726 $ 8,374 $ — $ 457,352 |
Schedule of Equity Method Investment Movements | The following table summarizes movements in equity investments for the year ended January 1, 2023. There were no internal movements between Level 1 or Level 2 fair value measurements to or from Level 3 fair value measurements for the year ended January 1, 2023. (In thousands) Beginning balance as of January 2, 2022 Equity Distribution Additional Investment Other adjustment 1 Ending balance as of January 1, 2023 Equity investments with FVO $ 8,374 $ — $ 8,172 $ 1,800 $ 18,346 1 |
Schedule of 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 January 1, 2023. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. 2022 Assets: Fair value Valuation Technique Unobservable Input Range 1 Weighted Average 1 Other long-term assets: Equity investments $ 18,346 Discounted cash flows Discount rate Residual value 12.5%-13% 6.3%-12.9% 12.7% 8.2% Total assets $ 18,346 1 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
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 consolidated statements of operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 January 2021 Restructuring Plan: Severance and benefits $ (155) $ 3,517 $ — Other costs 1 1 42 — Total January 2021 Restructuring Plan 2 (154) 3,559 — December 2019 Restructuring Plan: Severance and benefits (53) 978 459 Other costs 1 — 112 6 Total December 2019 Restructuring Plan (53) 1,090 465 Other restructuring 2 451 (130) (80) Total restructuring charges (credits) $ 244 $ 4,519 $ 385 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. 2 Other restructuring charges during the year ended January 1, 2023 included $0.5 million of severance costs for certain employees as a result of our announcement to exit the Light Commercial business which began in the first quarter of fiscal 2022. |
Schedule of Restructuring Reserve | The following table summarizes the restructuring reserve activities during the year ended January 1, 2023: Fiscal Year (In thousands) 2021 Charges (Benefits) (Payments) Recoveries 2022 January 2021 Restructuring Plan: Severance and benefits $ 764 $ (155) $ (607) $ 2 Other costs 1 — 1 (1) — Total January 2021 Restructuring Plan 764 (154) (608) 2 December 2019 Restructuring Plan: Severance and benefits 1,373 (53) (1,320) — Other costs 1 — — — — Total December 2019 Restructuring Plan 1,373 (53) (1,320) — Other restructuring 2 — 451 (451) — Total restructuring reserve activities $ 2,137 $ 244 $ (2,379) $ 2 1 Other costs primarily represent associated legal and advisory services, and costs of relocating employees. 2 Other restructuring charges during the year ended January 1, 2023 included $0.5 million of severance costs for certain employees as a result of our announcement to exit the Light Commercial business which began in the first quarter of fiscal 2022. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Lease, Cost | The tables below present the summarized quantitative information with regard to facility and equipment lease contracts we have entered into: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) Operating lease expense $ 13,979 $ 12,787 $ 13,563 Finance lease expense: Amortization expense 1,432 2 — Interest expense on lease liabilities 312 — — Sublease income (1,365) (437) (271) Total $ 14,358 $ 12,352 $ 13,292 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 17,702 $ 14,535 $ 18,984 Operating cash flows for finance leases $ 312 $ — $ — Financing cash flows for finance leases $ 1,432 $ 2 $ — Right-of-use assets and property, plant, and equipment obtained in exchange for leases: Operating leases $ 14,452 $ 20,838 $ 22,794 Finance leases $ 11,293 $ 48 $ — As of January 1, 2023 January 2, 2022 Weighted-average remaining lease term (in years): Operating leases 3.7 3.6 Finance leases 3.4 — Weighted-average discount rate: Operating leases 8.0 % 8.5 % Finance leases 7.0 % — % |
Schedule of Future Minimum Rental Payments for Operating Leases | The future minimum lease payments to be paid under non-cancellable leases in effect as of January 1, 2023, are as follows: Operating Leases Finance Leases As of January 1, 2023 (In thousands) 2023 $ 14,296 $ 3,569 2024 12,122 3,402 2025 8,394 3,211 2026 6,994 1,751 2027 4,225 214 Thereafter 1,794 — Total lease payments 47,825 12,147 Less: imputed interest (7,122) (1,320) Total $ 40,703 $ 10,827 |
Schedule of Future Purchase Obligations | Future purchase obligations under non-cancellable purchase orders and long-term supply agreements as o f January 1, 2023 are as follows: (In thousands) Fiscal 2023 Fiscal 2024 Fiscal 2025 Fiscal 2026 Fiscal 2027 Thereafter Total Future purchase obligations $ 367,054 $ 184,926 $ 159,929 $ 778 $ 784 $ 3,745 $ 717,216 |
Schedule of Product Warranty Liability | The following table summarizes accrued warranty activities for fiscal 2022, 2021, and 2020: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Balance at the beginning of the period $ 80,592 $ 64,332 $ 85,762 Accruals for warranties issued during the period 16,108 46,205 4,391 Settlements and adjustments during the period (21,949) (29,945) (25,821) Balance at the end of the period $ 74,751 $ 80,592 $ 64,332 |
Equity Investments (Tables)
Equity Investments (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The carrying value of our equity investments, classified as “short-term investments” and “other long-term assets” on our consolidated balance sheets, are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Equity investments with readily determinable fair value: Enphase Energy, Inc. $ 132,480 $ 457,352 Total equity investments with readily determinable fair value 132,480 457,352 Equity investments without readily determinable fair value: OhmConnect investment 5,000 — Equity method investments under the Dealer Accelerator Program 26,419 — Other equity investments without readily determinable fair value 280 807 Total equity investments without readily determinable fair value 31,699 807 Equity investments with fair value option: SunStrong Capital Holdings, LLC 9,871 8,371 Dorado Development Partners, LLC 8,173 — SunStrong Partners, LLC 302 3 Total equity investment with fair value option 18,346 8,374 Total equity investments $ 182,525 $ 466,533 |
Summarized Financial Information of Unconsolidated VIEs | The following tables present summarized consolidated financial statements for SunStrong, a significant investee, based on unaudited information provided to us by the investee: 1 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Summarized statements of operations information: Revenues $ 147,946 $ 136,428 $ 123,772 Net income (loss) (768) 5,575 (10,788) Net income (loss) attributable to parents 10,751 (37,913) 52,483 As of (In thousands) January 1, 2023 January 2, 2022 Summarized balance sheet information: Current assets $ 88,561 $ 93,722 Long-term assets 1,823,437 1,626,125 Current liabilities 94,414 65,872 Long-term liabilities 1,378,462 1,295,540 1 Note that amounts are reported one quarter in arrears as permitted by applicable guidance. |
Schedule of Related Party Transactions | The following are balances and transactions entered into with Total and its affiliates. As of (In thousands) January 1, 2023 January 2, 2022 Accounts receivable $ 489 $ 238 Prepaid expenses and other current assets 2,898 — Other long-term assets 1,284 — Accrued liabilities 8,033 — Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Other income: Gain on early retirement of convertible debt $ — $ — $ 1,857 (Income) expense from transition services agreement, net (281) — — Sublease income (recorded in sales, general, and administrative expense) (499) — — Interest expense: Guarantee fees incurred under the Credit Support Agreement — — 13 Interest expense incurred on the 0.875% debentures due 2021 — — 1,238 Interest expense incurred on the 4.00% debentures due 2023 4,000 4,000 4,000 Related-party transactions and balances with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Accounts receivable $ 33,864 $ 22,089 Prepaid expenses and other current assets 3,959 2,222 Other long-term assets 6,549 11,000 Accounts payable 165 53 Accrued liabilities 97 676 Contract liabilities 63,504 17,442 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Revenues and fees received from investees for products/services $ 251,265 $ 202,386 $ 201,130 (Gain) loss on business divestitures, net — (224) — The below table summarizes our transactions with Maxeon Solar for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Purchases of photo-voltaic modules (recorded in cost of revenues) $ 190,633 $ 224,576 $ 96,217 Research and development expenses reimbursement received 18,626 33,475 12,473 Income (expense) from transition services agreement, net (350) 5,876 6,260 Sublease income (recorded in sales, general, and administrative expense) 639 — — The Company had the following balances related to transactions with Maxeon Solar as of January 1, 2023 and January 2, 2022: As of January 1, 2023 January 2, 2022 (As Restated) Prepaid and other current assets $ 607 $ 1,928 Accrued liabilities 11,239 7,493 Accounts payable 38,486 29,130 Other long-term liabilities 1,458 1,458 |
Debt and Credit Sources (Tables
Debt and Credit Sources (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table summarizes our outstanding debt on our consolidated balance sheets: January 1, 2023 January 2, 2022 (As Restated) (As Restated) (In thousands) Face Value Short-term Long-term Total 1 Face Value Short-term Long-term Total 1 Recourse Debt: 4.00% debentures due 2023 2,5 $ 424,991 $ 424,919 $ — $ 424,919 $ 424,991 $ — $ 423,677 $ 423,677 Asset-Backed Loan 4 — — — — 60,800 60,579 — 60,579 Safe Harbor Loan 3 — — — — 48,529 47,894 — 47,894 Other Debt 11,733 11,733 — 11,733 917 917 — 917 Total recourse debt $ 436,724 $ 436,652 $ — $ 436,652 $ 535,237 $ 109,390 $ 423,677 $ 533,067 Non-Recourse Debt: Credit Suisse Warehouse Loan $ 71,577 $ 70,443 $ — $ 70,443 $ — $ — $ — $ — Other Debt 371 64 308 372 460 80 380 460 Total non-recourse debt $ 71,948 $ 70,507 $ 308 $ 70,815 $ 460 $ 80 $ 380 $ 460 Total $ 508,672 $ 507,159 $ 308 $ 507,467 $ 535,697 $ 109,470 $ 424,057 $ 533,527 1 Refers to the total carrying value of the outstanding debt arrangement. 2 See table below for discussion on the fair value of the convertible debt. 3 In June 2022, we repaid the remaining outstanding principal amount of our $47.6 million loan with Hannon Armstrong under the Safe Harbor facility. 4 In September 2022, we repaid the outstanding principal amount of our $61.7 million asset-backed loan with Bank of America, N.A. and terminated the facility. 5 On January 17, 2023, we repaid the remaining outstanding principal amount of $425.0 million of our 4.00% |
Schedule of Maturities of Debt | As of January 1, 2023, the aggregate future contractual maturities of our outstanding debt, at face value, were as follows: (In thousands) (as restated) Fiscal 2023 Fiscal 2024 Fiscal 2025 Fiscal 2026 Fiscal 2027 Thereafter Total Aggregate future maturities of outstanding debt $ 508,365 $ 65 $ 70 $ 74 $ 78 $ 20 $ 508,672 |
Schedule of Long-Term Convertible Debt Instruments | The following table summarizes our outstanding convertible debt: January 1, 2023 January 2, 2022 (In thousands) Carrying Value Face Value Fair Value 1 Carrying Value Face Value Fair Value 1 Convertible debt: 4.00% debentures due 2023 $ 424,919 $ 424,991 $ 431,720 $ 423,677 $ 424,991 $ 501,489 $ 424,919 $ 424,991 $ 431,720 $ 423,677 $ 424,991 $ 501,489 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. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following are balances and transactions entered into with Total and its affiliates. As of (In thousands) January 1, 2023 January 2, 2022 Accounts receivable $ 489 $ 238 Prepaid expenses and other current assets 2,898 — Other long-term assets 1,284 — Accrued liabilities 8,033 — Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Other income: Gain on early retirement of convertible debt $ — $ — $ 1,857 (Income) expense from transition services agreement, net (281) — — Sublease income (recorded in sales, general, and administrative expense) (499) — — Interest expense: Guarantee fees incurred under the Credit Support Agreement — — 13 Interest expense incurred on the 0.875% debentures due 2021 — — 1,238 Interest expense incurred on the 4.00% debentures due 2023 4,000 4,000 4,000 Related-party transactions and balances with SunStrong, SunStrong Partners, Dorado DevCo, and our dealer accelerator equity investees are as follows: As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) Accounts receivable $ 33,864 $ 22,089 Prepaid expenses and other current assets 3,959 2,222 Other long-term assets 6,549 11,000 Accounts payable 165 53 Accrued liabilities 97 676 Contract liabilities 63,504 17,442 Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Revenues and fees received from investees for products/services $ 251,265 $ 202,386 $ 201,130 (Gain) loss on business divestitures, net — (224) — The below table summarizes our transactions with Maxeon Solar for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Purchases of photo-voltaic modules (recorded in cost of revenues) $ 190,633 $ 224,576 $ 96,217 Research and development expenses reimbursement received 18,626 33,475 12,473 Income (expense) from transition services agreement, net (350) 5,876 6,260 Sublease income (recorded in sales, general, and administrative expense) 639 — — The Company had the following balances related to transactions with Maxeon Solar as of January 1, 2023 and January 2, 2022: As of January 1, 2023 January 2, 2022 (As Restated) Prepaid and other current assets $ 607 $ 1,928 Accrued liabilities 11,239 7,493 Accounts payable 38,486 29,130 Other long-term liabilities 1,458 1,458 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The geographic distribution of income (loss) from continuing operations before income taxes and equity earnings (losses) of unconsolidated investees and the components of provision for income taxes are summarized below: Fiscal Year January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Geographic distribution of income (loss) from continuing operations before income taxes and equity in earnings of unconsolidated investees: U.S. income (loss) $ 89,082 $ 828 $ 659,238 Non-U.S. income (loss) (1,373) 3,097 (5,460) Income (loss) before income taxes and equity in earnings (loss) of unconsolidated investees $ 87,709 $ 3,925 $ 653,778 Provision for income taxes: Current tax (expense) benefit Federal $ 2,322 $ (125) $ (846) State (7,783) (4,142) (35,652) Foreign (493) 568 (7,900) Total current tax (expense) benefit (5,954) (3,699) (44,398) Deferred tax benefit (expense) Federal (438) — — State 15,162 (3,022) (13,715) Foreign (387) (593) 296 Total deferred tax benefit (expense) 14,337 (3,615) (13,419) Benefit from (provision for) income taxes $ 8,383 $ (7,314) $ (57,817) |
Schedule of Effective Income Tax Rate Reconciliation | The benefit from (provision for) for income taxes differs from the amounts obtained by applying the statutory U.S. federal tax rate to income before taxes as shown below: Fiscal Year January 1, 2023 January 2, 2022 January 3, 2021 (In thousands) (As Restated) (As Restated) (As Restated) Statutory rate 21 % 21 % 21 % Tax benefit (expense) at U.S. statutory rate $ (18,421) $ (824) $ (137,309) Foreign rate differential (1,272) (222) (3,694) State income taxes, net of benefit 7,581 (4,532) (44,217) Section 956 and Subpart F — (493) (2,431) Tax credits (investment tax credit and other) (331) 1,661 1,323 Change in valuation allowance 16,915 (11,398) 201,510 Unrecognized tax benefits 2,273 (2,105) (6,977) Non-controlling interest & nontaxable income 844 740 — Global intangible low-taxed income (“GILTI”) — (355) (794) Section 163L interest (630) (840) (1,189) Maxeon Spin-Off taxable gain — — (54,537) Excess tax benefit on stock-based compensation 2,380 13,789 711 Non-deductible executive compensation (151) (2,734) (1,256) Other, net (805) (1) (8,957) Total $ 8,383 $ (7,314) $ (57,817) |
Schedule of Deferred Tax Assets and Liabilities | As of January 1, 2023 January 2, 2022 (In thousands) (As Restated) (As Restated) Deferred tax assets: Net operating loss carryforwards $ 90,639 $ 164,133 Tax credit carryforwards 25,293 53,101 Reserves and accruals 37,732 60,108 Stock-based compensation stock deductions 4,675 3,187 Basis difference on third-party project sales 28,658 35,013 Identified intangible assets 13,002 5,644 Other 2,475 2,638 Total deferred tax assets 202,474 323,824 Valuation allowance (126,656) (175,008) Total deferred tax assets, net of valuation allowance 75,818 148,816 Deferred tax liabilities: Fixed asset basis difference (18,713) (15,031) Investments (36,456) (118,885) Other (21,163) (29,697) Total deferred tax liabilities (76,332) (163,613) Net deferred tax liabilities $ (514) $ (14,797) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of unrecognized tax benefits for continuing operations during fiscal 2022, 2021, and 2020 is as follows: Fiscal Year (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Balance, beginning of year $ 84,213 $ 86,953 $ 73,439 Additions for tax positions related to the current year 122 2,345 15,179 Additions for tax positions from prior years 103 113 41 Reductions for tax positions from prior years/statute of limitations expirations (14,444) (5,129) (1,634) Foreign exchange (gain) loss (8) (69) (72) Balance at the end of the period $ 69,986 $ 84,213 $ 86,953 |
Summary of Income Tax Examinations | The following table summarizes our major tax jurisdictions and the tax years that remain subject to examination by these jurisdictions as of January 1, 2023: Tax Jurisdictions Tax Years United States 2019 and onward California 2018 and onward Philippines 2020 and onward |
Common Stock (Tables)
Common Stock (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Equity [Abstract] | |
