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AMRC Ameresco

Filed: 3 Aug 21, 11:22am





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2021
OR
 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________.
Commission File Number: 001-34811
Ameresco, Inc.
(Exact name of registrant as specified in its charter)
Delaware 04-3512838
(State or Other Jurisdiction of
Incorporation or Organization)
 (I.R.S. Employer
Identification No.)
111 Speen Street, Suite 410
Framingham, Massachusetts
 01701
(Address of Principal Executive Offices) (Zip Code)
(508) 661-2200
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o
Accelerated Filer
Non-accelerated filer  o
Smaller reporting company ☐
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
ClassNew York Stock Exchange SymbolShares outstanding as of July 30, 2021
Class A Common Stock, $0.0001 par value per shareAMRC33,388,508
Class B Common Stock, $0.0001 par value per share18,000,000







Part I - Financial Information
Item 1. Condensed Consolidated Financial Statements

AMERESCO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
June 30, 2021December 31, 2020
(Unaudited)
ASSETS
Current assets: 
Cash and cash equivalents (1)
$58,807 $66,422 
Restricted cash (1)
23,672 22,063 
Accounts receivable, net of allowance of $2,311 and $2,266, respectively (1)
115,462 125,010 
Accounts receivable retainage, net36,485 30,189 
Costs and estimated earnings in excess of billings (1)
195,027 185,960 
Inventory, net8,798 8,575 
Prepaid expenses and other current assets (1)
25,389 26,854 
Income tax receivable5,688 9,803 
Project development costs14,508 15,839 
Total current assets (1)
483,836 490,715 
Federal ESPC receivable512,737 396,725 
Property and equipment, net (1)
8,826 8,982 
Energy assets, net (1)
798,609 729,378 
Deferred income tax assets, net3,972 3,864 
Goodwill, net58,901 58,714 
Intangible assets, net769 927 
Operating lease assets (1)
40,608 39,151 
Restricted cash, non-current portion (1)
11,363 10,352 
Other assets (1)
19,069 15,307 
 Total assets (1)
$1,938,690 $1,754,115 
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portions of long-term debt and financing lease liabilities (1)
$79,778 $69,362 
Accounts payable (1)
193,373 230,916 
Accrued expenses and other current liabilities (1)
40,108 41,748 
Current portions of operating lease liabilities (1)
5,995 6,106 
Billings in excess of cost and estimated earnings26,561 33,984 
Income taxes payable981 
Total current liabilities (1)
345,815 383,097 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs (1)
305,351 311,674 
Federal ESPC liabilities506,680 440,223 
Deferred income taxes, net7,159 6,227 
Deferred grant income8,075 8,271 
Long-term operating lease liabilities, net of current portion (1)
36,731 35,300 
Other liabilities (1)
37,300 37,660 
Commitments and contingencies (Note 9)00
Redeemable non-controlling interests, net46,003 38,850 
(1) Includes restricted assets of consolidated variable interest entities (“VIEs”) at June 30, 2021 and December 31, 2020 of $155,878 and $162,198, respectively. Includes non-recourse liabilities of consolidated VIEs at June 30, 2021 and December 31, 2020 of $32,318 and $33,335, respectively. See Note 12.
1

AMERESCO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts) (Continued)
June 30, 2021December 31, 2020
(Unaudited)
Stockholders’ equity:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2021 and December 31, 2020$$
Class A common stock, $0.0001 par value, 500,000,000 shares authorized, 35,484,126 shares issued and 33,382,331 shares outstanding at June 30, 2021, 32,326,449 shares issued and 30,224,654 shares outstanding at December 31, 2020
Class B common stock, $0.0001 par value, 144,000,000 shares authorized, 18,000,000 shares issued and outstanding at June 30, 2021 and December 31, 2020
Additional paid-in capital270,955 145,496 
Retained earnings393,158 368,390 
Accumulated other comprehensive loss, net(6,754)(9,290)
Treasury stock, at cost, 2,101,795 shares at June 30, 2021 and December 31, 2020(11,788)(11,788)
Total stockholders’ equity645,576 492,813 
Total liabilities, redeemable non-controlling interests and stockholders’ equity$1,938,690 $1,754,115 

See notes to condensed consolidated financial statements.

2

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share amounts) (Unaudited)
 Three Months Ended June 30,Six Months Ended June 30,
 2021202020212020
Revenues$273,920 $223,036 $526,122 $435,449 
Cost of revenues220,598 183,528 425,891 357,495 
Gross profit53,322 39,508 100,231 77,954 
Selling, general and administrative expenses31,882 26,620 60,483 55,544 
Operating income21,440 12,888 39,748 22,410 
Other expenses, net5,450 4,052 9,122 9,441 
Income before income taxes15,990 8,836 30,626 12,969 
Income tax (benefit) provision(1,896)309 (2,503)
Net income17,886 8,836 30,317 15,472 
Net income attributable to redeemable non-controlling interests(4,231)(4,471)(5,488)(4,906)
Net income attributable to common shareholders$13,655 $4,365 $24,829 $10,566 
Net income per share attributable to common shareholders: 
Basic$0.27 $0.09 $0.49 $0.22 
Diluted$0.26 $0.09 $0.48 $0.22 
Weighted average common shares outstanding:  
Basic51,315 47,488 50,158 47,500 
Diluted52,570 48,519 51,475 48,571 

