Restatement of Condensed Consolidated Financial Statements | RESTATEMENT OF PREVIOUSLY ISSUED CONDENSED 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 “Original 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 condensed consolidated balance sheets, statements of operations, and statements of cash flows for the periods included in the Original Form 10-Q. The consolidated statements of comprehensive income (loss) and statements of equity for the three and six months ended July 2, 2023 and July 3, 2022 have also been restated for the correction to net income (loss). The unaudited condensed consolidated balance sheet as of January 1, 2023, and the unaudited condensed consolidated financial statements as of July 2, 2023 and for the three and six months ended July 2, 2023 and July 3, 2022, have been restated to reflect the corrections related to the value of consignment inventory of MI costs at certain warehouse and third-party locations, and reclassification of certain expenses in our condensed consolidated statements of operations as further described below, along with other immaterial items pertaining to the periods noted above. The effects of the restatement, including the related income tax impacts have been reflected in the impacted tables and footnotes throughout these condensed consolidated financial statements in this Amendment No. 1. The restatement adjustments and their impacts on the previously issued condensed consolidated financial statements included in the Original Q2 2023 Form 10-Q are described below. Description of Restatement Adjustments The categories of the restatement adjustments and their impact on the previously reported condensed consolidated financial statements included in the Original Q2 2023 Form 10-Q 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 the first and second quarters of fiscal years 2023 and 2022, pertaining to the physical inventory counts and classifications between financial statement line items related to inventories. • The aggregated impact to the condensed consolidated statements of operations for the three and six months ended July 2, 2023 is an increase to total cost of revenues of $1.1 million and $0.9 million, respectively. The impact to the condensed consolidated balance sheets as of July 2, 2023 is a decrease in inventories of $20.5 million, an increase i n advances to suppliers, current portion of $2.8 million, an increase in prepaid expenses and other current assets of $0.1 million, a decrease in accounts payable of $1.6 million, and an increase in accrued liabilities of $0.6 million. • The aggregated impact to the condensed consolidated statements of operations for the three and six months ended July 3, 2022 is an increase to total cost of revenues of $4.3 million and $7.5 million, respectively. The impact to the condensed 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 three and six months ended July 2, 2023 and July 3, 2022. • The aggregated impact to the condensed consolidated statements of operations for the three and six months ended July 2, 2023 is a decrease to total cost of revenues of $9.7 million and $23.5 million, respectively, and an increase to sales, general, and administrative expenses of $9.7 million and $23.5 million, respectively. • The aggregated impact to the condensed consolidated statements of operations for the three and six months ended July 3, 2022 is a decrease to total cost of revenues of $14.8 million and $25.6 million, respectively, and an increase to sales, general, and administrative expenses of $14.8 million and $25.6 million, respectively. c. 