Schedule of Shares Reserved for Future Issuance Under Equity Compensation Plans | Shares Reserved for Future Issuance Under Equity Compensation Plans We had shares of common stock reserved for future issuance as follows: (In thousands) January 1, 2023 January 2, 2022 Equity compensation plans 27,339 22,908 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Income (Loss) Per Share | The following table presents the calculation of basic and diluted net income (loss) per share attributable to stockholders: Fiscal Year Ended January 1, 2023 January 2, 2022 January 3, 2021 (In thousands, except per share amounts) (As Restated) (As Restated) (As Restated) Basic net income (loss) per share: Numerator: Net income (loss) attributable to stockholders - continuing operations $ 93,688 $ (3,244) $ 597,148 Net (loss) income attributable to stockholders - discontinued operations (50,839) (43,459) (124,304) Net income (loss) attributable to stockholders $ 42,849 $ (46,703) $ 472,844 Denominator: Basic weighted-average common shares 173,919 172,436 169,801 Basic net income (loss) per share - continuing operations $ 0.54 $ (0.02) $ 3.52 Basic net (loss) income per share - discontinued operations (0.29) (0.25) (0.73) Basic net income (loss) per share $ 0.25 $ (0.27) $ 2.79 Diluted net income (loss) per share : Numerator: Net income (loss) attributable to stockholders - continuing operations $ 93,688 $ (3,244) $ 597,148 Add: Interest expense on 0.875% debentures due 2021, net of tax — — 1,824 Add: Interest expense on 4.00% debentures due 2023, net of tax — — 12,499 Net income (loss) available to common stockholders - continuing operations 93,688 (3,244) 611,471 Net (loss) income available to common stockholders - discontinued operations $ (50,839) $ (43,459) $ (124,304) Denominator: Basic weighted-average common shares 173,919 172,436 169,801 Effect of dilutive securities: Restricted stock units 684 2,680 318 0.875% debentures due 2021 — — 10,055 4.00% debentures due 2023 — — 17,068 Dilutive weighted-average common shares: 174,603 175,116 197,242 Dilutive net income (loss) per share - continuing operations $ 0.54 $ (0.02) $ 3.10 Dilutive net (loss) income per share - discontinued operations (0.29) (0.25) (0.63) Dilutive net income (loss) per share $ 0.25 $ (0.27) $ 2.47 |
Schedule of Outstanding Anti-dilutive Potential Common Stock Excluded from Income (Loss) Per Share | The following is a summary of outstanding anti-dilutive potential common stock that was excluded from diluted net income (loss) per share attributable to stockholders in the following periods: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Restricted stock units 3,168 1,651 3,250 0.875% debentures due 2021 — 1,575 — 4.00% debentures due 2023 17,068 17,068 — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule 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 consolidated statements of operations: Fiscal Year Ended (In thousands) January 1, 2023 January 2, 2022 January 3, 2021 Cost of revenues $ 4,757 $ 2,754 $ 2,148 Research and development 1,830 3,044 1,299 Sales, general, and administrative 19,801 17,134 13,741 Total stock-based compensation expense $ 26,388 $ 22,932 $ 17,188 |
Schedule of Non-vested Restricted Stock Units | The following table summarizes our non-vested restricted stock units’ activities: Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Per Share 1 Outstanding as of January 3, 2021 7,167 $ 13.75 Granted 1,932 30.47 Vested 2 (2,905) 14.67 Forfeited (1,325) 15.72 Outstanding as of January 2, 2022 4,869 19.30 Granted 3,038 20.08 Vested 2 (1,835) 17.40 Forfeited (1,794) 19.11 Outstanding as of January 1, 2023 4,278 $ 20.74 1 We estimate the fair value of our restricted stock awards and units at our stock price on the grant date. 2 Vested restricted stock awards include shares withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. |
Selected Unaudited Quarterly _2
Selected Unaudited Quarterly Financial Data (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Consolidated Statements of Operations: 1 Three Months Ended January 1, 2023 October 2, 2022 July 3, 2022 April 3, 2022 (In thousands, except per share data) As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated Total revenues $ 497,312 $ 656 $ 497,968 $ 475,711 $ 682 $ 476,393 $ 417,772 $ (308) $ 417,464 $ 350,277 $ (159) $ 350,118 Gross profit $ 104,648 $ 9,116 $ 113,764 $ 105,447 $ 11,218 $ 116,665 $ 81,499 $ 9,228 $ 90,727 $ 72,309 $ 9,536 $ 81,845 Net income (loss) from continuing operations $ 8,618 $ (2,554) $ 6,064 $ 142,632 $ (1,756) $ 140,876 $ (41,711) $ 657 $ (41,054) $ (2,505) $ (5,017) $ (7,522) Net (loss) income from discontinued operations $ — $ (1,634) $ (1,634) $ — $ (2,037) $ (2,037) $ (20,616) $ (837) $ (21,453) $ (25,955) $ (10) $ (25,965) Net income (loss) $ 8,618 $ (4,188) $ 4,430 $ 142,632 $ (3,793) $ 138,839 $ (62,327) $ (180) $ (62,507) $ (28,460) $ (5,027) $ (33,487) Net income (loss) from continuing operations attributable to stockholders $ 7,613 $ (2,554) $ 5,059 $ 139,407 $ (1,756) $ 137,651 $ (42,496) $ 657 $ (41,839) $ (2,166) $ (5,017) $ (7,183) Net (loss) income from discontinued operations attributable to stockholders $ — $ (1,634) $ (1,634) $ — $ (2,037) $ (2,037) $ (20,616) $ (837) $ (21,453) $ (25,705) $ (10) $ (25,715) Net income (loss) attributable to stockholders $ 7,613 $ (4,188) $ 3,425 $ 139,407 $ (3,793) $ 135,614 $ (63,112) $ (180) $ (63,292) $ (27,871) $ (5,027) $ (32,898) Net income (loss) per share attributable to stockholders - basic: 2 Continuing operations $ 0.04 $ (0.01) $ 0.03 $ 0.80 $ (0.01) $ 0.79 $ (0.24) $ — $ (0.24) $ (0.01) $ (0.03) $ (0.04) Discontinued operations — (0.01) (0.01) — (0.01) (0.01) (0.12) — (0.12) (0.15) — (0.15) Net income (loss) per share - basic 0.04 (0.02) 0.02 0.80 (0.02) 0.78 (0.36) — (0.36) (0.16) (0.03) (0.19) Net income (loss) per share attributable to stockholders - diluted: 2 Continuing operations $ 0.04 $ (0.01) $ 0.03 $ 0.74 $ (0.01) $ 0.73 $ (0.24) $ — $ (0.24) $ (0.01) $ (0.03) $ (0.04) Discontinued operations — (0.01) (0.01) — (0.01) (0.01) (0.12) — (0.12) (0.15) — (0.15) Net income (loss) per share - diluted 0.04 (0.02) 0.02 0.74 (0.02) 0.72 (0.36) — (0.36) (0.16) (0.03) (0.19) Three Months Ended January 2, 2022 October 3, 2021 July 4, 2021 April 4, 2021 (In thousands, except per share data) As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated As Previously Reported Restatement Adjustments As Restated Total revenues $ 347,830 $ (115) $ 347,715 $ 283,312 $ (852) $ 282,460 $ 260,751 $ (858) $ 259,893 $ 240,136 $ (1,846) $ 238,290 Gross profit $ 60,245 $ 6,158 $ 66,403 $ 62,389 $ 5,537 $ 67,926 $ 60,711 $ 5,384 $ 66,095 $ 45,966 $ 5,662 $ 51,628 Net income (loss) from continuing operations $ 39,037 $ (1,917) $ 37,120 $ (72,444) $ (934) $ (73,378) $ 87,105 $ (1,289) $ 85,816 $ (47,742) $ (5,205) $ (52,947) Net (loss) income from discontinued operations $ (18,043) $ — $ (18,043) $ (11,863) $ 808 $ (11,055) $ (12,336) $ (808) $ (13,144) $ (1,756) $ — $ (1,756) Net income (loss) $ 20,994 $ (1,917) $ 19,077 $ (84,307) $ (126) $ (84,433) $ 74,769 $ (2,097) $ 72,672 $ (49,498) $ (5,205) $ (54,703) Net income (loss) from continuing operations attributable to stockholders $ 38,861 $ (1,917) $ 36,944 $ (72,707) $ (934) $ (73,641) $ 87,094 $ (1,289) $ 85,805 $ (47,147) $ (5,205) $ (52,352) Net (loss) income from discontinued operations attributable to stockholders $ (18,665) $ — $ (18,665) $ (11,669) $ 808 $ (10,861) $ (11,887) $ (808) $ (12,695) $ (1,238) $ — $ (1,238) Net income (loss) attributable to stockholders $ 20,196 $ (1,917) $ 18,279 $ (84,376) $ (126) $ (84,502) $ 75,207 $ (2,097) $ 73,110 $ (48,385) $ (5,205) $ (53,590) Net income (loss) per share attributable to stockholders - basic: 2 Continuing operations $ 0.22 $ (0.01) $ 0.21 $ (0.42) $ (0.01) $ (0.43) $ 0.50 $ — $ 0.50 $ (0.28) $ (0.03) $ (0.31) Discontinued operations (0.11) — (0.11) (0.07) 0.01 (0.06) (0.07) — (0.07) (0.01) — (0.01) Net income (loss) per share - basic 0.11 (0.01) 0.10 (0.49) — (0.49) 0.43 — 0.43 (0.29) (0.03) (0.32) Net income (loss) per share attributable to stockholders - diluted: 2 Continuing operations $ 0.22 $ (0.01) $ 0.21 $ (0.42) $ (0.01) $ (0.43) $ 0.46 $ 0.04 $ 0.50 $ (0.28) $ (0.03) $ (0.31) Discontinued operations (0.11) — (0.11) (0.07) 0.01 (0.06) (0.07) — (0.07) (0.01) — (0.01) Net income (loss) per share - diluted 0.11 (0.01) 0.10 (0.49) — (0.49) 0.39 0.04 0.43 (0.29) (0.03) (0.32) 1 During fiscal 2022, we completed the sale of our C&I Solutions business which resulted in material retrospective changes to our consolidated statements of operations. Refer to Note 3. Discontinued Operations for further details. 2 Quarterly basic and diluted earnings per share amounts may not add up to the full fiscal year total presented due to rounding. Basic and diluted earnings per share are calculated by dividing net earnings by basic and diluted shares outstanding, respectively. |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Organization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
May 31, 2022 | Oct. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Sep. 12, 2022 | Feb. 06, 2022 | |
Business Acquisition [Line Items] | |||||||
Net cash consideration | $ 0 | $ 10,516 | $ 15,418 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | C&I Solutions | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate cash consideration | $ 190,000 | ||||||
Discontinued Operations | C&I Solutions | |||||||
Business Acquisition [Line Items] | |||||||
Net cash consideration | $ 149,200 | $ 149,171 | |||||
Albatross Software LLC | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of voting interests acquired in business acquisition | 35% | ||||||
Blue Raven Solar Holdings, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration including working capital adjustment | $ 145,000 | ||||||
Blue Raven Solar Holdings, LLC | Key Employees | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration | 4,500 | ||||||
Blue Raven Solar Holdings, LLC | Maximum | Valuation, Income Approach | Executives, Employees, and Service Providers | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration | $ 20,000 | ||||||
Holdco | |||||||
Business Acquisition [Line Items] | |||||||
Equity interest issued | 50% |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Liquidity (Details) - USD ($) $ in Thousands | Dec. 08, 2023 | Jan. 26, 2023 | Jan. 17, 2023 | Oct. 01, 2023 | Jan. 31, 2023 | Jan. 11, 2023 | Jan. 01, 2023 | Sep. 12, 2022 | Jan. 02, 2022 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||||||
Debt face amount | $ 508,672 | $ 535,697 | ||||||||
Revolver and Term Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 100,000 | |||||||||
Increase in revolver commitments, amount | $ 25,000 | |||||||||
Current borrowing capacity | $ 25,000 | |||||||||
Credit facility, remaining capacity | $ 53,700 | |||||||||
Revolver and Term Loan Facility | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Maximum borrowing capacity | $ 50,000 | $ 100,000 | ||||||||
Increase in revolver commitments, amount | $ 100,000 | |||||||||
Convertible Debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt face amount | 424,991 | 424,991 | ||||||||
4.00% debentures due 2023 | TotalEnergies | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt face amount | $ 100,000 | |||||||||
4.00% debentures due 2023 | Convertible Debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 4% | |||||||||
Debt face amount | $ 424,991 | $ 424,991 | ||||||||
4.00% debentures due 2023 | Convertible Debt | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | $ 425,000 | |||||||||
Debt face amount | $ 425,000 | |||||||||
Revolver and Term Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt face amount | $ 246,300 |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies - Fair Value of Financial Instruments (Details) | 12 Months Ended |
Jan. 01, 2023 USD ($) | |
Equity investments with FVO | |
Fair Value, Option, Quantitative Disclosures [Line Items] | |
Fair value adjustment | $ 1,800,000 |
Organization and Summary of S_7
Organization and Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 12 Months Ended |
Jan. 01, 2023 | |
Solar Power Systems Leased | |
Property, Plant and Equipment [Line Items] | |
Useful life | 20 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 1 year |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 20 years |
Testing equipment and tools | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 2 years |
Testing equipment and tools | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 10 years |
Computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 2 years |
Computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Solar power systems | |
Property, Plant and Equipment [Line Items] | |
Useful life | 30 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Organization and Summary of S_8
Organization and Summary of Significant Accounting Policies - Software Development Costs (Details) - Software development costs | 12 Months Ended |
Jan. 01, 2023 | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 2 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Organization and Summary of S_9
Organization and Summary of Significant Accounting Policies - Estimated Credit Losses (Details) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 USD ($) customer | Jan. 02, 2022 USD ($) customer | ||
Concentration Risk [Line Items] | |||
Number of customers | customer | 0 | 1 | |
Accounts receivable, net | [1] | $ 169,674 | $ 120,007 |
Allowance for credit loss, current | $ 14,750 | $ 14,375 | |
Percentage of trade accounts receivable was outstanding less than 60 days | 74% | ||
Customer Concentration Risk | Accounts receivable | Customer One | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 12.10% | |
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Organization and Summary of _10
Organization and Summary of Significant Accounting Policies - Retail installment contract receivables, net (Details) | 3 Months Ended |
Jan. 02, 2022 | |
Minimum | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Installment basis term | 20 years |
Maximum | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Installment basis term | 25 years |
Organization and Summary of _11
Organization and Summary of Significant Accounting Policies - Product Warranties (Details) | 12 Months Ended |
Jan. 01, 2023 | |
Product Warranties [Line Items] | |
Standard product warranty, term | 25 years |
System Components | |
Product Warranties [Line Items] | |
Standard product warranty, term | 25 years |
Workmanship | |
Product Warranties [Line Items] | |
Standard product warranty, term | 25 years |
Organization and Summary of _12
Organization and Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising expense | $ 46.4 | $ 18.9 | $ 6.4 |
Restatement of Previously Iss_3
Restatement of Previously Issued Condensed Consolidated Financial Statements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | $ 1,338,942 | $ 876,306 | $ 715,019 | ||||||||||||
Increase (decrease) in total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | 1,741,943 | [1] | 1,128,358 | [1] | 863,489 | [1] | |
Increase (decrease) in inventories | 295,731 | 214,470 | 295,731 | 214,470 | |||||||||||
Increase (decrease) in advance to suppliers, current portion | 12,059 | 462 | 12,059 | 462 | |||||||||||
Increase (decrease) in prepaid expenses and other current assets | [2] | 197,811 | 99,163 | 197,811 | 99,163 | ||||||||||
Increase (decrease) in accounts payable | [2] | 243,139 | 140,222 | 243,139 | 140,222 | ||||||||||
Increase (decrease) in accrued liabilities | [2] | 148,119 | 104,143 | 148,119 | 104,143 | ||||||||||
Increase (decrease) in contract assets | 57,070 | 27,815 | 57,070 | 27,815 | |||||||||||
Increase (decrease) in sales, general, and administrative expense | [1] | 387,260 | 236,104 | 153,820 | |||||||||||
Restatement Adjustments | |||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | (38,227) | (26,412) | (18,352) | ||||||||||||
Increase (decrease) in total revenues | 656 | $ 682 | $ (308) | $ (159) | (115) | $ (852) | $ (858) | $ (1,846) | 871 | (3,671) | (6,528) | ||||
Increase (decrease) in inventories | (21,084) | 38 | (21,084) | 38 | |||||||||||
Increase (decrease) in advance to suppliers, current portion | 2,750 | 0 | 2,750 | 0 | |||||||||||
Increase (decrease) in prepaid expenses and other current assets | 51 | (1,049) | 51 | (1,049) | |||||||||||
Increase (decrease) in accounts payable | 910 | 1,708 | 910 | 1,708 | |||||||||||
Increase (decrease) in accrued liabilities | 2,890 | 2,163 | 2,890 | 2,163 | |||||||||||
Increase (decrease) in contract assets | 6,378 | 1,821 | 6,378 | 1,821 | |||||||||||
Increase (decrease) in sales, general, and administrative expense | 47,937 | 31,938 | 15,005 | ||||||||||||
Restatement Adjustments | Inventory Related Adjustments | |||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | 14,600 | ||||||||||||||
Increase (decrease) in inventories | (19,700) | (19,700) | |||||||||||||
Increase (decrease) in advance to suppliers, current portion | 2,800 | 2,800 | |||||||||||||
Increase (decrease) in prepaid expenses and other current assets | 2,400 | 2,400 | |||||||||||||
Increase (decrease) in accounts payable | 800 | 800 | |||||||||||||
Increase (decrease) in accrued liabilities | 400 | 400 | |||||||||||||
Restatement Adjustments | Classification of Expense in the Statements of Operations | |||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | (49,100) | (26,800) | (18,100) | ||||||||||||
Increase (decrease) in sales, general, and administrative expense | 49,100 | 26,800 | 18,100 | ||||||||||||
Restatement Adjustments | Discontinued Operations | |||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | (3,500) | ||||||||||||||
Increase (decrease) in sales, general, and administrative expense | (1,100) | ||||||||||||||
Restatement Adjustments | Timing of Revenue Recognition for Certain Revenue Contracts | |||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||||
Increase (decrease) in total cost of revenues | 2,900 | (700) | (2,300) | ||||||||||||
Increase (decrease) in total revenues | 4,600 | (1,400) | $ (4,600) | ||||||||||||
Increase (decrease) in prepaid expenses and other current assets | (4,000) | (1,100) | (4,000) | (1,100) | |||||||||||
Increase (decrease) in contract assets | $ 6,400 | $ 1,800 | $ 6,400 | $ 1,800 | |||||||||||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Restatement of Previously Iss_4
Restatement of Previously Issued Condensed Consolidated Financial Statements - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 | |||
Current assets: | |||||||
Cash and cash equivalents | $ 377,026 | $ 123,735 | $ 232,765 | ||||
Restricted cash and cash equivalents, current portion | 10,668 | [1] | 1,408 | [1] | 5,518 | ||
Short-term investments | 132,480 | 365,880 | |||||
Accounts receivable, net | [2] | 169,674 | 120,007 | ||||
Contract assets | 57,070 | 27,815 | |||||
Inventories | 295,731 | 214,470 | |||||
Advances to suppliers, current portion | 12,059 | 462 | |||||
Prepaid expenses and other current assets | [2] | 197,811 | 99,163 | ||||
Current assets of discontinued operations | [2] | 0 | 120,792 | ||||
Total current assets | 1,252,519 | 1,073,732 | |||||
Restricted cash and cash equivalents, net of current portion | 18,812 | [1] | 18,156 | [1] | 8,521 | ||
Property, plant and equipment, net | 76,473 | 34,814 | |||||
Operating lease right-of-use assets | 36,926 | 32,859 | |||||
Solar power systems leased, net | 41,779 | 45,502 | |||||
Goodwill | 125,998 | 125,998 | |||||
Other intangible assets, net | 24,192 | 24,879 | |||||
Other long-term assets | [2] | 186,927 | 155,852 | ||||
Long-term assets of discontinued operations | 0 | 47,526 | |||||
Total assets | 1,763,626 | 1,559,318 | |||||
Current liabilities: | |||||||
Accounts payable | [2] | 243,139 | 140,222 | ||||
Accrued liabilities | [2] | 148,119 | 104,143 | ||||
Operating lease liabilities, current portion | 11,356 | 11,867 | |||||
Contract liabilities, current portion | [2] | 141,863 | 61,424 | ||||
Short-term debt | 82,240 | 109,470 | |||||
Convertible debt, current portion | [2] | 424,919 | 0 | ||||
Current liabilities of discontinued operations | [1] | 0 | 86,496 | ||||
Total current liabilities | 1,051,636 | 513,622 | |||||
Long-term | 308 | 380 | |||||
Convertible debt, net of current portion | [2] | 0 | 423,677 | ||||
Operating lease liabilities, net of current portion | 29,347 | 28,658 | |||||
Contract liabilities, net of current portion | 11,588 | 19,938 | |||||
Other long-term liabilities | [2] | 114,702 | 146,779 | ||||
Long-term liabilities of discontinued operations | [2] | 0 | 42,661 | ||||
Total liabilities | 1,207,581 | 1,175,715 | |||||
Commitments and contingencies (Note 10) | |||||||
Equity: | |||||||
Common stock | 174 | 173 | |||||
Additional paid-in capital | 2,855,930 | 2,714,500 | |||||
Accumulated deficit | (2,085,784) | (2,128,633) | |||||
Accumulated other comprehensive income (loss) | 11,568 | 11,168 | |||||
Treasury stock, at cost | (226,646) | (215,240) | |||||
Total stockholders' equity | 555,242 | 381,968 | |||||
Noncontrolling interests in subsidiaries | 803 | 1,635 | |||||
Total equity | 556,045 | 383,603 | 409,410 | $ 26,627 | |||
Total liabilities and equity | 1,763,626 | 1,559,318 | |||||
As Previously Reported | |||||||
Current assets: | |||||||
Cash and cash equivalents | 377,026 | 123,735 | 232,765 | ||||
Restricted cash and cash equivalents, current portion | 9,855 | 691 | 5,518 | ||||
Short-term investments | 132,480 | 365,880 | |||||
Accounts receivable, net | 174,577 | 121,268 | |||||
Contract assets | 50,692 | 25,994 | |||||
Inventories | 316,815 | 214,432 | |||||
Advances to suppliers, current portion | 9,309 | 462 | |||||
Prepaid expenses and other current assets | 197,760 | 100,212 | |||||
Current assets of discontinued operations | 0 | 120,792 | |||||
Total current assets | 1,268,514 | 1,073,466 | |||||
Restricted cash and cash equivalents, net of current portion | 15,151 | 14,887 | 8,521 | ||||
Property, plant and equipment, net | 74,522 | 33,560 | |||||
Operating lease right-of-use assets | 36,926 | 31,654 | |||||
Solar power systems leased, net | 41,779 | 45,502 | |||||
Goodwill | 126,338 | 126,338 | |||||
Other intangible assets, net | 24,192 | 24,879 | |||||
Other long-term assets | 192,585 | 156,994 | |||||
Long-term assets of discontinued operations | 0 | 47,526 | |||||
Total assets | 1,780,007 | 1,554,806 | |||||
Current liabilities: | |||||||
Accounts payable | 242,229 | 138,514 | |||||
Accrued liabilities | 145,229 | 101,980 | |||||
Operating lease liabilities, current portion | 11,356 | 10,753 | |||||
Contract liabilities, current portion | 144,209 | 62,285 | |||||
Short-term debt | 82,404 | 109,568 | |||||
Convertible debt, current portion | 424,919 | 0 | |||||
Current liabilities of discontinued operations | 0 | 86,496 | |||||
Total current liabilities | 1,050,346 | 509,596 | |||||
Long-term | 308 | 380 | |||||
Convertible debt, net of current portion | 0 | 423,677 | |||||
Operating lease liabilities, net of current portion | 29,347 | 28,566 | |||||
Contract liabilities, net of current portion | 11,555 | 18,705 | |||||
Other long-term liabilities | 112,797 | 141,197 | |||||
Long-term liabilities of discontinued operations | 0 | 42,661 | |||||
Total liabilities | 1,204,353 | 1,164,782 | |||||
Commitments and contingencies (Note 10) | |||||||
Equity: | |||||||
Common stock | 174 | 173 | |||||
Additional paid-in capital | 2,855,930 | 2,714,500 | |||||
Accumulated deficit | (2,066,175) | (2,122,212) | |||||
Accumulated other comprehensive income (loss) | 11,568 | 11,168 | |||||
Treasury stock, at cost | (226,646) | (215,240) | |||||
Total stockholders' equity | 574,851 | 388,389 | |||||
Noncontrolling interests in subsidiaries | 803 | 1,635 | |||||
Total equity | 575,654 | 390,024 | 21,499 | ||||
Total liabilities and equity | 1,780,007 | 1,554,806 | |||||
Restatement Adjustments | |||||||
Current assets: | |||||||
Cash and cash equivalents | 0 | 0 | 0 | ||||
Restricted cash and cash equivalents, current portion | 813 | 717 | 0 | ||||
Short-term investments | 0 | 0 | |||||
Accounts receivable, net | (4,903) | (1,261) | |||||
Contract assets | 6,378 | 1,821 | |||||
Inventories | (21,084) | 38 | |||||
Advances to suppliers, current portion | 2,750 | 0 | |||||
Prepaid expenses and other current assets | 51 | (1,049) | |||||
Current assets of discontinued operations | 0 | 0 | |||||
Total current assets | (15,995) | 266 | |||||
Restricted cash and cash equivalents, net of current portion | 3,661 | 3,269 | $ 0 | ||||
Property, plant and equipment, net | 1,951 | 1,254 | |||||
Operating lease right-of-use assets | 0 | 1,205 | |||||
Solar power systems leased, net | 0 | 0 | |||||
Goodwill | (340) | (340) | |||||
Other intangible assets, net | 0 | 0 | |||||
Other long-term assets | (5,658) | (1,142) | |||||
Long-term assets of discontinued operations | 0 | 0 | |||||
Total assets | (16,381) | 4,512 | |||||
Current liabilities: | |||||||
Accounts payable | 910 | 1,708 | |||||
Accrued liabilities | 2,890 | 2,163 | |||||
Operating lease liabilities, current portion | 0 | 1,114 | |||||
Contract liabilities, current portion | (2,346) | (861) | |||||
Short-term debt | (164) | (98) | |||||
Convertible debt, current portion | 0 | 0 | |||||
Current liabilities of discontinued operations | 0 | 0 | |||||
Total current liabilities | 1,290 | 4,026 | |||||
Long-term | 0 | 0 | |||||
Convertible debt, net of current portion | 0 | 0 | |||||
Operating lease liabilities, net of current portion | 0 | 92 | |||||
Contract liabilities, net of current portion | 33 | 1,233 | |||||
Other long-term liabilities | 1,905 | 5,582 | |||||
Long-term liabilities of discontinued operations | 0 | 0 | |||||
Total liabilities | 3,228 | 10,933 | |||||
Commitments and contingencies (Note 10) | |||||||
Equity: | |||||||
Common stock | 0 | 0 | |||||
Additional paid-in capital | 0 | 0 | |||||
Accumulated deficit | (19,609) | (6,421) | |||||
Accumulated other comprehensive income (loss) | 0 | 0 | |||||
Treasury stock, at cost | 0 | 0 | |||||
Total stockholders' equity | (19,609) | (6,421) | |||||
Noncontrolling interests in subsidiaries | 0 | 0 | |||||
Total equity | (19,609) | (6,421) | $ 5,128 | ||||
Total liabilities and equity | $ (16,381) | $ 4,512 | |||||
[1] Amounts included in the “ Restricted cash and cash equivalents, current portion ” and “ Restricted cash and cash equivalents, net of current portion ” financial statement line items on our consolidated balance sheets include cash balances set aside for various financial obligations including loans, distributions, letter of credit facilities, and other projects ’ We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Restatement of Previously Iss_5
Restatement of Previously Issued Condensed Consolidated Financial Statements - Condensed Consolidated Statements of Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |||||
Income Statement [Abstract] | |||||||||||||||
Total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | $ 1,741,943 | [1] | $ 1,128,358 | [1] | $ 863,489 | [1] | |
Total cost of revenues1 | 1,338,942 | 876,306 | 715,019 | ||||||||||||
Gross profit | 113,764 | 116,665 | 90,727 | 81,845 | 66,403 | 67,926 | 66,095 | 51,628 | 403,001 | 252,052 | 148,470 | ||||
Operating expenses: | |||||||||||||||
Research and development | [1] | 24,759 | 15,811 | 19,222 | |||||||||||
Sales, general, and administrative | [1] | 387,260 | 236,104 | 153,820 | |||||||||||
Restructuring charges (credits) | 244 | 4,519 | 2,604 | ||||||||||||
(Gain) loss on sale and impairment of residential lease assets | 0 | (294) | 45 | ||||||||||||
(Gain) loss on business divestitures, net | [1] | 0 | (5,290) | (10,334) | |||||||||||
(Income) expense from transition services agreement, net | [1] | 69 | (4,255) | (6,260) | |||||||||||
Total operating expenses | 412,332 | 246,595 | 159,097 | ||||||||||||
Operating (loss) income | (9,331) | 5,457 | (10,627) | ||||||||||||
Other income (expense), net: | |||||||||||||||
Interest income | 3,200 | 168 | 753 | ||||||||||||
Interest expense | [1] | (21,565) | (24,032) | (28,683) | |||||||||||
Other, net | 115,405 | 22,332 | 692,335 | ||||||||||||
Other income (expense), net | 97,040 | (1,532) | 664,405 | ||||||||||||
Income (loss) before income taxes and equity in earnings (losses) of unconsolidated investees | 87,709 | 3,925 | 653,778 | ||||||||||||
Benefits from (provision for) income taxes | 8,383 | (7,314) | (57,817) | ||||||||||||
Equity in earnings (losses) of unconsolidated investees | 2,272 | 0 | 0 | ||||||||||||
Net income (loss) from continuing operations | 6,064 | 140,876 | (41,054) | (7,522) | 37,120 | (73,378) | 85,816 | (52,947) | 98,364 | (3,389) | 595,961 | ||||
(Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees | [1] | (51,729) | (46,046) | (126,811) | |||||||||||
Benefits from (provision for) income taxes | 640 | 2,048 | 3,258 | ||||||||||||
Equity in (losses) earnings of unconsolidated investees | 0 | 0 | (586) | ||||||||||||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (21,453) | (25,965) | (18,043) | (11,055) | (13,144) | (1,756) | (51,089) | (43,998) | (124,139) | ||||
Net income (loss) | 47,275 | (47,387) | 471,822 | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests | (4,676) | 145 | 1,187 | ||||||||||||
Net loss (income) from discontinued operations attributable to noncontrolling interests | 250 | 539 | (165) | ||||||||||||
Net (income) loss attributable to noncontrolling interests | (4,426) | 684 | 1,022 | ||||||||||||
Net income (loss) attributable to stockholders - continuing operations | 5,059 | 137,651 | (41,839) | (7,183) | 36,944 | (73,641) | 85,805 | (52,352) | 93,688 | (3,244) | 597,148 | ||||
Net (loss) income attributable to stockholders - discontinued operations | (1,634) | (2,037) | (21,453) | (25,715) | (18,665) | (10,861) | (12,695) | (1,238) | (50,839) | (43,459) | (124,304) | ||||
Net income (loss) attributable to stockholders | $ 3,425 | $ 135,614 | $ (63,292) | $ (32,898) | $ 18,279 | $ (84,502) | $ 73,110 | $ (53,590) | $ 42,849 | $ (46,703) | $ 472,844 | ||||
Basic net income (loss) per share: | |||||||||||||||
Continuing operations (usd per share) | $ 0.03 | $ 0.79 | $ (0.24) | $ (0.04) | $ 0.21 | $ (0.43) | $ 0.50 | $ (0.31) | $ 0.54 | $ (0.02) | $ 3.52 | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.73) | ||||
Net income (loss) per share - basic (usd per share) | 0.02 | 0.78 | (0.36) | (0.19) | 0.10 | (0.49) | 0.43 | (0.32) | 0.25 | (0.27) | 2.79 | ||||
Net income (loss) per share attributable to stockholders - diluted: | |||||||||||||||
Continuing operations (usd per share) | 0.03 | 0.73 | (0.24) | (0.04) | 0.21 | (0.43) | 0.50 | (0.31) | 0.54 | (0.02) | 3.10 | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.63) | ||||
Net income (loss) per share - diluted (usd per share) | $ 0.02 | $ 0.72 | $ (0.36) | $ (0.19) | $ 0.10 | $ (0.49) | $ 0.43 | $ (0.32) | $ 0.25 | $ (0.27) | $ 2.47 | ||||
Weighted-average shares: | |||||||||||||||
Basic (shares) | 173,919 | 172,436 | 169,801 | ||||||||||||
Diluted (in shares) | 174,603 | 175,116 | 197,242 | ||||||||||||
As Previously Reported | |||||||||||||||
Income Statement [Abstract] | |||||||||||||||
Total revenues | $ 497,312 | $ 475,711 | $ 417,772 | $ 350,277 | $ 347,830 | $ 283,312 | $ 260,751 | $ 240,136 | $ 1,741,072 | $ 1,132,029 | $ 870,017 | ||||
Total cost of revenues1 | 1,377,169 | 902,718 | 733,371 | ||||||||||||
Gross profit | 104,648 | 105,447 | 81,499 | 72,309 | 60,245 | 62,389 | 60,711 | 45,966 | 363,903 | 229,311 | 136,646 | ||||
Operating expenses: | |||||||||||||||
Research and development | 24,759 | 15,711 | 19,322 | ||||||||||||
Sales, general, and administrative | 339,323 | 204,166 | 138,815 | ||||||||||||
Restructuring charges (credits) | 244 | 4,519 | 2,604 | ||||||||||||
(Gain) loss on sale and impairment of residential lease assets | 0 | (294) | 45 | ||||||||||||
(Gain) loss on business divestitures, net | 0 | (5,290) | (10,334) | ||||||||||||
(Income) expense from transition services agreement, net | 69 | (4,255) | (6,260) | ||||||||||||
Total operating expenses | 364,395 | 214,557 | 144,192 | ||||||||||||
Operating (loss) income | (492) | 14,754 | (7,546) | ||||||||||||
Other income (expense), net: | |||||||||||||||
Interest income | 3,200 | 168 | 753 | ||||||||||||
Interest expense | (21,566) | (24,031) | (28,683) | ||||||||||||
Other, net | 115,405 | 22,332 | 692,335 | ||||||||||||
Other income (expense), net | 97,039 | (1,531) | 664,405 | ||||||||||||
Income (loss) before income taxes and equity in earnings (losses) of unconsolidated investees | 96,547 | 13,223 | 656,859 | ||||||||||||
Benefits from (provision for) income taxes | 8,164 | (7,267) | (57,665) | ||||||||||||
Equity in earnings (losses) of unconsolidated investees | 2,323 | 0 | |||||||||||||
Net income (loss) from continuing operations | 8,618 | 142,632 | (41,711) | (2,505) | 39,037 | (72,444) | 87,105 | (47,742) | 107,034 | 5,956 | 599,194 | ||||
(Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees | (47,155) | (46,046) | (127,889) | ||||||||||||
Benefits from (provision for) income taxes | 584 | 2,048 | 3,307 | ||||||||||||
Equity in (losses) earnings of unconsolidated investees | (586) | ||||||||||||||
Net (loss) income from discontinued operations | 0 | 0 | (20,616) | (25,955) | (18,043) | (11,863) | (12,336) | (1,756) | (46,571) | (43,998) | (125,168) | ||||
Net income (loss) | 60,463 | (38,042) | 474,026 | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests | (4,676) | 145 | 1,187 | ||||||||||||
Net loss (income) from discontinued operations attributable to noncontrolling interests | 250 | 539 | (165) | ||||||||||||
Net (income) loss attributable to noncontrolling interests | (4,426) | 684 | 1,022 | ||||||||||||
Net income (loss) attributable to stockholders - continuing operations | 7,613 | 139,407 | (42,496) | (2,166) | 38,861 | (72,707) | 87,094 | (47,147) | 102,358 | 6,101 | 600,381 | ||||
Net (loss) income attributable to stockholders - discontinued operations | 0 | 0 | (20,616) | (25,705) | (18,665) | (11,669) | (11,887) | (1,238) | (46,321) | (43,459) | (125,333) | ||||
Net income (loss) attributable to stockholders | $ 7,613 | $ 139,407 | $ (63,112) | $ (27,871) | $ 20,196 | $ (84,376) | $ 75,207 | $ (48,385) | $ 56,037 | $ (37,358) | $ 475,048 | ||||
Basic net income (loss) per share: | |||||||||||||||
Continuing operations (usd per share) | $ 0.04 | $ 0.80 | $ (0.24) | $ (0.01) | $ 0.22 | $ (0.42) | $ 0.50 | $ (0.28) | $ 0.59 | $ 0.03 | $ 3.54 | ||||
Discontinued operations (usd per share) | 0 | 0 | (0.12) | (0.15) | (0.11) | (0.07) | (0.07) | (0.01) | (0.27) | (0.25) | (0.74) | ||||
Net income (loss) per share - basic (usd per share) | 0.04 | 0.80 | (0.36) | (0.16) | 0.11 | (0.49) | 0.43 | (0.29) | 0.32 | (0.22) | 2.80 | ||||
Net income (loss) per share attributable to stockholders - diluted: | |||||||||||||||
Continuing operations (usd per share) | 0.04 | 0.74 | (0.24) | (0.01) | 0.22 | (0.42) | 0.46 | (0.28) | 0.59 | 0.03 | 3.12 | ||||
Discontinued operations (usd per share) | 0 | 0 | (0.12) | (0.15) | (0.11) | (0.07) | (0.07) | (0.01) | (0.27) | (0.25) | (0.64) | ||||
Net income (loss) per share - diluted (usd per share) | $ 0.04 | $ 0.74 | $ (0.36) | $ (0.16) | $ 0.11 | $ (0.49) | $ 0.39 | $ (0.29) | $ 0.32 | $ (0.22) | $ 2.48 | ||||
Weighted-average shares: | |||||||||||||||
Basic (shares) | 173,919 | 172,436 | 169,801 | ||||||||||||
Diluted (in shares) | 174,603 | 175,116 | 197,242 | ||||||||||||
Restatement Adjustments | |||||||||||||||
Income Statement [Abstract] | |||||||||||||||
Total revenues | $ 656 | $ 682 | $ (308) | $ (159) | $ (115) | $ (852) | $ (858) | $ (1,846) | $ 871 | $ (3,671) | $ (6,528) | ||||
Total cost of revenues1 | (38,227) | (26,412) | (18,352) | ||||||||||||
Gross profit | 9,116 | 11,218 | 9,228 | 9,536 | 6,158 | 5,537 | 5,384 | 5,662 | 39,098 | 22,741 | 11,824 | ||||
Operating expenses: | |||||||||||||||
Research and development | 0 | 100 | (100) | ||||||||||||