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. • There was no impact to the condensed consolidated statements of operations for the three months ended July 2, 2023. For the six months ended July 2, 2023, the impact to the condensed consolidated statements of operations is a decrease to total revenues of $6.4 million and a decrease to total cost of revenues of $4.0 million. • The impact to the condensed 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. d. Other Restatement Adjustments - There are other restatement adjustments otherwise not described in items (a) through (c) above, which are individually and in the aggregate insignificant for the periods of the three and six months ended July 2, 2023 and July 3, 2022. Condensed 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 condensed consolidated financial statements as of July 2, 2023 and January 1, 2023, and for the three and six months ended July 2, 2023 and July 3, 2022 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 condensed consolidated balance sheets, statements of operations, and cash flows as previously reported for these periods to the restated and revised amounts. Summary of Restatement - Condensed Consolidated Balance Sheets July 2, 2023 January 1, 2023 (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 $ 114,104 $ — $ 114,104 $ 377,026 $ — $ 377,026 Restricted cash and cash equivalents, current portion 1,233 842 d 2,075 9,855 813 d 10,668 Short-term investments — — — 132,480 — 132,480 Accounts receivable, net 214,378 5,818 d 220,196 174,577 (4,903) d 169,674 Contract assets 49,357 — 49,357 50,692 6,378 c 57,070 Loan receivables held for sale, net 12,917 (970) d 11,947 — — — Inventories 424,040 (21,665) a, d 402,375 316,815 (21,084) a, d 295,731 Advances to suppliers, current portion 1,895 2,750 a 4,645 9,309 2,750 a 12,059 Prepaid expenses and other current assets 228,283 591 a, d 228,874 197,760 51 a, c, d 197,811 Total current assets 1,046,207 (12,634) 1,033,573 1,268,514 (15,995) 1,252,519 Restricted cash and cash equivalents, net of current portion 15,937 3,742 d 19,679 15,151 3,661 d 18,812 Property, plant and equipment, net 95,715 70 d 95,785 74,522 1,951 d 76,473 Operating lease right-of-use assets 35,219 — 35,219 36,926 — 36,926 Solar power systems leased, net 39,767 — 39,767 41,779 — 41,779 Goodwill 126,338 (340) d 125,998 126,338 (340) d 125,998 Other intangible assets, net 20,682 — 20,682 24,192 — 24,192 Other long-term assets 193,912 (7,913) d 185,999 192,585 (5,658) d 186,927 Total assets $ 1,573,777 $ (17,075) $ 1,556,702 $ 1,780,007 $ (16,381) $ 1,763,626 Liabilities and Equity Current liabilities: Accounts payable $ 229,008 $ (1,622) a $ 227,386 $ 242,229 $ 910 a, d $ 243,139 Accrued liabilities 131,694 1,836 a, d 133,530 145,229 2,890 a, d 148,119 Operating lease liabilities, current portion 11,501 — 11,501 11,356 — 11,356 Contract liabilities, current portion 223,302 544 d 223,846 144,209 (2,346) d 141,863 Short-term debt 42,285 5,769 d 48,054 82,404 (164) d 82,240 Convertible debt, current portion — — — 424,919 — 424,919 Total current liabilities 637,790 6,527 644,317 1,050,346 1,290 1,051,636 Long-term debt 305,709 — 305,709 308 — 308 Operating lease liabilities, net of current portion 26,873 — 26,873 29,347 — 29,347 Contract liabilities, net of current portion 11,024 33 d 11,057 11,555 33 d 11,588 Other long-term liabilities 114,705 (1,934) d 112,771 112,797 1,905 d 114,702 Long-term liabilities of discontinued operations — — — — — — Total liabilities 1,096,101 4,626 1,100,727 1,204,353 3,228 1,207,581 Commitments and contingencies (Note 9) Equity: Preferred stock — — — — — — Common stock 175 — 175 174 — 174 Additional paid-in capital 2,847,884 — 2,847,884 2,855,930 — 2,855,930 Accumulated deficit (2,149,927) (21,701) a, c, d (2,171,628) (2,066,175) (19,609) a, c, d (2,085,784) Accumulated other comprehensive income 11,586 — 11,586 11,568 — 11,568 Treasury stock, at cost (232,940) — (232,940) (226,646) — (226,646) Total stockholders' equity 476,778 (21,701) 455,077 574,851 (19,609) 555,242 Noncontrolling interests in subsidiaries 898 — 898 803 — 803 Total equity 477,676 (21,701) 455,975 575,654 (19,609) 556,045 Total liabilities and equity $ 1,573,777 $ (17,075) $ 1,556,702 $ 1,780,007 $ (16,381) $ 1,763,626 Summary of Restatement - Condensed Consolidated Statements of Operations Three Months Ended July 2, 2023 July 3, 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 $ 463,851 $ (491) d $ 463,360 $ 417,772 $ (308) d $ 417,464 Total cost of revenues 399,724 (10,293) a, b, d 389,431 336,273 (9,536) a, b, d 326,737 Gross profit 64,127 9,802 73,929 81,499 9,228 90,727 Operating expenses: Research and development 6,508 — 6,508 7,405 (223) d 7,182 Sales, general, and administrative 82,709 7,789 b, d 90,498 93,043 12,317 b, d 105,360 Restructuring charges (credits) — — — (494) — (494) Expense (income) from transition services agreement, net 84 — 84 (494) — (494) Total operating expenses 89,301 7,789 97,090 99,460 12,094 111,554 Operating (loss) income (25,174) 2,013 (23,161) (17,961) (2,866) (20,827) Other (expense) income, net: Interest income 329 — 329 92 — 92 Interest expense (5,786) — (5,786) (5,964) (496) d (6,460) Other, net 289 — 289 (14,652) — (14,652) Other (expense) income, net (5,168) — (5,168) (20,524) (496) (21,020) (Loss) income from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees (30,342) 2,013 (28,329) (38,485) (3,362) (41,847) (Provision for) benefits from income taxes (227) (151) d (378) (3,226) 4,019 d 793 Equity in earnings (losses) of unconsolidated investees 311 (79) d 232 — — — Net (loss) income from continuing operations (30,258) 1,783 (28,475) (41,711) 657 (41,054) (Loss) income from discontinued operations before income taxes and equity in earnings (losses) of unconsolidated investees (2,796) — (2,796) (20,857) (703) d (21,560) Benefits from (provision for) income taxes from discontinued operations — 77 d 77 241 (134) d 107 Net (loss) income from discontinued operations (2,796) 77 (2,719) (20,616) (837) (21,453) Net (loss) income (33,054) 1,860 (31,194) (62,327) (180) (62,507) Net (income) loss from continuing operations attributable to noncontrolling interests (14) — (14) (785) — (785) Net loss (income) from discontinued operations attributable to noncontrolling interests — — — — — — Net (income) loss attributable to noncontrolling interests (14) — (14) (785) — (785) Net (loss) income from continuing operations attributable to stockholders (30,272) 1,783 (28,489) (42,496) 657 (41,839) Net (loss) income from discontinued operations attributable to stockholders (2,796) 77 (2,719) (20,616) (837) (21,453) Net (loss) income attributable to stockholders $ (33,068) $ 1,860 $ (31,208) $ (63,112) $ (180) $ (63,292) Net (loss) income per share attributable to stockholders - basic and diluted: Continuing operations $ (0.17) $ 0.01 a, d $ (0.16) $ (0.24) $ — a, d $ (0.24) Discontinued operations $ (0.02) $ — d $ (0.02) $ (0.12) $ — d $ (0.12) Net (loss) income per share - basic and diluted $ (0.19) $ 0.01 a, d $ (0.18) $ (0.36) $ — a, d $ (0.36) Weighted-average shares: Basic 175,042 — 175,042 173,951 — 173,951 Diluted 175,042 — 175,042 173,951 — 173,951 Six Months Ended July 2, 2023 July 3, 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 $ 904,729 $ (7,102) c, d $ 897,627 $ 768,049 $ (467) d $ 767,582 Total cost of revenues 769,667 (27,007) a-d 742,660 614,241 (19,231) a, b, d 595,010 Gross profit 135,062 19,905 