Sales, general, and administrative | 47,937 | 31,938 | 15,005 | ||||||||||||
Restructuring charges (credits) | 0 | 0 | 0 | ||||||||||||
(Gain) loss on sale and impairment of residential lease assets | 0 | 0 | 0 | ||||||||||||
(Gain) loss on business divestitures, net | 0 | 0 | 0 | ||||||||||||
(Income) expense from transition services agreement, net | 0 | 0 | 0 | ||||||||||||
Total operating expenses | 47,937 | 32,038 | 14,905 | ||||||||||||
Operating (loss) income | (8,839) | (9,297) | (3,081) | ||||||||||||
Other income (expense), net: | |||||||||||||||
Interest income | 0 | 0 | 0 | ||||||||||||
Interest expense | 1 | (1) | 0 | ||||||||||||
Other, net | 0 | 0 | 0 | ||||||||||||
Other income (expense), net | 1 | (1) | 0 | ||||||||||||
Income (loss) before income taxes and equity in earnings (losses) of unconsolidated investees | (8,838) | (9,298) | (3,081) | ||||||||||||
Benefits from (provision for) income taxes | 219 | (47) | (152) | ||||||||||||
Equity in earnings (losses) of unconsolidated investees | (51) | 0 | |||||||||||||
Net income (loss) from continuing operations | (2,554) | (1,756) | 657 | (5,017) | (1,917) | (934) | (1,289) | (5,205) | (8,670) | (9,345) | (3,233) | ||||
(Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees | (4,574) | 0 | 1,078 | ||||||||||||
Benefits from (provision for) income taxes | 56 | 0 | (49) | ||||||||||||
Equity in (losses) earnings of unconsolidated investees | 0 | ||||||||||||||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (837) | (10) | 0 | 808 | (808) | 0 | (4,518) | 0 | 1,029 | ||||
Net income (loss) | (13,188) | (9,345) | (2,204) | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||||||
Net loss (income) from discontinued operations attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||||||
Net (income) loss attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||||||
Net income (loss) attributable to stockholders - continuing operations | (2,554) | (1,756) | 657 | (5,017) | (1,917) | (934) | (1,289) | (5,205) | (8,670) | (9,345) | (3,233) | ||||
Net (loss) income attributable to stockholders - discontinued operations | (1,634) | (2,037) | (837) | (10) | 0 | 808 | (808) | 0 | (4,518) | 0 | 1,029 | ||||
Net income (loss) attributable to stockholders | $ (4,188) | $ (3,793) | $ (180) | $ (5,027) | $ (1,917) | $ (126) | $ (2,097) | $ (5,205) | $ (13,188) | $ (9,345) | $ (2,204) | ||||
Basic net income (loss) per share: | |||||||||||||||
Continuing operations (usd per share) | $ (0.01) | $ (0.01) | $ 0 | $ (0.03) | $ (0.01) | $ (0.01) | $ 0 | $ (0.03) | $ (0.05) | $ (0.05) | $ (0.02) | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | 0 | 0 | 0 | 0.01 | 0 | 0 | (0.02) | 0 | 0.01 | ||||
Net income (loss) per share - basic (usd per share) | (0.02) | (0.02) | 0 | (0.03) | (0.01) | 0 | 0 | (0.03) | (0.07) | (0.05) | (0.01) | ||||
Net income (loss) per share attributable to stockholders - diluted: | |||||||||||||||
Continuing operations (usd per share) | (0.01) | (0.01) | 0 | (0.03) | (0.01) | (0.01) | 0.04 | (0.03) | (0.05) | (0.05) | (0.02) | ||||
Discontinued operations (usd per share) | (0.01) | (0.01) | 0 | 0 | 0 | 0.01 | 0 | 0 | (0.02) | 0 | 0.01 | ||||
Net income (loss) per share - diluted (usd per share) | $ (0.02) | $ (0.02) | $ 0 | $ (0.03) | $ (0.01) | $ 0 | $ 0.04 | $ (0.03) | $ (0.07) | $ (0.05) | $ (0.01) | ||||
Weighted-average shares: | |||||||||||||||
Basic (shares) | 0 | 0 | 0 | ||||||||||||
Diluted (in shares) | 0 | 0 | 0 | ||||||||||||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |
Restatement of Previously Iss_6
Restatement of Previously Issued Condensed Consolidated Financial Statements - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Cash flows from operating activities: | |||
Net income (loss) from continuing operations | $ 47,275 | $ (47,387) | $ 471,822 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 30,291 | 11,863 | 48,660 |
Amortization of cloud computing arrangements | 5,339 | 72 | 0 |
Stock-based compensation | 26,434 | 25,902 | 24,817 |
Amortization of debt issuance costs | 3,664 | 5,042 | 6,562 |
Equity in (earnings) losses of unconsolidated investees | (2,271) | 0 | 586 |
(Gain) loss on equity investments | (114,710) | (21,712) | (692,100) |
(Gain) loss on retirement of convertible debt | 0 | 0 | (2,182) |
(Gain) loss on sale of investments | 0 | (1,162) | 0 |
(Gain) loss on business divestitures, net | 0 | (224) | (10,334) |
Unrealized (gain) loss on derivatives | (2,293) | 0 | 0 |
Dividend from equity method investees | 120 | 0 | 0 |
Deferred income taxes | (13,973) | 5,688 | 19,241 |
Gain (loss) on sale and impairment of residential lease assets | 0 | (226) | 1,024 |
Other, net: | 1,209 | (670) | 196 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (59,969) | (16,792) | 98,466 |
Contract assets | (14,174) | 36,260 | (12,483) |
Inventories | (90,227) | (5,363) | (29,808) |
Project assets | 295 | 4,398 | (8,187) |
Prepaid expenses and other assets | (200,687) | (32,726) | (5,639) |
Operating lease right-of-use assets | 11,445 | 11,262 | 10,552 |
Advances to suppliers | (11,915) | (462) | 13,482 |
Accounts payable and other accrued liabilities | 120,518 | (10,298) | (77,135) |
Contract liabilities | 97,900 | 9,155 | (34,530) |
Operating lease liabilities | (15,168) | (13,010) | (10,401) |
Net cash (used in) provided by operating activities | (180,897) | (40,390) | (187,391) |
Cash flows from investing activities: | |||
Purchases of property, plant, and equipment | (48,807) | (10,024) | (14,577) |
Investments in software development costs | (5,690) | (3,519) | 0 |
Proceeds from sale of property, plant and equipment | 0 | 900 | 0 |
Cash paid for solar power systems | 0 | (635) | (6,528) |
Cash paid for solar power systems | 0 | 0 | (1,338) |
Proceeds from maturities of marketable securities | 0 | 0 | 6,588 |
Cash outflow upon Maxeon Solar Spin-Off, net of proceeds | 0 | 0 | (131,136) |
Cash received from sale of investments | 0 | 1,200 | 0 |
Proceeds from business divestiture, net of cash | 0 | 10,516 | 15,418 |
Cash received from C&I Solutions sale, net of de-consolidated cash | 146,303 | 0 | 0 |
Cash paid for acquisitions, net of cash acquired | 0 | (124,200) | 0 |
Cash paid for equity investments under the Dealer Accelerator Program and other | (30,920) | 0 | 0 |
Proceeds from sale of equity investment | 440,108 | 177,780 | 253,039 |
Proceeds from return of capital from equity investments | 0 | 2,276 | 7,724 |
Cash paid for investments in unconsolidated investees | (8,173) | 0 | 0 |
Dividend from equity method investee, in excess of cumulative earnings | 150 | 0 | 0 |
Net cash provided by (used in) investing activities | 492,971 | 54,294 | 129,190 |
Cash flows from financing activities: | |||
Proceeds from bank loans and other debt | 146,211 | 152,081 | 216,483 |
Repayment of bank loans and other debt | (182,340) | (180,869) | (227,677) |
Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs | 0 | 0 | 14,789 |
Repayments of Secured Debt | 0 | (9,798) | (9,044) |
Contributions from noncontrolling interests attributable to residential projects | 0 | 0 | 22 |
Distributions to noncontrolling interests attributable to residential projects | (9,201) | 0 | (1,392) |
Repayment of convertible debt | 0 | (62,757) | (334,732) |
Proceeds from issuance of Maxeon Solar green convertible debt | 0 | 0 | 200,000 |
Receipt of contingent asset of a prior business combination | 0 | 0 | 2,245 |
Settlement of contingent consideration arrangement of a prior business combination | 0 | 0 | (776) |
Equity offering costs paid | 0 | 0 | (928) |
Payments for financing leases | (1,432) | (2) | 0 |
Issuance of common stock to executive | 0 | 2,998 | 0 |
Purchases of stock for tax withholding obligations on vested restricted stock | (11,405) | (9,762) | (12,842) |
Net cash (used in) provided by financing activities | (58,167) | (108,109) | (153,852) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 0 | 0 | 200 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 253,907 | (94,205) | (211,853) |
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period | 152,599 | 246,804 | 458,657 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period | 406,506 | 152,599 | 246,804 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: | |||
Cash and cash equivalents | 377,026 | 127,130 | |
Restricted cash and cash equivalents, current portion | 10,668 | 4,874 | 5,518 |
Restricted cash and cash equivalents, net of current portion | 18,812 | 20,595 | |
Total cash, cash equivalents, and restricted cash | 406,506 | 152,599 | 246,804 |
Supplemental disclosure of non-cash activities: | |||
Costs of solar power systems funded by liabilities | 0 | 0 | 635 |
Property, plant and equipment acquisitions funded by liabilities (including financing leases) | 12,380 | 1,368 | 866 |
Right-of-use assets obtained in exchange for lease obligations | 14,452 | 20,838 | 22,794 |
Assumption of liabilities in connection with business divestitures | 0 | 0 | 9,056 |
Holdbacks in connection with business divestitures | 0 | 0 | 7,199 |
Costs of solar power systems sourced from existing inventory | 0 | 0 | 1,018 |
Net working capital settlement related to C&I Solutions sale | 7,005 | 0 | 0 |
Deconsolidation of right-of-use assets and lease obligations | 0 | 3,340 | 0 |
Debt repaid in sale of commercial projects | 0 | 5,585 | 0 |
Fair value of contingent consideration for business combination | 0 | 11,100 | 0 |
Supplemental cash flow disclosures: | |||
Cash paid for interest | 21,064 | 25,289 | 31,704 |
Cash paid for income taxes | 7,437 | 22,825 | 18,708 |
As Previously Reported | |||
Cash flows from operating activities: | |||
Net income (loss) from continuing operations | 60,463 | (38,042) | 474,026 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 29,485 | 11,434 | 48,304 |
Amortization of cloud computing arrangements | 5,115 | 72 | |
Stock-based compensation | 26,434 | 25,902 | 24,817 |
Amortization of debt issuance costs | 3,664 | 5,042 | 6,562 |
Equity in (earnings) losses of unconsolidated investees | (2,323) | 0 | 586 |
(Gain) loss on equity investments | (114,710) | (21,712) | (692,100) |
(Gain) loss on retirement of convertible debt | (2,182) | ||
(Gain) loss on sale of investments | 0 | (1,162) | |
(Gain) loss on business divestitures, net | 0 | (224) | (10,334) |
Unrealized (gain) loss on derivatives | (2,293) | 0 | |
Dividend from equity method investees | 120 | 0 | |
Deferred income taxes | (13,973) | 5,688 | 19,241 |
Gain (loss) on sale and impairment of residential lease assets | 0 | (226) | 1,024 |
Other, net: | 1,209 | (5,670) | 534 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (63,611) | (18,549) | 98,962 |
Contract assets | (9,617) | 34,850 | (12,063) |
Inventories | (111,349) | (5,325) | (29,808) |
Project assets | 295 | 4,398 | (8,187) |
Prepaid expenses and other assets | (202,474) | (32,701) | (6,161) |
Operating lease right-of-use assets | 11,257 | 11,257 | 10,552 |
Advances to suppliers | (9,165) | (462) | 13,482 |
Accounts payable and other accrued liabilities | 122,986 | (16,269) | (78,269) |
Contract liabilities | 100,584 | 10,229 | (35,976) |
Operating lease liabilities | (13,579) | (13,006) | (10,401) |
Net cash (used in) provided by operating activities | (181,482) | (44,476) | (187,391) |
Cash flows from investing activities: | |||
Purchases of property, plant, and equipment | (48,807) | (10,024) | (14,577) |
Investments in software development costs | (5,690) | (3,519) | |
Proceeds from sale of property, plant and equipment | 0 | 900 | |
Cash paid for solar power systems | 0 | (635) | (6,528) |
Cash paid for solar power systems | (1,338) | ||
Proceeds from maturities of marketable securities | 6,588 | ||
Cash outflow upon Maxeon Solar Spin-Off, net of proceeds | (131,136) | ||
Cash received from sale of investments | 0 | 1,200 | |
Proceeds from business divestiture, net of cash | 0 | 10,516 | 15,418 |
Cash received from C&I Solutions sale, net of de-consolidated cash | 146,303 | 0 | |
Cash paid for acquisitions, net of cash acquired | 0 | (124,200) | |
Cash paid for equity investments under the Dealer Accelerator Program and other | (30,920) | 0 | |
Proceeds from sale of equity investment | 440,108 | 177,780 | 253,039 |
Proceeds from return of capital from equity investments | 0 | 2,276 | 7,724 |
Cash paid for investments in unconsolidated investees | (8,173) | 0 | |
Dividend from equity method investee, in excess of cumulative earnings | 150 | 0 | |
Net cash provided by (used in) investing activities | 492,971 | 54,294 | 129,190 |
Cash flows from financing activities: | |||
Proceeds from bank loans and other debt | 146,211 | 152,081 | 216,483 |
Repayment of bank loans and other debt | (182,274) | (180,771) | (227,677) |
Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs | 14,789 | ||
Repayments of Secured Debt | 0 | (9,798) | (9,044) |
Contributions from noncontrolling interests attributable to residential projects | 22 | ||
Distributions to noncontrolling interests attributable to residential projects | (9,201) | 0 | (1,392) |
Repayment of convertible debt | 0 | (62,757) | (334,732) |
Proceeds from issuance of Maxeon Solar green convertible debt | 200,000 | ||
Receipt of contingent asset of a prior business combination | 2,245 | ||
Settlement of contingent consideration arrangement of a prior business combination | (776) | ||
Equity offering costs paid | (928) | ||
Payments for financing leases | (1,401) | 0 | |
Issuance of common stock to executive | 0 | 2,998 | |
Purchases of stock for tax withholding obligations on vested restricted stock | (11,405) | (9,762) | (12,842) |
Net cash (used in) provided by financing activities | (58,070) | (108,009) | (153,852) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 0 | 0 | 200 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 253,419 | (98,191) | (211,853) |
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period | 148,613 | 246,804 | 458,657 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period | 402,032 | 148,613 | 246,804 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: | |||
Cash and cash equivalents | 377,026 | 127,130 | |
Restricted cash and cash equivalents, current portion | 9,855 | 4,157 | |
Restricted cash and cash equivalents, net of current portion | 15,151 | 17,326 | |
Total cash, cash equivalents, and restricted cash | 402,032 | 148,613 | 246,804 |
Supplemental disclosure of non-cash activities: | |||
Costs of solar power systems funded by liabilities | 635 | ||
Property, plant and equipment acquisitions funded by liabilities (including financing leases) | 12,428 | 1,320 | 866 |
Right-of-use assets obtained in exchange for lease obligations | 15,469 | 19,628 | 22,794 |
Assumption of liabilities in connection with business divestitures | 9,056 | ||
Holdbacks in connection with business divestitures | 7,199 | ||
Costs of solar power systems sourced from existing inventory | 1,018 | ||
Net working capital settlement related to C&I Solutions sale | 7,005 | 0 | |
Deconsolidation of right-of-use assets and lease obligations | 0 | 3,340 | |
Debt repaid in sale of commercial projects | 0 | 5,585 | |
Fair value of contingent consideration for business combination | 0 | 11,100 | |
Supplemental cash flow disclosures: | |||
Cash paid for interest | 21,064 | 25,289 | 31,704 |
Cash paid for income taxes | 7,437 | 22,825 | 18,708 |
Restatement Adjustments | |||
Cash flows from operating activities: | |||
Net income (loss) from continuing operations | (13,188) | (9,345) | (2,204) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 806 | 429 | 356 |
Amortization of cloud computing arrangements | 224 | 0 | |
Stock-based compensation | 0 | 0 | 0 |
Amortization of debt issuance costs | 0 | 0 | 0 |
Equity in (earnings) losses of unconsolidated investees | 52 | 0 | 0 |
(Gain) loss on equity investments | 0 | 0 | 0 |
(Gain) loss on retirement of convertible debt | 0 | ||
(Gain) loss on sale of investments | 0 | 0 | |
(Gain) loss on business divestitures, net | 0 | 0 | 0 |
Unrealized (gain) loss on derivatives | 0 | 0 | |
Dividend from equity method investees | 0 | 0 | |
Deferred income taxes | 0 | 0 | 0 |
Gain (loss) on sale and impairment of residential lease assets | 0 | 0 | 0 |
Other, net: | 0 | 5,000 | (338) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 3,642 | 1,757 | (496) |
Contract assets | (4,557) | 1,410 | (420) |
Inventories | 21,122 | (38) | 0 |
Project assets | 0 | 0 | 0 |
Prepaid expenses and other assets | 1,787 | (25) | 522 |
Operating lease right-of-use assets | 188 | 5 | 0 |
Advances to suppliers | (2,750) | 0 | 0 |
Accounts payable and other accrued liabilities | (2,468) | 5,971 | 1,134 |
Contract liabilities | (2,684) | (1,074) | 1,446 |
Operating lease liabilities | (1,589) | (4) | 0 |
Net cash (used in) provided by operating activities | 585 | 4,086 | 0 |
Cash flows from investing activities: | |||
Purchases of property, plant, and equipment | 0 | 0 | 0 |
Investments in software development costs | 0 | 0 | |
Proceeds from sale of property, plant and equipment | 0 | 0 | |
Cash paid for solar power systems | 0 | 0 | 0 |
Cash paid for solar power systems | 0 | ||
Proceeds from maturities of marketable securities | 0 | ||
Cash outflow upon Maxeon Solar Spin-Off, net of proceeds | 0 | ||
Cash received from sale of investments | 0 | 0 | |
Proceeds from business divestiture, net of cash | 0 | 0 | 0 |
Cash received from C&I Solutions sale, net of de-consolidated cash | 0 | 0 | |
Cash paid for acquisitions, net of cash acquired | 0 | 0 | |
Cash paid for equity investments under the Dealer Accelerator Program and other | 0 | 0 | |
Proceeds from sale of equity investment | 0 | 0 | 0 |
Proceeds from return of capital from equity investments | 0 | 0 | 0 |
Cash paid for investments in unconsolidated investees | 0 | 0 | |
Dividend from equity method investee, in excess of cumulative earnings | 0 | 0 | |
Net cash provided by (used in) investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | |||
Proceeds from bank loans and other debt | 0 | 0 | 0 |
Repayment of bank loans and other debt | (66) | (98) | 0 |
Proceeds from issuance of non-recourse residential and commercial financing, net of issuance costs | 0 | ||
Repayments of Secured Debt | 0 | 0 | 0 |
Contributions from noncontrolling interests attributable to residential projects | 0 | ||
Distributions to noncontrolling interests attributable to residential projects | 0 | 0 | 0 |
Repayment of convertible debt | 0 | 0 | 0 |
Proceeds from issuance of Maxeon Solar green convertible debt | 0 | ||
Receipt of contingent asset of a prior business combination | 0 | ||
Settlement of contingent consideration arrangement of a prior business combination | 0 | ||
Equity offering costs paid | 0 | ||
Payments for financing leases | (31) | (2) | |
Issuance of common stock to executive | 0 | 0 | |
Purchases of stock for tax withholding obligations on vested restricted stock | 0 | 0 | 0 |
Net cash (used in) provided by financing activities | (97) | (100) | 0 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 0 | 0 | 0 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 488 | 3,986 | 0 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period | 3,986 | 0 | 0 |
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period | 4,474 | 3,986 | 0 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets, including discontinued operations: | |||
Cash and cash equivalents | 0 | 0 | |
Restricted cash and cash equivalents, current portion | 813 | 717 | |
Restricted cash and cash equivalents, net of current portion | 3,661 | 3,269 | |
Total cash, cash equivalents, and restricted cash | 4,474 | 3,986 | 0 |
Supplemental disclosure of non-cash activities: | |||
Costs of solar power systems funded by liabilities | 0 | ||
Property, plant and equipment acquisitions funded by liabilities (including financing leases) | (48) | 48 | 0 |
Right-of-use assets obtained in exchange for lease obligations | (1,017) | 1,210 | 0 |
Assumption of liabilities in connection with business divestitures | 0 | ||
Holdbacks in connection with business divestitures | 0 | ||
Costs of solar power systems sourced from existing inventory | 0 | ||
Net working capital settlement related to C&I Solutions sale | 0 | 0 | |
Deconsolidation of right-of-use assets and lease obligations | 0 | 0 | |
Debt repaid in sale of commercial projects | 0 | 0 | |
Fair value of contingent consideration for business combination | 0 | 0 | |
Supplemental cash flow disclosures: | |||
Cash paid for interest | 0 | 0 | 0 |
Cash paid for income taxes | $ 0 | $ 0 | $ 0 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
May 31, 2022 | Jan. 02, 2022 | Oct. 02, 2022 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Jul. 03, 2022 | Feb. 06, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from business divestiture, net of cash | $ 0 | $ 10,516 | $ 15,418 | |||||
TotalEnergies Renewables | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Ownership percentage | 50% | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | C&I Solutions | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Aggregate cash consideration | $ 190,000 | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Holdco | TotalEnergies Renewables | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Ownership percentage | 50% | |||||||
Discontinued Operations | C&I Solutions | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from business divestiture, net of cash | $ 149,200 | $ 149,171 | ||||||
Payable recorded | $ 7,000 | 52,000 | ||||||
Working capital adjustment | 7,005 | |||||||
Transaction costs incurred | $ 3,500 | $ 11,400 |
Discontinued Operations - Gain
Discontinued Operations - Gain on Sale of C&I Business (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2022 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] | Net (loss) income from discontinued operations | |||
Net cash consideration | $ 0 | $ 10,516 | $ 15,418 | |
Discontinued Operations | C&I Solutions | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net cash consideration | $ 149,200 | 149,171 | ||
Working capital adjustment | 7,005 | |||
Net book value of assets sold | 24,562 | $ 168,318 | ||
Less: Income taxes impact from sale | 1,371 | |||
Net gain on sale | 116,233 | |||
Discontinued Operations | C&I Solutions | Additional Paid-in Capital | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net gain on sale | 112,290 | |||
Discontinued Operations | C&I Solutions | Noncontrolling Interests | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net gain on sale | $ 3,943 |
Discontinued Operations - Asset
Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Current assets: | ||||
Restricted cash and cash equivalents, current portion | $ 10,668 | $ 4,874 | $ 5,518 | |
Total current assets of discontinued operations | [1] | 0 | 120,792 | |
Restricted cash and cash equivalents, net of current portion | 18,812 | 20,595 | $ 8,521 | |
Current liabilities: | ||||
Total current liabilities of discontinued operations | [2] | 0 | 86,496 | |
Discontinued Operations | C&I Solutions | ||||
Current assets: | ||||
Cash and cash equivalents | 3,395 | |||
Restricted cash and cash equivalents, current portion | 3,466 | |||
Accounts receivable, net | 5,522 | |||
Contract assets | 55,673 | |||
Inventories | 28,561 | |||
Advances to suppliers, current portion | 2,813 | |||
Project assets - plants and land, current portion | 8,105 | |||
Prepaid expenses and other current assets | 13,257 | |||
Total current assets of discontinued operations | 120,792 | |||
Restricted cash and cash equivalents, net of current portion | 2,439 | |||
Property, plant and equipment, net | 1,734 | |||
Operating lease right-of-use assets | 27,572 | |||
Other long-term assets | 15,781 | |||
Total assets of discontinued operations | $ 24,562 | 168,318 | ||
Current liabilities: | ||||
Accounts payable | 38,541 | |||
Accrued liabilities | 16,895 | |||
Operating lease liabilities, current portion | 1,400 | |||
Contract liabilities, current portion | 26,559 | |||
Short-term debt | 3,101 | |||
Total current liabilities of discontinued operations | 86,496 | |||
Operating lease liabilities, net of current portion | 10,200 | |||
Contract liabilities, net of current portion | 9,096 | |||
Other long-term liabilities | 23,365 | |||
Total liabilities of discontinued operations | $ 129,157 | |||
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). Amounts included in the “ Restricted cash and cash equivalents, current portion ” and “ Restricted cash and cash equivalents, net of current portion ” financial statement line items on our consolidated balance sheets include cash balances set aside for various financial obligations including loans, distributions, letter of credit facilities, and other projects ’ |
Discontinued Operations - Reven
Discontinued Operations - Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Benefits from (provision for) income taxes | $ 640 | $ 2,048 | $ 3,258 | ||||||||
Net (loss) income from discontinued operations attributable to stockholders | $ (1,634) | $ (2,037) | $ (21,453) | $ (25,715) | $ (18,665) | $ (10,861) | $ (12,695) | $ (1,238) | (50,839) | (43,459) | (124,304) |
Net loss (income) from discontinued operations attributable to noncontrolling interests | 250 | 539 | (165) | ||||||||
Discontinued Operations | C&I Solutions | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Total revenues | 36,710 | 191,464 | 254,811 | ||||||||
Total cost of revenues | 63,353 | 199,168 | 224,331 | ||||||||
Gross (loss) profit | (26,643) | (7,704) | 30,480 | ||||||||
Operating expenses | 23,212 | 34,512 | 28,947 | ||||||||
Operating (loss) income | (49,855) | (42,216) | 1,533 | ||||||||
Other (expense) income, net | (1,874) | (3,830) | (3,823) | ||||||||
(Loss) earnings before income taxes | (51,729) | (46,046) | (2,290) | ||||||||
Benefits from (provision for) income taxes | 2,048 | 116 | |||||||||
Net (loss) income from discontinued operations attributable to stockholders | (51,089) | (43,998) | (2,174) | ||||||||
Net loss (income) from discontinued operations attributable to noncontrolling interests | 250 | 539 | 1,148 | ||||||||
Net (loss) income from discontinued operations attributable to stockholders | $ (50,839) | $ (43,459) | $ (1,026) |
Discontinued Operations - Nonca
Discontinued Operations - Noncash (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
(Gain) loss on sale of investments | $ 0 | $ (1,162) | $ 0 |
Discontinued Operations | C&I Solutions | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Depreciation and amortization | 85 | 2,592 | 6,494 |
Stock-based compensation | 21 | 2,970 | 2,365 |
(Gain) loss on change in valuation of equity method investments | 0 | (726) | 0 |
Loss (gain) on business divestiture | $ 0 | $ 5,066 | $ (10,334) |
Transactions with Total and T_3
Transactions with Total and Total Energies SE - Narrative (Details) $ / shares in Units, shares in Millions, $ in Billions | 1 Months Ended | 12 Months Ended | |||||
Dec. 31, 2011 $ / shares shares | Jun. 30, 2011 USD ($) $ / shares | Jan. 01, 2023 | Sep. 26, 2022 member | Sep. 12, 2022 director | Sep. 12, 2022 member | May 24, 2022 | |
Clearway Energy Group | |||||||
Related Party Transaction [Line Items] | |||||||
Percentage of voting interests acquired in business acquisition | 50% | ||||||
TotalEnergies | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership after sale of stock, percentage | 50% | ||||||
Tender Offer Agreement | TotalEnergies | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership after sale of stock, percentage | 60% | ||||||
Consideration received in cash tender offer (in dollars per share) | $ 23.25 | ||||||
Cash tender offer | $ | $ 1.4 | ||||||
Private Placement | TotalEnergies | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership after sale of stock, percentage | 66% | ||||||
Consideration received in cash tender offer (in dollars per share) | $ 8.80 | ||||||
Number of shares of common stock issued and sold (in shares) | shares | 18.6 | ||||||
September Letter Agreement | Global Infrastructure Partners ("GIP") | |||||||
Related Party Transaction [Line Items] | |||||||
Number of members appointed by GIP | 2 | 2 | |||||
September Letter Agreement | Global Infrastructure Partners ("GIP") | Director | |||||||
Related Party Transaction [Line Items] | |||||||
Number of members appointed by GIP | 5 | 2 |
Transactions with Total and T_4
Transactions with Total and Total Energies SE - Affiliation Agreement (Details) | 12 Months Ended | ||||||
Jan. 01, 2023 | Sep. 26, 2022 member | Sep. 23, 2022 member | Sep. 12, 2022 director | Sep. 12, 2022 member | Oct. 29, 2021 director member | Apr. 19, 2021 member director | |
TotalEnergies | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership after sale of stock, percentage | 50% | ||||||
Standstill Agreements | TotalEnergies | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership after sale of stock, percentage | 15% | ||||||
Limitations on transfer of outstanding shares, percentage | 0.40 | ||||||
Standstill Agreements | TotalEnergies | Maximum | Sunpower Acquisition by Total | |||||||
Related Party Transaction [Line Items] | |||||||
Percentage of voting interests acquired in business acquisition | 100% | ||||||
April Affiliation Agreement Amendment | |||||||
Related Party Transaction [Line Items] | |||||||
Number of board members | 11 | ||||||
April Affiliation Agreement Amendment | Director | |||||||
Related Party Transaction [Line Items] | |||||||
Number of board members not designated by total | director | 3 | ||||||
April Affiliation Agreement Amendment | TotalEnergies | Director | |||||||
Related Party Transaction [Line Items] | |||||||
Number of board members designated by total | 6 | ||||||
October Affiliation Agreement Amendment | |||||||
Related Party Transaction [Line Items] | |||||||
Number of board members | 11 | ||||||
Independent directors | director | 1 | ||||||
Remaining number of members | 9 | ||||||
Number of members resigned, designated by total | 1 | ||||||
October Affiliation Agreement Amendment | Director | |||||||
Related Party Transaction [Line Items] | |||||||
Additional independent directors resigned | director | 1 | ||||||
September Letter Agreement | |||||||
Related Party Transaction [Line Items] | |||||||
Number of members resigned, designated by total | 2 | ||||||
September Letter Agreement | Global Infrastructure Partners ("GIP") | |||||||
Related Party Transaction [Line Items] | |||||||
Number of members appointed by GIP | 2 | 2 | |||||
September Letter Agreement | Global Infrastructure Partners ("GIP") | Director | |||||||
Related Party Transaction [Line Items] | |||||||
Number of members appointed by GIP | 5 | 2 |
Transactions with Total and T_5
Transactions with Total and Total Energies SE - 4.00% Debentures Due 2023 (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | ||||
Sep. 01, 2020 $ / shares shares | Dec. 31, 2015 USD ($) $ / shares | Jan. 17, 2023 USD ($) | Jan. 01, 2023 USD ($) | Jan. 02, 2022 USD ($) | |
Related Party Transaction [Line Items] | |||||
Debt face amount | $ 508,672 | $ 535,697 | |||
Convertible Debt | |||||
Related Party Transaction [Line Items] | |||||
Debt face amount | 424,991 | 424,991 | |||
4.00% debentures due 2023 | |||||
Related Party Transaction [Line Items] | |||||
Conversion ratio | 0.0401552 | 0.0327568 | |||
Conversion price (usd per share) | $ / shares | $ 24.90 | $ 30.53 | |||
Shares issued upon conversion (in shares) | shares | 4,015,515 | ||||
4.00% debentures due 2023 | Convertible Debt | |||||
Related Party Transaction [Line Items] | |||||
Interest rate | 4% | ||||
Debt face amount | $ 424,991 | $ 424,991 | |||
4.00% debentures due 2023 | Convertible Debt | Subsequent Event | |||||
Related Party Transaction [Line Items] | |||||
Debt face amount | $ 425,000 | ||||
Interest payable upon maturity | 8,500 | ||||
4.00% debentures due 2023 | Convertible Debt | Subsequent Event | Total | |||||
Related Party Transaction [Line Items] | |||||
Debt face amount | $ 100,000 | ||||
4.00% debentures due 2023 | TotalEnergies | |||||
Related Party Transaction [Line Items] | |||||
Debt face amount | $ 100,000 |
Transactions with Total and T_6
Transactions with Total and Total Energies SE - Related Party Transactions with Total and its Affiliates (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 33,864 | $ 22,089 |
Prepaid expenses and other current assets | 3,959 | 2,222 |
Other long-term assets | 6,549 | 11,000 |
Accrued liabilities | 97 | 676 |
Related-Party Transactions with Total and its Affiliates | TotalEnergies | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 489 | 238 |
Prepaid expenses and other current assets | 2,898 | 0 |
Other long-term assets | 1,284 | 0 |
Accrued liabilities | $ 8,033 | $ 0 |
Transactions with Total and T_7
Transactions with Total and Total Energies SE - Revenue from Related Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 31, 2015 | Jun. 30, 2014 | ||||
Related Party Transaction [Line Items] | ||||||||||||||||
Total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | $ 1,741,943 | [1] | $ 1,128,358 | [1] | $ 863,489 | [1] | ||
Total cost of revenues1 | 1,338,942 | 876,306 | 715,019 | |||||||||||||
0.875% debentures due 2021 | Convertible Debt | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest rate | 0.875% | |||||||||||||||
4.00% debentures due 2023 | Convertible Debt | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest rate | 4% | |||||||||||||||
Other income: | TotalEnergies | Related-Party Transactions with Total and its Affiliates | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Gain on early retirement of convertible debt | 0 | 0 | 1,857 | |||||||||||||
(Income) expense from transition services agreement, net | TotalEnergies | Related-Party Transactions with Total and its Affiliates | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
(Income) expense from transition services agreement, net | (281) | 0 | 0 | |||||||||||||
Sales, general, and administrative | TotalEnergies | Related-Party Transactions with Total and its Affiliates | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Sublease income | (499) | 0 | 0 | |||||||||||||
Interest expense: | TotalEnergies | Related-Party Transactions with Total and its Affiliates | 0.875% debentures due 2021 | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest expense | 0 | 0 | 1,238 | |||||||||||||
Interest expense: | TotalEnergies | Related-Party Transactions with Total and its Affiliates | 4.00% debentures due 2023 | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest expense | 4,000 | 4,000 | 4,000 | |||||||||||||
Interest expense: | TotalEnergies | Related-Party Transactions with Total and its Affiliates | Credit Support Agreement | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest expense | $ 0 | $ 0 | $ 13 | |||||||||||||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | ||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | $ 1,741,943 | [1] | $ 1,128,358 | [1] | $ 863,489 | [1] |
Solar power systems sales | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues | 1,341,277 | 783,037 | 534,162 | |||||||||||
Component sales | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues | 337,076 | 240,911 | 185,858 | |||||||||||
Light commercial sales | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues | 46,543 | 72,126 | 97,136 | |||||||||||
Services and other | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Total revenues | $ 17,047 | $ 32,284 | $ 46,333 | |||||||||||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 57,379 | $ 33,746 |
Contract liabilities | 153,451 | 81,362 |
Indemnifications Retained | $ 1,100 | $ 1,100 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 42.5 | $ 35.6 |
Modules and components | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, remaining performance obligation, amount | $ 986.3 | |
Modules and components | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-02 | ||