154,967 153,808 18,764 172,572 Operating expenses: Research and development 13,755 — 13,755 12,415 (62) d 12,353 Sales, general, and administrative 173,054 21,762 b, d 194,816 170,039 23,188 b, d 193,227 Restructuring charges (credits) — — — 133 — 133 (Income) expense from transition services agreement, net (140) — (140) (228) — (228) Total operating expenses 186,669 21,762 208,431 182,359 23,126 205,485 Operating (loss) income (51,607) (1,857) (53,464) (28,551) (4,362) (32,913) Other (expense) income, net: Interest income 1,160 — 1,160 134 — 134 Interest expense (11,464) — (11,464) (11,008) (503) d (11,511) Other, net (10,694) — (10,694) (13,208) — (13,208) Other (expense) income, net (20,998) — (20,998) (24,082) (503) (24,585) (Loss) income from continuing operations before income taxes and equity in earnings (losses) of unconsolidated investees (72,605) (1,857) (74,462) (52,633) (4,865) (57,498) (Provision for) benefits from income taxes (1,454) (252) d (1,706) 8,417 505 d 8,922 Equity in earnings (losses) of unconsolidated investees 558 (138) d 420 — — — Net (loss) income from continuing operations (73,501) (2,247) (75,748) (44,216) (4,360) (48,576) (Loss) income from discontinued operations before income taxes and equity in earnings (losses) of unconsolidated investees (10,156) — (10,156) (47,155) (703) d (47,858) Benefits from (provision for) income taxes from discontinued operations — 155 d 155 584 (144) d 440 Net (loss) income from discontinued operations (10,156) 155 (10,001) (46,571) (847) (47,418) Net (loss) income (83,657) (2,092) (85,749) (90,787) (5,207) (95,994) Net (income) loss from continuing operations attributable to noncontrolling interests (95) — (95) (446) — (446) Net loss (income) from discontinued operations attributable to noncontrolling interests — — — 250 — 250 Net (income) loss attributable to noncontrolling interests (95) — (95) (196) — (196) Net (loss) income from continuing operations attributable to stockholders (73,596) (2,247) (75,843) (44,662) (4,360) (49,022) Net (loss) income from discontinued operations attributable to stockholders (10,156) 155 (10,001) (46,321) (847) (47,168) Net (loss) income attributable to stockholders $ (83,752) $ (2,092) $ (85,844) $ (90,983) $ (5,207) $ (96,190) Net (loss) income per share attributable to stockholders – basic and diluted: Continuing operations $ (0.42) $ (0.01) a, c, d $ (0.43) $ (0.26) $ (0.02) a, d $ (0.28) Discontinued operations $ (0.06) $ — d $ (0.06) $ (0.27) $ — d $ (0.27) Net (loss) income per share – basic and diluted $ (0.48) $ (0.01) a, c, d $ (0.49) $ (0.53) $ (0.02) a, d $ (0.55) Weighted-average shares: Basic 174,785 — 174,785 173,664 — 173,664 Diluted 174,785 — 174,785 173,664 — 173,664 Summary of Restatement - Condensed Consolidated Statements of Cash Flows Six Months Ended July 2, 2023 July 3, 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 (loss) income $ (83,657) $ (2,092) a, c, d $ (85,749) $ (90,787) $ (5,207) a, d $ (95,994) Adjustments to reconcile net (loss) income to net cash used in operating activities: Depreciation and amortization 25,224 (2,012) d 23,212 15,155 368 d 15,523 Amortization of cloud computing arrangements 2,678 134 d 2,812 1,893 99 d 1,992 Stock-based compensation 15,536 — 15,536 12,499 — 12,499 Amortization of debt issuance costs 1,163 — 1,163 1,559 — 1,559 Equity in (earnings) losses of unconsolidated investees (558) 138 d (420) — — — Loss (gain) on equity investments 10,805 — 10,805 13,940 — 13,940 Unrealized (gain) loss on derivatives (294) — (294) — 504 d 504 Dividend from equity method investees 596 — 596 — — — Loss (gain) on loan receivables held for sale 2,163 (2,138) d 25 — — — Deferred income taxes (532) — (532) (11,196) 11 d (11,185) Other, net 575 — 575 949 — 949 Changes in operating assets and liabilities: Accounts receivable (40,380) (10,721) d (51,101) (37,939) 200 d (37,739) Contract assets 1,335 6,378 c 7,713 7,333 (1,280) c 6,053 Inventories (107,225) 581 a, d (106,644) (17,059) 8,199 a, d (8,860) Project assets — — — 295 — 295 Loan receivables held for sale (15,081) 3,109 d (11,972) — — — Prepaid expenses and other assets (24,841) 5,337 a, c, d (19,504) (169,798) 3,383 a, c, d (166,415) Operating lease right-of-use assets 5,516 — 5,516 5,432 187 d 5,619 Advances to suppliers 7,414 — 7,414 (2,072) — (2,072) Accounts payable and other accrued liabilities (25,213) (7,426) a, d (32,639) 46,518 (3,618) a, d 42,900 Contract liabilities 78,562 2,890 d 81,452 66,273 46 d 66,319 Operating lease liabilities (6,134) — (6,134) (7,572) (306) d (7,878) Net cash (used in) provided by operating activities (152,348) (5,822) (158,170) (164,577) 2,586 (161,991) Cash flows from investing activities: Purchases of property, plant, and equipment (26,283) — (26,283) (21,583) (2,414) d (23,997) Investments in software development costs (2,320) — (2,320) (2,725) — (2,725) Cash paid for working capital settlement related to C&I Solutions sale (30,892) — (30,892) — — — Cash received from C&I Solutions sale, net of de-consolidated cash — — — 146,303 — 146,303 Cash paid for equity investments under the Dealer Accelerator Program and other (7,500) — (7,500) (16,420) — (16,420) Proceeds from sale of equity investment 121,675 — 121,675 149,830 — 149,830 Cash paid for investments in unconsolidated investees (7,677) — (7,677) (3,318) — (3,318) Dividend from equity method investee, in excess of cumulative earnings 149 — 149 — — — Net cash provided by (used in) investing activities 47,152 — 47,152 252,087 (2,414) 249,673 Cash flows from financing activities: Proceeds from bank loans and other debt 439,101 — 439,101 100,276 — 100,276 Repayment of bank loans and other debt (171,573) 5,932 d (165,641) (98,044) 153 d (97,891) Repayment of convertible debt (424,991) — (424,991) — — — Payments for financing leases (1,806) — (1,806) (118) (31) d (149) Purchases of stock for tax withholding obligations on vested restricted stock (6,293) — (6,293) (9,588) — (9,588) Net cash (used in) provided by financing activities (165,562) 5,932 (159,630) (7,474) 122 (7,352) Net (decrease) increase in cash, cash equivalents, and restricted cash (270,758) 110 (270,648) 80,036 294 80,330 Cash, cash equivalents, and restricted cash, beginning of period 402,032 4,474 406,506 148,613 3,986 152,599 Cash, cash equivalents, and restricted cash, end of period $ 131,274 $ 4,584 $ 135,858 $ 228,649 $ 4,280 $ 232,929 Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets: Cash and cash equivalents $ 114,104 $ — $ 114,104 $ 206,355 $ — $ 206,355 Restricted cash and cash equivalents, current portion 1,233 842 d 2,075 1,024 774 d 1,798 Restricted cash and cash equivalents, net of current portion 15,937 3,742 d 19,679 21,270 3,506 d 24,776 Total cash, cash equivalents, and restricted cash $ 131,274 $ 4,584 $ 135,858 $ 228,649 $ 4,280 $ 232,929 Supplemental disclosure of non-cash activities: Property, plant and equipment acquisitions funded by liabilities (including financing leases) $ 8,717 $ — $ 8,717 $ 4,635 $ (48) d $ 4,587 Right-of-use assets obtained in exchange for lease obligations $ 3,809 $ — $ 3,809 $ 1,526 $ (1,017) d $ 509 Working capital adjustment related to C&I Solutions sale $ — $ — $ — $ 6,265 $ — $ 6,265 Supplemental cash flow disclosures: Cash paid for interest $ 18,004 $ — $ 18,004 $ 11,186 $ — $ 11,186 Cash paid for income taxes $ 1,236 $ — $ 1,236 $ 2,500 $ — $ 2,500 |