Disaggregation of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 12 months | |
Commercial and Industrial Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Increase (decrease) in contract assets | $ 23.6 | 25.6 |
Increase in contract with customer, liability, including addbacks | $ 72.1 | $ (5.7) |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Accounts receivable, gross | $ 184,733 | $ 134,651 |
Less: allowance for credit losses | (14,750) | (14,375) |
Less: allowance for sales returns | (309) | (269) |
Accounts receivable, net | $ 169,674 | $ 120,007 |
Balance Sheet Components - Allo
Balance Sheet Components - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
SEC Schedule, 12-09, Allowance, Credit Loss | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 14,375 | $ 13,850 | $ 15,148 |
Charges (Releases) to Expenses / Revenues | 2,706 | 2,447 | 2,375 |
Additions (Deductions) | (2,331) | (1,922) | (3,673) |
Balance at End of Period | 14,750 | 14,375 | 13,850 |
Allowance for Sales Returns | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 269 | 181 | 285 |
Charges (Releases) to Expenses / Revenues | 40 | 88 | (104) |
Additions (Deductions) | 0 | 0 | 0 |
Balance at End of Period | $ 309 | $ 269 | $ 181 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Photo-voltaic modules | $ 136,006 | $ 130,671 |
Microinverters | 48,645 | 24,040 |
Energy Storage | 62,861 | 26,849 |
Other solar power system component materials | 48,219 | 32,910 |
Inventories | $ 295,731 | $ 214,470 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |||
Deferred project costs | $ 125,604 | $ 51,010 | |
Deferred costs for solar power systems | 34,124 | 18,834 | |
Related-party receivables | 3,959 | 3,851 | |
Other | 34,124 | 25,468 | |
Prepaid expenses and other current assets | [1] | $ 197,811 | $ 99,163 |
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Balance Sheet Components - Prop
Balance Sheet Components - Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 144,579 | $ 113,506 | |
Vehicle finance leases | 12,316 | 0 | |
Less: accumulated depreciation and impairment 2 | (68,106) | (78,692) | |
Property, plant and equipment, net | 76,473 | 34,814 | |
Depreciation, Amortization and Accretion, Net | 21,300 | 13,200 | $ 15,600 |
Testing equipment and tools | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 1,157 | 3,848 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 16,960 | 31,085 | |
Solar power systems | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 10,271 | 6,500 | |
Computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 14,411 | 23,112 | |
Internal-use software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 71,477 | 34,083 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 8,088 | 8,582 | |
Transportation equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 3,941 | 2,220 | |
Work-in-progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 5,958 | $ 4,076 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Long-term Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | ||
Balance Sheet Related Disclosures [Abstract] | |||
Equity investments with readily determinable fair value | $ 0 | $ 91,473 | |
Equity investments without readily determinable fair value | 31,699 | 807 | |
Equity investments with fair value option | 18,346 | 8,374 | |
Cloud computing arrangements implementation costs | 7,934 | 11,692 | |
Deposits with related parties | 7,329 | 11,000 | |
Retail installment contract receivables, net of current portion2 | 98,001 | 0 | |
Long-term deferred project costs | 3,109 | 4,542 | |
Long-term prepaid taxes | 0 | 4,145 | |
Derivative assets | 2,293 | 0 | |
Debt issuance cost | 3,556 | 0 | |
Other | 14,660 | 23,819 | |
Other long-term assets | [1] | 186,927 | 155,852 |
Capitalized computer software, amortization | $ 5,300 | $ 100 | |
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Employee compensation and employee benefits | $ 36,452 | $ 15,641 |
Interest payable | 8,549 | 8,005 |
Short-term warranty reserves | 29,677 | 24,164 |
Restructuring reserve | 2 | 2,137 |
Legal expenses | 2,681 | 9,052 |
Taxes payable | 9,641 | 5,571 |
Payable to Related Parties | $ 11,239 | $ 0 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued liabilities | Accrued liabilities |
Short-term finance lease liabilities | $ 2,949 | $ 11 |
Indemnification Obligation From Sale of Business | 20,781 | 0 |
Short-term asset retirement obligation liability | 1,396 | 1,127 |
Other | 24,752 | 38,435 |
Accrued liabilities | 148,119 | $ 104,143 |
Warranty Reserves | 13,500 | |
Other Indemnifications, Current | $ 7,300 |
Balance Sheet Components - Ot_2
Balance Sheet Components - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |||
Deferred revenue | $ 35,864 | $ 40,321 | |
Long-term warranty reserves | 23,931 | 56,428 | |
Unrecognized tax benefits | 12,295 | 14,689 | |
Long-term pension liability | 3,683 | 3,758 | |
Long-term deferred tax liabilities | 1,137 | 15,834 | |
Long-term taxes payable | 0 | 866 | |
Related-party liabilities | $ 1,458 | $ 1,458 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities | |
Long-term finance lease liabilities | $ 7,878 | $ 35 | |
Indemnification Obligation From Sale of Business, Noncurrent | 11,385 | 0 | |
Long-term asset retirement obligation liability | 2,395 | 1,972 | |
Other | 14,676 | 11,418 | |
Other long-term liabilities | [1] | 114,702 | $ 146,779 |
Warranty Reserves, Noncurrent | 7,600 | ||
Other Indemnifications, Noncurrent | $ 3,800 | ||
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Balance Sheet Components - Accu
Balance Sheet Components - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Cumulative translation adjustment | $ 9,576 | $ 9,620 |
Net gain on long-term pension liability obligation | 1,992 | 1,548 |
Accumulated other comprehensive income | $ 11,568 | $ 11,168 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Oct. 04, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment | $ 0 | |||
Amortization of intangible assets | 6,400,000 | $ 1,600,000 | $ 100,000 | |
Impairment loss | $ 0 | $ 0 | $ 0 | |
Albatross Software LLC | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Percentage of voting interests acquired in business acquisition | 35% |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Other Intangible Assets (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 32,150 | $ 26,479 |
Accumulated Amortization | (7,958) | (1,600) |
Net Book Value | 24,192 | 24,879 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,700 | 3,700 |
Accumulated Amortization | (1,542) | (308) |
Net Book Value | 2,158 | 3,392 |
Brand | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,800 | 15,800 |
Accumulated Amortization | (4,937) | (988) |
Net Book Value | 10,863 | 14,812 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,400 | 3,400 |
Accumulated Amortization | (1,417) | (283) |
Net Book Value | 1,983 | 3,117 |
Software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 9,250 | 3,579 |
Accumulated Amortization | (62) | (21) |
Net Book Value | $ 9,188 | $ 3,558 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future Amortization Expense (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 12,443 |
2024 | 8,787 |
2025 | 2,962 |
Total | $ 24,192 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity investments with readily determinable fair value | $ 0 | $ 91,473 |
Interest rate swaps | 2,293 | 0 |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 297,474 | 0 |
Equity investments with FVO | 18,346 | 8,374 |
Equity investments with readily determinable fair value | 132,480 | 457,352 |
Interest rate swaps | 2,293 | 0 |
Total assets | 450,593 | 465,726 |
Level 3 | Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Equity investments with FVO | 18,346 | 8,374 |
Equity investments with readily determinable fair value | 0 | 0 |
Interest rate swaps | 0 | 0 |
Total assets | 18,346 | 8,374 |
Level 2 | Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Equity investments with FVO | 0 | 0 |
Equity investments with readily determinable fair value | 0 | 0 |
Interest rate swaps | 2,293 | 0 |
Total assets | 2,293 | 0 |
Level 1 | Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 297,474 | 0 |
Equity investments with FVO | 0 | 0 |
Equity investments with readily determinable fair value | 132,480 | 457,352 |
Interest rate swaps | 0 | 0 |
Total assets | $ 429,954 | $ 457,352 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jan. 05, 2023 | Aug. 09, 2018 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Gain on derivatives | $ 0 | $ 570 | $ (741) | ||
Money Market Funds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Money market funds | 297,500 | ||||
Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Retail installment contract receivables, net of current portion | 77,600 | ||||
Accounts receivable | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Retail installment contract receivables, net of current portion | 107,700 | ||||
Interest rate swap | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative assets | 2,300 | ||||
Gain on derivatives | 2,300 | ||||
Interest rate swap | Derivatives not designated as hedging instruments | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative asset, notional amount | 72,100 | ||||
Enphase Energy, Inc. | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Shares issuable to the company at closing of agreement (in shares) | 7,500,000 | ||||
Unrealized gain (loss) on investments | $ 115,200 | $ 21,000 | |||
Investment shares sold (in shares) | 2,000,000 | 1,000,000 | |||
Proceeds from sale of equity investment | $ 440,100 | $ 177,800 | |||
Enphase Energy, Inc. | Subsequent Event | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Unrealized gain (loss) on investments | $ (10,800) | ||||
Investment shares sold (in shares) | 500,000 | ||||
Proceeds from sale of equity investment | $ 121,700 |
Fair Value Measurements - Equit
Fair Value Measurements - Equity Method Investments Activity (Details) - Equity investments with FVO - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jan. 01, 2023 | Jan. 01, 2023 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance as of January 2, 2022 | $ 8,374 | |
Equity Distribution | 0 | |
Additional Investment | 8,172 | |
Other adjustment | 1,800 | |
Ending balance as of January 1, 2023 | $ 18,346 | $ 18,346 |
Fair value adjustment | $ 1,800 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 significant unobservable input sensitivity (Details) - Equity investments - Level 3 $ in Thousands | Jan. 01, 2023 USD ($) |
Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Total assets | $ 18,346 |
Measurement Input, Default Rate | Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.127 |
Measurement Input, Default Rate | Valuation Technique, Residual | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.082 |
Measurement Input, Default Rate | Minimum | Discounted cash flows | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.125 |
Measurement Input, Default Rate | Minimum | Valuation Technique, Residual | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.063 |
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 | 0.129 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 30, 2021 USD ($) counterparty | Apr. 04, 2021 USD ($) employee | Dec. 29, 2019 employee | Jun. 30, 2020 employee | Jan. 01, 2023 USD ($) | Jan. 02, 2022 USD ($) | Jan. 03, 2021 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges (credits) | $ 244 | $ 4,519 | $ 2,604 | ||||
Number of independent third parties in agreement | counterparty | 2 | ||||||
Restructuring Incurred Cost Statement Of Income Or Comprehensive Income, Extensible Enumeration, Not Disclosed Flag | restructuring charges | ||||||
January 2021 Restructuring Plan: | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges (credits) | $ 1,200 | ||||||
Restructuring incurred cost | $ 3,400 | ||||||
January 2021 Restructuring Plan: | Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 170 | ||||||
December 2019 Restructuring Plan: | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring incurred cost | $ 6,100 | ||||||
Minimum | January 2021 Restructuring Plan: | Spinoff | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges (credits) | $ 7,000 | ||||||
Severance costs | 4,000 | ||||||
Real estate lease termination and other associated costs | 3,000 | ||||||
Minimum | December 2019 Restructuring Plan: | Spinoff | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 145 | ||||||
Reorganization, number of jobs affected as a percentage of global workforce | 3% | ||||||
Exiting period | 12 months | ||||||
Minimum | December 2019 Restructuring Plan: | Spinoff | SunPower Technologies | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 65 | ||||||
Minimum | December 2019 Restructuring Plan: | Spinoff | SunPower Energy Services | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 80 | ||||||
Maximum | January 2021 Restructuring Plan: | Spinoff | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges (credits) | 9,000 | ||||||
Severance costs | 5,000 | ||||||
Real estate lease termination and other associated costs | $ 4,000 | ||||||
Maximum | December 2019 Restructuring Plan: | Spinoff | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 160 | ||||||
Exiting period | 18 months | ||||||
Maximum | December 2019 Restructuring Plan: | Spinoff | SunPower Technologies | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 70 | ||||||
Maximum | December 2019 Restructuring Plan: | Spinoff | SunPower Energy Services | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reorganization, number of jobs affected | employee | 90 |
Restructuring - Charges Compari
Restructuring - Charges Comparison (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | $ 244 | $ 4,519 | $ 385 |
January 2021 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | (154) | 3,559 | 0 |
December 2019 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | (53) | 1,090 | 465 |
Other restructuring2 | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | 451 | (130) | (80) |
Severance and benefits | January 2021 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | (155) | 3,517 | 0 |
Severance and benefits | December 2019 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | (53) | 978 | 459 |
Other costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance costs | 500 | ||
Other costs | January 2021 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | 1 | 42 | 0 |
Other costs | December 2019 Restructuring Plan: | |||
Restructuring Cost and Reserve [Line Items] | |||
Total restructuring charges (credits) | $ 0 | $ 112 | $ 6 |
Restructuring - Rollforward (De
Restructuring - Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | $ 2,137 | ||
Charges (Benefits) | 244 | $ 4,519 | $ 385 |
(Payments) Recoveries | (2,379) | ||
Restructuring reserve, end | 2 | 2,137 | |
January 2021 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 764 | ||
Charges (Benefits) | (154) | 3,559 | 0 |
(Payments) Recoveries | (608) | ||
Restructuring reserve, end | 2 | 764 | |
December 2019 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 1,373 | ||
Charges (Benefits) | (53) | 1,090 | 465 |
(Payments) Recoveries | (1,320) | ||
Restructuring reserve, end | 0 | 1,373 | |
Other restructuring2 | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 0 | ||
Charges (Benefits) | 451 | (130) | (80) |
(Payments) Recoveries | (451) | ||
Restructuring reserve, end | 0 | 0 | |
Severance and benefits | January 2021 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 764 | ||
Charges (Benefits) | (155) | 3,517 | 0 |
(Payments) Recoveries | (607) | ||
Restructuring reserve, end | 2 | 764 | |
Severance and benefits | December 2019 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 1,373 | ||
Charges (Benefits) | (53) | 978 | 459 |
(Payments) Recoveries | (1,320) | ||
Restructuring reserve, end | 0 | 1,373 | |
Other costs | |||
Restructuring Reserve [Roll Forward] | |||
Severance costs | 500 | ||
Other costs | January 2021 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 0 | ||
Charges (Benefits) | 1 | 42 | 0 |
(Payments) Recoveries | (1) | ||
Restructuring reserve, end | 0 | 0 | |
Other costs | December 2019 Restructuring Plan: | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring reserve, beginning | 0 | ||
Charges (Benefits) | 0 | 112 | $ 6 |
(Payments) Recoveries | 0 | ||
Restructuring reserve, end | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Facility and Equipment Leases - Narrative (Details) | Jan. 01, 2023 |
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 - Facility and Equipment Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating lease expense | $ 13,979 | $ 12,787 | $ 13,563 |
Finance lease expense: | |||
Amortization expense | 1,432 | 2 | 0 |
Interest expense on lease liabilities | 312 | 0 | 0 |
Sublease income | (1,365) | (437) | (271) |
Total | 14,358 | 12,352 | 13,292 |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows for operating leases | 17,702 | 14,535 | 18,984 |
Operating cash flows for finance leases | 312 | 0 | 0 |
Financing cash flows for finance leases | 1,432 | 2 | 0 |
Right-of-use assets and property, plant, and equipment obtained in exchange for leases: | |||
Operating leases | 14,452 | 20,838 | 22,794 |
Finance leases | $ 11,293 | $ 48 | $ 0 |
Weighted-average remaining lease term (in years): | |||
Operating leases | 3 years 8 months 12 days | 3 years 7 months 6 days | |
Finance leases | 3 years 4 months 24 days | ||
Weighted-average discount rate: | |||
Operating leases | 8% | 8.50% | |
Finance leases | 7% | 0% |
Commitments and Contingencies_3
Commitments and Contingencies - Future Maturities (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Operating Leases | |
2023 | $ 14,296 |
2024 | 12,122 |
2025 | 8,394 |
2026 | 6,994 |
2027 | 4,225 |
Thereafter | 1,794 |
Total lease payments | 47,825 |
Less: imputed interest | (7,122) |
Total | 40,703 |
Finance Leases | |
2023 | 3,569 |
2024 | 3,402 |
2025 | 3,211 |
2026 | 1,751 |
2027 | 214 |
Thereafter | 0 |
Total lease payments | 12,147 |
Less: imputed interest | (1,320) |
Total | $ 10,827 |
Commitments and Contingencies_4
Commitments and Contingencies - Purchase Commitment (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Fiscal 2023 | $ 367,054 |
Fiscal 2024 | 184,926 |
Fiscal 2025 | 159,929 |
Fiscal 2026 | 778 |
Fiscal 2027 | 784 |
Thereafter | 3,745 |
Total | $ 717,216 |
Commitments and Contingencies_5
Commitments and Contingencies - Purchase Commitment - Narrative (Details) | Aug. 26, 2020 vendor |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase commitments, number of vendors | 1 |
Commitments and Contingencies_6
Commitments and Contingencies - Product Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | |||
Balance at the beginning of the period | $ 80,592 | $ 64,332 | $ 85,762 |
Accruals for warranties issued during the period | 16,108 | 46,205 | 4,391 |
Settlements and adjustments during the period | (21,949) | (29,945) | (25,821) |
Balance at the end of the period | $ 74,751 | $ 80,592 | $ 64,332 |
Commitments and Contingencies_7
Commitments and Contingencies - Product Warranties - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Product warranty additional charges | $ 19.8 | |
Additional warranty expense | $ 3.5 |
Commitment and Contingencies -
Commitment and Contingencies - Liabilities Associated with Uncertain Tax Positions - Narrative (Details) - USD ($) $ in Millions | Jan. 01, 2023 | Jan. 02, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 12.3 | $ 14.7 |
Commitments and Contingencies_8
Commitments and Contingencies - Indemnifications - Narrative (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 29, 2019 |
Loss Contingencies [Line Items] | ||||
Contractual obligation, to be paid, year one | $ 9,000 | |||
Estimated litigation liability | 4,700 | |||
Warranty reserves related to indemnifications | 74,751 | $ 80,592 | $ 64,332 | $ 85,762 |
Income tax contingencies | 8,200 | $ 8,800 | ||
Income tax contingencies, additional amount | 4,900 | |||
Discontinued Operations | C&I Solutions | ||||
Loss Contingencies [Line Items] | ||||
Warranty reserves related to indemnifications | $ 21,100 |
Commitment and Contingencies _2
Commitment and Contingencies - Legal Matters - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 03, 2022 | Jan. 02, 2022 | |
Factory Installed Connectors | ||
Loss Contingencies [Line Items] | ||
Asset impairment charges, expected amount | $ 4 | $ 27 |
Equity Investments - Equity Met
Equity Investments - Equity Method Investments (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with readily determinable fair value | $ 0 | $ 91,473 |
Equity investments without readily determinable fair value: | 31,699 | 807 |
Equity investments with fair value option: | 18,346 | 8,374 |
Total equity investments | 182,525 | 466,533 |
Enphase Energy, Inc. | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with readily determinable fair value | 132,480 | 457,352 |
OhmConnect investment | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments without readily determinable fair value: | 5,000 | 0 |
Equity method investments under the Dealer Accelerator Program | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments without readily determinable fair value: | 26,419 | 0 |
Other equity investments without readily determinable fair value | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments without readily determinable fair value: | 280 | 807 |
SunStrong Capital Holdings, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with fair value option: | 9,871 | 8,371 |
Dorado Development Partners, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with fair value option: | 8,173 | 0 |
SunStrong Partners, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with fair value option: | 302 | 3 |
Total equity investment with fair value option | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity investments with fair value option: | $ 18,346 | $ 8,374 |
Equity Investments - Narrative
Equity Investments - Narrative (Details) | 12 Months Ended | |||
Jan. 01, 2023 USD ($) company | Jan. 02, 2022 USD ($) | Mar. 31, 2022 USD ($) | Sep. 30, 2019 MW | |
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 182,525,000 | $ 466,533,000 | ||
Earnings from equity method investments | 8,200,000 | |||
Debt face amount | 508,672,000 | 535,697,000 | ||
Assets | 1,763,626,000 | 1,559,318,000 | ||
Variable Interest Entity, Primary Beneficiary | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | 23,100,000 | $ 18,000,000 | ||
Assets | $ 30,500,000 | |||
Equity method investments under the Dealer Accelerator Program | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Number of equity investments entered into | company | 4 | |||
Sea Bright Solar, Inc. | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 2,000,000 | |||
Ownership percentage | 20% | |||
Freedom Solar Holdings, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 9,400,000 | |||
Ownership percentage | 4.50% | |||
Proceeds from dividends | $ 300,000 | |||
EmPower CES, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 6,000,000 | |||
Ownership percentage | 20% | |||
Renova Energy Group | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 8,500,000 | |||
Ownership percentage | 10.60% | |||
Sea Bright Solar, Freedom Solar, EmPower, & Renova Energy Investment | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Earnings from equity method investments | $ 500,000 | |||
Dorado DevCo | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 50% | |||
Dorado DevCo | Variable Interest Entity, Not Primary Beneficiary | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total equity investments | $ 7,900,000 | |||
Solar Sail | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Inventory financed | MW | 200 | |||
Solar Sail | Hannon Armstrong | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Debt face amount | 112,600,000 | |||
Equity contributions by other parties | 6,000,000 | |||
Solar Sail | SunPower Corp | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity contributions by other parties | $ 6,000,000 |
Equity Investments - Summarized
Equity Investments - Summarized Financial Information of Unconsolidated VIEs (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Schedule of Investments [Line Items] | |||||||||||
Net income (loss) | $ 113,764 | $ 116,665 | $ 90,727 | $ 81,845 | $ 66,403 | $ 67,926 | $ 66,095 | $ 51,628 | $ 403,001 | $ 252,052 | $ 148,470 |
Net income (loss) attributable to parents | 3,425 | $ 135,614 | $ (63,292) | $ (32,898) | 18,279 | $ (84,502) | $ 73,110 | $ (53,590) | 42,849 | (46,703) | 472,844 |
Current assets | 1,252,519 | 1,073,732 | 1,252,519 | 1,073,732 | |||||||
Current liabilities | 1,051,636 | 513,622 | 1,051,636 | 513,622 | |||||||
SunStrong Capital Holdings, LLC | Variable Interest Entity, Not Primary Beneficiary | |||||||||||
Schedule of Investments [Line Items] | |||||||||||
Revenues | 147,946 | 136,428 | 123,772 | ||||||||
Net income (loss) | (768) | 5,575 | (10,788) | ||||||||
Net income (loss) attributable to parents | 10,751 | (37,913) | $ 52,483 | ||||||||
Current assets | 88,561 | 93,722 | 88,561 | 93,722 | |||||||
Long-term assets | 1,823,437 | 1,626,125 | 1,823,437 | 1,626,125 | |||||||
Current liabilities | 94,414 | 65,872 | 94,414 | 65,872 | |||||||
Long-term liabilities | $ 1,378,462 | $ 1,295,540 | $ 1,378,462 | $ 1,295,540 |
Equity Investments - Related Pa
Equity Investments - Related Party Transactions with Investees (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Accounts receivable | $ 33,864 | $ 22,089 | |
Prepaid expenses and other current assets | 3,959 | 2,222 | |
Other long-term assets | 6,549 | 11,000 | |
Accounts payable | 165 | 53 | |
Accrued liabilities | 97 | 676 | |
Contract liabilities | 63,504 | 17,442 | |
Revenues and fees received from investees for products/services | 251,265 | 202,386 | $ 201,130 |
(Gain) loss on business divestitures, net1 | $ 0 | $ (224) | $ 0 |
Debt and Credit Sources - Sched
Debt and Credit Sources - Schedule of Debt (Details) - USD ($) $ in Thousands | Jan. 17, 2023 | Jan. 01, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Jan. 02, 2022 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Face Value | $ 508,672 | $ 535,697 | ||||
Short-term | 507,159 | 109,470 | ||||
Long-term | 308 | 424,057 | ||||
Total | 507,467 | 533,527 | ||||
Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 424,991 | 424,991 | ||||
Convertible Debt | 4.00% debentures due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4% | |||||
Face Value | 424,991 | 424,991 | ||||
Convertible Debt | 4.00% debentures due 2023 | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | $ 425,000 | |||||
Repayments of debt | $ 425,000 | |||||
Total recourse debt | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 436,724 | 535,237 | ||||
Short-term | 436,652 | 109,390 | ||||
Long-term | 0 | 423,677 | ||||
Total | 436,652 | 533,067 | ||||
Total recourse debt | Asset-Backed Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 0 | 60,800 | ||||
Short-term | 0 | 60,579 | ||||
Long-term | 0 | 0 | ||||
Total | 0 | 60,579 | ||||
Total recourse debt | Asset-Backed Loan | BANK OF AMERICA, NATIONAL ASSOCIATION | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 61,700 | |||||
Total recourse debt | Safe Harbor Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 0 | 48,529 | ||||
Short-term | 0 | 47,894 | ||||
Long-term | 0 | 0 | ||||
Total | 0 | 47,894 | ||||
Total recourse debt | Safe Harbor Loan | Hannon Armstrong | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | $ 47,600 | |||||
Total recourse debt | Other Debt | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 11,733 | 917 | ||||
Short-term | 11,733 | 917 | ||||
Long-term | 0 | 0 | ||||
Total | 11,733 | 917 | ||||
Total recourse debt | Convertible Debt | 4.00% debentures due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 424,991 | 424,991 | ||||
Short-term | 424,919 | 0 | ||||
Long-term | 0 | 423,677 | ||||
Total | 424,919 | 423,677 | ||||
Total non-recourse debt | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 71,948 | 460 | ||||
Short-term | 70,507 | 80 | ||||
Long-term | 308 | 380 | ||||
Total | 70,815 | 460 | ||||
Total non-recourse debt | Credit Suisse Warehouse Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 71,577 | 0 | ||||
Short-term | 70,443 | 0 | ||||
Long-term | 0 | 0 | ||||
Total | 70,443 | 0 | ||||
Total non-recourse debt | Other Debt | ||||||
Debt Instrument [Line Items] | ||||||
Face Value | 371 | 460 | ||||
Short-term | 64 | 80 | ||||
Long-term | 308 | 380 | ||||
Total | $ 372 | $ 460 |
Debt and Credit Sources - Sch_2
Debt and Credit Sources - Schedule of Maturities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Debt Disclosure [Abstract] | ||
Fiscal 2023 | $ 508,365 | |
Fiscal 2024 | 65 | |
Fiscal 2025 | 70 | |
Fiscal 2026 | 74 | |
Fiscal 2027 | 78 | |
Thereafter | 20 | |
Total | $ 508,672 | $ 535,697 |
Debt and Credit Sources - Sch_3
Debt and Credit Sources - Schedule of Convertible Debt (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Face Value | $ 508,672 | $ 535,697 | |
Convertible Debt | |||
Debt Instrument [Line Items] | |||
Carrying Value | 424,919 | 423,677 | |
Face Value | 424,991 | 424,991 | |
Fair Value | 431,720 | 501,489 | |
Convertible Debt | 4.00% debentures due 2023 | |||
Debt Instrument [Line Items] | |||
Interest rate | 4% | ||
Carrying Value | 424,919 | 423,677 | |
Face Value | 424,991 | 424,991 | |
Fair Value | $ 431,720 | $ 501,489 |
Debt and Credit Sources - Deuts
Debt and Credit Sources - Deutsche Bank Trust (Details) - Letter of Credit - September 2011 Letter of Credit - Deutsche Bank - USD ($) | Aug. 31, 2022 | Sep. 30, 2011 |
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 200,000,000 | |
Letters of credit outstanding, amount | $ 0 |
Debt and Credit Sources - Bank
Debt and Credit Sources - Bank of the West (Details) - USD ($) | Jan. 01, 2023 | Oct. 31, 2021 |
Debt Instrument [Line Items] | ||
Restricted cash | $ 12,500,000 | |
Letter of Credit | October 2021 Letter of Credit | Bank of the West | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 25,000,000 | |
Cash collateral for borrowed securities | 50% | |
Letters of credit outstanding, amount | $ 23,800,000 |
Debt and Credit Sources - Loan
Debt and Credit Sources - Loan Facility with Credit Suisse AG (Details) - Line of Credit - USD ($) | Oct. 01, 2023 | Jan. 01, 2023 | Jun. 30, 2022 |
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 50,000,000 | ||
Term Loan Facility with Credit Suisse AG | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 100,000,000 | ||
Long-term line of credit | $ 65,300,000 | 71,600,000 | |
Amount being held in a liquidity reserve account | $ 8,200,000 | ||
Term Loan Facility with Credit Suisse AG | Minimum | |||
Line of Credit Facility [Line Items] | |||
Weighted-average interest rate | 5.40% | ||
Term Loan Facility with Credit Suisse AG | Maximum | |||
Line of Credit Facility [Line Items] | |||
Weighted-average interest rate | 6.40% |
Debt and Credit Sources - Revol
Debt and Credit Sources - Revolver and Term Loan Facility with Bank of America and Bank of the West (Details) - USD ($) $ in Millions | Dec. 08, 2023 | Jan. 26, 2023 | Sep. 12, 2022 | Jan. 31, 2023 | Jan. 11, 2023 | Jan. 01, 2023 | Dec. 31, 2015 |
4.00% debentures due 2023 | Convertible Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Interest rate | 4% | ||||||
Revolver and Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 100 | ||||||
Increase in revolver commitments, amount | $ 25 | ||||||
Long-term line of credit | $ 0 | ||||||
Letters of credit outstanding, amount | 0.1 | ||||||
Revolver and Term Loan Facility | Subsequent Event | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 50 | $ 100 | |||||
Increase in revolver commitments, amount | $ 100 | ||||||
Revolver and Term Loan Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, commitment fee percentage | 0.25% | ||||||
Revolver and Term Loan Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, commitment fee percentage | 0.35% | ||||||
Revolver and Term Loan Facility | Fed Funds Effective Rate Overnight Index Swap Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Basis spread | 0.50% | ||||||
Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 50 |
Related-Party Transactions - Na
Related-Party Transactions - Narrative (Details) $ in Millions | 12 Months Ended |
Jan. 01, 2023 USD ($) | |
Lease Agreement | Maxeon Solar | |
Related Party Transaction [Line Items] | |
Loss on contract termination | $ 4.3 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | ||
Related Party Transaction [Line Items] | ||||
Related-party receivables | $ 3,959 | $ 3,851 | ||
Accrued liabilities | 97 | 676 | ||
Other long-term liabilities | [1] | 114,702 | 146,779 | |
Maxeon Solar | Corporate Joint Venture | ||||
Related Party Transaction [Line Items] | ||||
Purchases of photo-voltaic modules (recorded in cost of revenues) | 190,633 | 224,576 | $ 96,217 | |
Research and development expenses reimbursement received | 18,626 | 33,475 | 12,473 | |
Income (expense) from transition services agreement, net | (350) | 5,876 | 6,260 | |
Sublease income (recorded in sales, general, and administrative expense) | 639 | 0 | $ 0 | |
Related-party receivables | 607 | 1,928 | ||
Accrued liabilities | 11,239 | 7,493 | ||
Accounts payable | 38,486 | 29,130 | ||
Other long-term liabilities | $ 1,458 | $ 1,458 | ||
[1] We have related-party balances for transactions made with TotalEnergies SE and its affiliates, Maxeon Solar Technologies, Ltd. (“Maxeon Solar”), and 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,” “other long-term assets,” “accounts payable,” “accrued liabilities,” “convertible debt, current portion,” “contract liabilities, current portion,” “convertible debt, net of current portion,” “other long-term liabilities,” “current assets of discontinued operations,” “current liabilities of discontinued operations,” and “long-term liabilities of discontinued operations” financial statement line items on our consolidated balance sheets (see Note 4, Note 10, Note 11, Note 12, and Note 13). |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | ||
Income Tax Examination [Line Items] | ||||
Income tax expense (benefit) | $ (8,383) | $ 7,314 | $ 57,817 | |
Income (loss) before income taxes and equity in earnings (losses) of unconsolidated investees | 87,709 | 3,925 | 653,778 | |
Discontinued operation, tax benefit | 640 | 2,048 | 3,258 | |
(Loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees | [1] | (51,729) | $ (46,046) | $ (126,811) |
C&I Solutions | ||||
Income Tax Examination [Line Items] | ||||
Disposal group, tax expense | $ 1,400 | |||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |
Income Taxes - Components of In
Income Taxes - Components of Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Geographic distribution of income (loss) from continuing operations before income taxes and equity in earnings of unconsolidated investees: | |||
U.S. income (loss) | $ 89,082 | $ 828 | $ 659,238 |
Non-U.S. income (loss) | (1,373) | 3,097 | (5,460) |
Income (loss) from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees | 87,709 | 3,925 | 653,778 |
Current tax (expense) benefit | |||
Federal | 2,322 | (125) | (846) |
State | (7,783) | (4,142) | (35,652) |
Foreign | (493) | 568 | (7,900) |
Total current tax (expense) benefit | (5,954) | (3,699) | (44,398) |
Deferred tax benefit (expense) | |||
Federal | (438) | 0 | 0 |
State | 15,162 | (3,022) | (13,715) |
Foreign | (387) | (593) | 296 |
Total deferred tax benefit (expense) | 14,337 | (3,615) | (13,419) |
Total | $ 8,383 | $ (7,314) | $ (57,817) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Income Tax Disclosure [Abstract] | |||
Statutory rate | 21% | 21% | 21% |
Tax benefit (expense) at U.S. statutory rate | $ (18,421) | $ (824) | $ (137,309) |
Foreign rate differential | (1,272) | (222) | (3,694) |
State income taxes, net of benefit | 7,581 | (4,532) | (44,217) |
Section 956 and Subpart F | 0 | (493) | (2,431) |
Tax (credits) expense (investment tax credit and other) | (331) | 1,661 | 1,323 |
Change in valuation allowance | 16,915 | (11,398) | 201,510 |
Unrecognized tax benefits | 2,273 | (2,105) | (6,977) |
Non-controlling interest & nontaxable income | 844 | 740 | 0 |
Global intangible low-taxed income (“GILTI”) | 0 | (355) | (794) |
Section 163L interest | (630) | (840) | (1,189) |
Maxeon Spin-Off taxable gain | 0 | 0 | (54,537) |
Excess tax benefit on stock-based compensation | 2,380 | 13,789 | 711 |
Non-deductible executive compensation | (151) | (2,734) | (1,256) |
Other, net | (805) | (1) | (8,957) |
Total | $ 8,383 | $ (7,314) | $ (57,817) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 90,639 | $ 164,133 |
Tax credit carryforwards | 25,293 | 53,101 |
Reserves and accruals | 37,732 | 60,108 |
Stock-based compensation stock deductions | 4,675 | 3,187 |
Basis difference on third-party project sales | 28,658 | 35,013 |
Identified intangible assets | 13,002 | 5,644 |
Other | 2,475 | 2,638 |
Total deferred tax assets | 202,474 | 323,824 |
Valuation allowance | (126,656) | (175,008) |
Total deferred tax assets, net of valuation allowance | 75,818 | 148,816 |
Deferred tax liabilities: | ||
Fixed asset basis difference | (18,713) | (15,031) |
Investments | (36,456) | (118,885) |
Other | (21,163) | (29,697) |
Total deferred tax liabilities | (76,332) | (163,613) |
Net deferred tax liabilities | $ (514) | $ (14,797) |
Income Taxes - Carryforwards (D
Income Taxes - Carryforwards (Details) $ in Millions | Jan. 01, 2023 USD ($) |
Internal Revenue Service (IRS) | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 168.7 |
Tax credit carryforward, amount | 74 |
Internal Revenue Service (IRS) | Debt Issuances | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforward, amount | 16.6 |
Internal Revenue Service (IRS) | Tax Year 2018 | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 142.6 |
Internal Revenue Service (IRS) | Tax Period Prior To 2018 | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 26.1 |
California Franchise Tax Board | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforward, amount | 2.4 |
California Franchise Tax Board | Debt Issuances | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 648.5 |
Tax credit carryforward, amount | 1.1 |
State and Local Jurisdiction | Stock Deductions | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 59.5 |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Income Tax Disclosure [Abstract] | ||
Valuation allowance, deferred tax asset, increase (decrease), amount | $ 48.4 | $ 34.2 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance, beginning of year | $ 84,213 | $ 86,953 | $ 73,439 |
Additions for tax positions related to the current year | 122 | 2,345 | 15,179 |
Additions for tax positions from prior years | 103 | 113 | 41 |
Reductions for tax positions from prior years/statute of limitations expirations | (14,444) | (5,129) | (1,634) |
Foreign exchange (gain) loss | (8) | (69) | (72) |
Balance at the end of the period | $ 69,986 | $ 84,213 | $ 86,953 |
Income Taxes - Unrecognized T_2
Income Taxes - Unrecognized Tax Benefits Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits that would impact effective tax rate | $ 10 | $ 16.7 |
Imputed interest | $ 12.3 | $ 14.7 |
Income Taxes - Classification o
Income Taxes - Classification of Interests and Penalties (Details) - USD ($) $ in Millions | Jan. 01, 2023 | Jan. 02, 2022 |
Income Tax Disclosure [Abstract] | ||
Accrued interest | $ 1.1 | $ 2.3 |
Accrued penalties | $ 1.3 |
Common Stock (Details)
Common Stock (Details) | Jan. 01, 2023 vote shares | Jan. 02, 2022 shares |
Equity [Abstract] | ||
Vote for each share | vote | 1 | |
Equity compensation plans (in shares) | shares | 27,339,000 | 22,908,000 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Calculation of Basic and Diluted Net Income (Loss) per share Attributable (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | Dec. 31, 2015 | Jun. 30, 2014 | |
Numerator: | |||||||||||||
Net income (loss) attributable to stockholders - continuing operations | $ 5,059 | $ 137,651 | $ (41,839) | $ (7,183) | $ 36,944 | $ (73,641) | $ 85,805 | $ (52,352) | $ 93,688 | $ (3,244) | $ 597,148 | ||
Net (loss) income attributable to stockholders - discontinued operations | (1,634) | (2,037) | (21,453) | (25,715) | (18,665) | (10,861) | (12,695) | (1,238) | (50,839) | (43,459) | (124,304) | ||
Net income (loss) attributable to stockholders | $ 3,425 | $ 135,614 | $ (63,292) | $ (32,898) | $ 18,279 | $ (84,502) | $ 73,110 | $ (53,590) | $ 42,849 | $ (46,703) | $ 472,844 | ||
Denominator: | |||||||||||||
Basic weighted-average common shares (in shares) | 173,919 | 172,436 | 169,801 | ||||||||||
Basic net income per share - continuing operations (usd per share) | $ 0.03 | $ 0.79 | $ (0.24) | $ (0.04) | $ 0.21 | $ (0.43) | $ 0.50 | $ (0.31) | $ 0.54 | $ (0.02) | $ 3.52 | ||
Basic net loss per share - discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.73) | ||
Net income (loss) per share - basic (usd per share) | $ 0.02 | $ 0.78 | $ (0.36) | $ (0.19) | $ 0.10 | $ (0.49) | $ 0.43 | $ (0.32) | $ 0.25 | $ (0.27) | $ 2.79 | ||
Numerator: | |||||||||||||
Net income (loss) attributable to stockholders - continuing operations | $ 5,059 | $ 137,651 | $ (41,839) | $ (7,183) | $ 36,944 | $ (73,641) | $ 85,805 | $ (52,352) | $ 93,688 | $ (3,244) | $ 597,148 | ||
Net income (loss) available to common stockholders - continuing operations | 93,688 | (3,244) | 611,471 | ||||||||||
Net (loss) income attributable to stockholders - discontinued operations | $ (1,634) | $ (2,037) | $ (21,453) | $ (25,715) | $ (18,665) | $ (10,861) | $ (12,695) | $ (1,238) | $ (50,839) | $ (43,459) | $ (124,304) | ||
Denominator: | |||||||||||||
Basic weighted-average common shares (in shares) | 173,919 | 172,436 | 169,801 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Diluted weighted-average common shares (in shares) | 174,603 | 175,116 | 197,242 | ||||||||||
Dilutive net (loss) income per share - continuing operations (usd per share) | $ 0.03 | $ 0.73 | $ (0.24) | $ (0.04) | $ 0.21 | $ (0.43) | $ 0.50 | $ (0.31) | $ 0.54 | $ (0.02) | $ 3.10 | ||
Dilutive net (loss) income per share - discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.63) | ||
Net income (loss) per share - diluted (usd per share) | $ 0.02 | $ 0.72 | $ (0.36) | $ (0.19) | $ 0.10 | $ (0.49) | $ 0.43 | $ (0.32) | $ 0.25 | $ (0.27) | $ 2.47 | ||
Restricted Stock Units | |||||||||||||
Effect of dilutive securities: | |||||||||||||
Restricted stock units (in shares) | 684 | 2,680 | 318 | ||||||||||
0.875% debentures due 2021 | |||||||||||||
Effect of dilutive securities: | |||||||||||||
Conversion of debt securities (in shares) | 0 | 0 | 10,055 | ||||||||||
4.00% debentures due 2023 | |||||||||||||
Effect of dilutive securities: | |||||||||||||
Conversion of debt securities (in shares) | 0 | 0 | 17,068 | ||||||||||
4.00% debentures due 2023 | |||||||||||||
Numerator: | |||||||||||||
Interest on convertible debt | $ 0 | $ 0 | $ 12,499 | ||||||||||
0.875% debentures due 2021 | |||||||||||||
Numerator: | |||||||||||||
Interest on convertible debt | $ 0 | $ 0 | $ 1,824 | ||||||||||
Convertible Debt | 4.00% debentures due 2023 | |||||||||||||
Numerator: | |||||||||||||
Interest rate | 4% | ||||||||||||
Convertible Debt | 0.875% debentures due 2021 | |||||||||||||
Numerator: | |||||||||||||
Interest rate | 0.875% |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive shares (Details) - shares shares in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares (in shares) | 3,168 | 1,651 | 3,250 |
0.875% debentures due 2021 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares (in shares) | 0 | 1,575 | 0 |
4.00% debentures due 2023 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares (in shares) | 17,068 | 17,068 | 0 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 26,388 | $ 22,932 | $ 17,188 |
Cost of revenues | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 4,757 | 2,754 | 2,148 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 1,830 | 3,044 | 1,299 |
Sales, general, and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 19,801 | $ 17,134 | $ 13,741 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ in Millions | 12 Months Ended | |||
Jan. 01, 2023 USD ($) shares | Jan. 02, 2022 plan shares | Jan. 03, 2021 shares | Jan. 01, 2017 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock incentive plans | plan | 1 | |||
Shares withheld for tax withholding obligation (in shares) | 600,000 | 400,000 | 1,300,000 | |
2015 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Annual increase | 3% | |||
Plan share annual increase (in shares) | 6,000,000 | |||
Shares available for grant (in shares) | 27,000,000 | |||
Options outstanding (in shares) | 0 | |||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized stock-based compensation | $ | $ 63.4 | |||
Period for recognition | 2 years 4 months 24 days | |||
Restricted Stock Units | 2015 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Restricted Stock Units | 2015 Plan | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 2 years | |||
Restricted Stock Units | 2015 Plan | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 4 years | |||
Stock option | 2015 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 10 years |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Shares (Details) - Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Beginning balance (in shares) | 4,869 | 7,167 |
Granted (in shares) | 3,038 | 1,932 |
Vested (in shares) | (1,835) | (2,905) |
Forfeited (in shares) | (1,794) | (1,325) |
Ending balance (in shares) | 4,278 | 4,869 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Beginning balance (usd per share) | $ 19,300 | $ 13,750 |
Granted (usd per share) | 20.08 | 30,470 |
Vested (usd per share) | 17.40 | 14,670 |
Forfeited (usd per share) | 19.11 | 15,720 |
Ending balance (usd per share) | $ 20.74 | $ 19,300 |
Selected Unaudited Quarterly _3
Selected Unaudited Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Jan. 01, 2023 | Oct. 02, 2022 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 | Oct. 03, 2021 | Jul. 04, 2021 | Apr. 04, 2021 | Jan. 01, 2023 | Jan. 02, 2022 | Jan. 03, 2021 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Total revenues | $ 497,968 | $ 476,393 | $ 417,464 | $ 350,118 | $ 347,715 | $ 282,460 | $ 259,893 | $ 238,290 | $ 1,741,943 | [1] | $ 1,128,358 | [1] | $ 863,489 | [1] |
Gross profit | 113,764 | 116,665 | 90,727 | 81,845 | 66,403 | 67,926 | 66,095 | 51,628 | 403,001 | 252,052 | 148,470 | |||
Net income (loss) from continuing operations | 6,064 | 140,876 | (41,054) | (7,522) | 37,120 | (73,378) | 85,816 | (52,947) | 98,364 | (3,389) | 595,961 | |||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (21,453) | (25,965) | (18,043) | (11,055) | (13,144) | (1,756) | (51,089) | (43,998) | (124,139) | |||
Net income (loss) | 4,430 | 138,839 | (62,507) | (33,487) | 19,077 | (84,433) | 72,672 | (54,703) | ||||||
Net income (loss) from continuing operations attributable to stockholders | 5,059 | 137,651 | (41,839) | (7,183) | 36,944 | (73,641) | 85,805 | (52,352) | 93,688 | (3,244) | 597,148 | |||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (21,453) | (25,715) | (18,665) | (10,861) | (12,695) | (1,238) | (50,839) | (43,459) | (124,304) | |||
Net income (loss) attributable to stockholders | $ 3,425 | $ 135,614 | $ (63,292) | $ (32,898) | $ 18,279 | $ (84,502) | $ 73,110 | $ (53,590) | $ 42,849 | $ (46,703) | $ 472,844 | |||
Net income (loss) per share attributable to stockholders - basic: | ||||||||||||||
Continuing operations (usd per share) | $ 0.03 | $ 0.79 | $ (0.24) | $ (0.04) | $ 0.21 | $ (0.43) | $ 0.50 | $ (0.31) | $ 0.54 | $ (0.02) | $ 3.52 | |||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.73) | |||
Net income (loss) per share - basic (usd per share) | 0.02 | 0.78 | (0.36) | (0.19) | 0.10 | (0.49) | 0.43 | (0.32) | 0.25 | (0.27) | 2.79 | |||
Net income (loss) per share attributable to stockholders - diluted: | ||||||||||||||
Continuing operations (usd per share) | 0.03 | 0.73 | (0.24) | (0.04) | 0.21 | (0.43) | 0.50 | (0.31) | 0.54 | (0.02) | 3.10 | |||
Discontinued operations (usd per share) | (0.01) | (0.01) | (0.12) | (0.15) | (0.11) | (0.06) | (0.07) | (0.01) | (0.29) | (0.25) | (0.63) | |||
Net income (loss) per share - diluted (usd per share) | $ 0.02 | $ 0.72 | $ (0.36) | $ (0.19) | $ 0.10 | $ (0.49) | $ 0.43 | $ (0.32) | $ 0.25 | $ (0.27) | $ 2.47 | |||
As Previously Reported | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Total revenues | $ 497,312 | $ 475,711 | $ 417,772 | $ 350,277 | $ 347,830 | $ 283,312 | $ 260,751 | $ 240,136 | $ 1,741,072 | $ 1,132,029 | $ 870,017 | |||
Gross profit | 104,648 | 105,447 | 81,499 | 72,309 | 60,245 | 62,389 | 60,711 | 45,966 | 363,903 | 229,311 | 136,646 | |||
Net income (loss) from continuing operations | 8,618 | 142,632 | (41,711) | (2,505) | 39,037 | (72,444) | 87,105 | (47,742) | 107,034 | 5,956 | 599,194 | |||
Net (loss) income from discontinued operations | 0 | 0 | (20,616) | (25,955) | (18,043) | (11,863) | (12,336) | (1,756) | (46,571) | (43,998) | (125,168) | |||
Net income (loss) | 8,618 | 142,632 | (62,327) | (28,460) | 20,994 | (84,307) | 74,769 | (49,498) | ||||||
Net income (loss) from continuing operations attributable to stockholders | 7,613 | 139,407 | (42,496) | (2,166) | 38,861 | (72,707) | 87,094 | (47,147) | 102,358 | 6,101 | 600,381 | |||
Net (loss) income from discontinued operations | 0 | 0 | (20,616) | (25,705) | (18,665) | (11,669) | (11,887) | (1,238) | (46,321) | (43,459) | (125,333) | |||
Net income (loss) attributable to stockholders | $ 7,613 | $ 139,407 | $ (63,112) | $ (27,871) | $ 20,196 | $ (84,376) | $ 75,207 | $ (48,385) | $ 56,037 | $ (37,358) | $ 475,048 | |||
Net income (loss) per share attributable to stockholders - basic: | ||||||||||||||
Continuing operations (usd per share) | $ 0.04 | $ 0.80 | $ (0.24) | $ (0.01) | $ 0.22 | $ (0.42) | $ 0.50 | $ (0.28) | $ 0.59 | $ 0.03 | $ 3.54 | |||
Discontinued operations (usd per share) | 0 | 0 | (0.12) | (0.15) | (0.11) | (0.07) | (0.07) | (0.01) | (0.27) | (0.25) | (0.74) | |||
Net income (loss) per share - basic (usd per share) | 0.04 | 0.80 | (0.36) | (0.16) | 0.11 | (0.49) | 0.43 | (0.29) | 0.32 | (0.22) | 2.80 | |||
Net income (loss) per share attributable to stockholders - diluted: | ||||||||||||||
Continuing operations (usd per share) | 0.04 | 0.74 | (0.24) | (0.01) | 0.22 | (0.42) | 0.46 | (0.28) | 0.59 | 0.03 | 3.12 | |||
Discontinued operations (usd per share) | 0 | 0 | (0.12) | (0.15) | (0.11) | (0.07) | (0.07) | (0.01) | (0.27) | (0.25) | (0.64) | |||
Net income (loss) per share - diluted (usd per share) | $ 0.04 | $ 0.74 | $ (0.36) | $ (0.16) | $ 0.11 | $ (0.49) | $ 0.39 | $ (0.29) | $ 0.32 | $ (0.22) | $ 2.48 | |||
Restatement Adjustments | ||||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||||||||
Total revenues | $ 656 | $ 682 | $ (308) | $ (159) | $ (115) | $ (852) | $ (858) | $ (1,846) | $ 871 | $ (3,671) | $ (6,528) | |||
Gross profit | 9,116 | 11,218 | 9,228 | 9,536 | 6,158 | 5,537 | 5,384 | 5,662 | 39,098 | 22,741 | 11,824 | |||
Net income (loss) from continuing operations | (2,554) | (1,756) | 657 | (5,017) | (1,917) | (934) | (1,289) | (5,205) | (8,670) | (9,345) | (3,233) | |||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (837) | (10) | 0 | 808 | (808) | 0 | (4,518) | 0 | 1,029 | |||
Net income (loss) | (4,188) | (3,793) | (180) | (5,027) | (1,917) | (126) | (2,097) | (5,205) | ||||||
Net income (loss) from continuing operations attributable to stockholders | (2,554) | (1,756) | 657 | (5,017) | (1,917) | (934) | (1,289) | (5,205) | (8,670) | (9,345) | (3,233) | |||
Net (loss) income from discontinued operations | (1,634) | (2,037) | (837) | (10) | 0 | 808 | (808) | 0 | (4,518) | 0 | 1,029 | |||
Net income (loss) attributable to stockholders | $ (4,188) | $ (3,793) | $ (180) | $ (5,027) | $ (1,917) | $ (126) | $ (2,097) | $ (5,205) | $ (13,188) | $ (9,345) | $ (2,204) | |||
Net income (loss) per share attributable to stockholders - basic: | ||||||||||||||
Continuing operations (usd per share) | $ (0.01) | $ (0.01) | $ 0 | $ (0.03) | $ (0.01) | $ (0.01) | $ 0 | $ (0.03) | $ (0.05) | $ (0.05) | $ (0.02) | |||
Discontinued operations (usd per share) | (0.01) | (0.01) | 0 | 0 | 0 | 0.01 | 0 | 0 | (0.02) | 0 | 0.01 | |||
Net income (loss) per share - basic (usd per share) | (0.02) | (0.02) | 0 | (0.03) | (0.01) | 0 | 0 | (0.03) | (0.07) | (0.05) | (0.01) | |||
Net income (loss) per share attributable to stockholders - diluted: | ||||||||||||||
Continuing operations (usd per share) | (0.01) | (0.01) | 0 | (0.03) | (0.01) | (0.01) | 0.04 | (0.03) | (0.05) | (0.05) | (0.02) | |||
Discontinued operations (usd per share) | (0.01) | (0.01) | 0 | 0 | 0 | 0.01 | 0 | 0 | (0.02) | 0 | 0.01 | |||
Net income (loss) per share - diluted (usd per share) | $ (0.02) | $ (0.02) | $ 0 | $ (0.03) | $ (0.01) | $ 0 | $ 0.04 | $ (0.03) | $ (0.07) | $ (0.05) | $ (0.01) | |||
[1] We have related-party transactions with TotalEnergies SE and its affiliates, Maxeon Solar, and unconsolidated entities in which we have a direct equity investment. These related-party transactions are recorded within the “total revenues,” “total cost of revenues,” “operating expenses: research and development,” “operating expenses: sales, general, and administrative,” “operating expenses: (gain) loss from business divestitures, net,” “operating expenses: expense (income) from transition services agreement, net,” “other income (expense), net: interest expense,” and “(loss) income from discontinued operations before income taxes and equity in (losses) earnings of unconsolidated investees” financial statement line items in our consolidated statements of operations (see Note 4, Note 11, and Note 13). |