See notes to condensed consolidated financial statements.
3

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands) (Unaudited)
 Three Months Ended June 30,
 20212020
Net income$17,886 $8,836 
Other comprehensive income (loss):
Unrealized loss from interest rate hedges, net of tax effect of $(188) and $(221)(472)(585)
Foreign currency translation adjustments477 682 
Total other comprehensive income97 
Comprehensive income17,891 8,933 
Comprehensive income attributable to redeemable non-controlling interests(4,231)(4,471)
Comprehensive income attributable to common shareholders$13,660 $4,462 
 Six Months Ended June 30,
 20212020
Net income$30,317 $15,472 
Other comprehensive income (loss):
Unrealized gain (loss) from interest rate hedges, net of tax effect of $531 and $(1,408)1,645 (4,050)
Foreign currency translation adjustments891 (1,630)
Total other comprehensive income (loss)2,536 (5,680)
Comprehensive income32,853 9,792 
Comprehensive income attributable to redeemable non-controlling interests(5,488)(4,906)
Comprehensive income attributable to common shareholders$27,365 $4,886 

See notes to condensed consolidated financial statements.
4

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
For the Three Months Ended June 30, 2021 and 2020
(In thousands, except share amounts) (Unaudited)
Class A Common StockClass B Common StockTreasury Stock
Redeemable Non-controlling InterestsSharesAmountSharesAmountAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossSharesAmountTotal Stockholders’ Equity
Balance, March 31, 2020$31,939 29,510,161 $18,000,000 $$136,591 $320,660 $(13,291)2,101,795 $(11,788)$432,177 
Exercise of stock options— 179,639 — — — 2,164 — — — — 2,164 
Stock-based compensation expense— — — — — 430 — — — — 430 
Employee stock purchase plan— 28,302 — — — 440 — — — — 440 
Unrealized loss from interest rate hedges, net— — — — — — — (585)— — (585)
Foreign currency translation adjustment— — — — — — — 682 — — 682 
Contributions from redeemable non-controlling interests488 — — — — — — — — — — 
Distributions to redeemable non-controlling interests(595)— — — — — — — — — — 
Net income4,471 — — — — — 4,365 — — — 4,365 
Balance, June 30, 2020$36,303 29,718,102 $18,000,000 $$139,625 $325,025 $(13,194)2,101,795 $(11,788)$439,673 
Balance, March 31, 2021$39,668 33,265,925 $18,000,000 $$267,864 $379,533 $(6,759)2,101,795 $(11,788)$628,855 
Equity offering costs— — — — (135)— — — — (135)
Exercise of stock options— 101,109 — — — 1,225 — — — — 1,225 
Stock-based compensation expense— — — — — 1,349 — — — — 1,349 
Employee stock purchase plan— 15,297 — — — 652 — — — — 652 
Unrealized loss from interest rate hedges, net— — — — — — — (472)— — (472)
Foreign currency translation adjustment— — — — — — — 477 — — 477 
Contributions from redeemable non-controlling interests, net of tax equity financing fees2,269 — — — — — — — — — — 
Distributions to redeemable non-controlling interests(195)— — — — — — — — — — 
Accretion of tax equity financing fees30 — — — — — (30)— — — (30)
Net income4,231 — — — — — 13,655 — — — 13,655 
Balance, June 30, 2021$46,003 33,382,331 $18,000,000 $$270,955 $393,158 $(6,754)2,101,795 $(11,788)$645,576 

See notes to condensed consolidated financial statements.

5

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
For the Six Months Ended June 30, 2021 and 2020
(In thousands, except share amounts) (Unaudited)
Class A Common StockClass B Common StockTreasury Stock
Redeemable Non-controlling InterestsSharesAmountSharesAmountAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossSharesAmountTotal Stockholders’ Equity
Balance, December 31, 2019$31,616 29,230,005 $18,000,000 $$133,688 $314,459 $(7,514)2,101,340 $(11,782)$428,856 
Exercise of stock options— 460,250 — — — 4,638 — — — — 4,638 
Stock-based compensation expense— — — — — 859 — — — — 859 
Employee stock purchase plan— 28,302 — — — 440 — — — — 440 
Open market purchase of common shares— (455)— — — — — — 455 (6)(6)
Unrealized loss from interest rate hedges, net— — — — — — — (4,050)— — (4,050)
Foreign currency translation adjustment— — — — — — — (1,630)— — (1,630)
Contributions from redeemable non-controlling interests488 — — — — — — — — — — 
Distributions to redeemable non-controlling interests(707)— — — — — — — — — — 
Net income4,906 — — — — — 10,566 — — — 10,566 
Balance, June 30, 2020$36,303 29,718,102 $18,000,000 $$139,625 $325,025 $(13,194)2,101,795 $(11,788)$439,673 
Balance, December 31, 2020$38,850 30,224,654 $18,000,000 $$145,496 $368,390 $(9,290)2,101,795 $(11,788)$492,813 
Equity offering of common stock, net of offering costs of $6,419— 2,875,000 — — — 120,081 — — — — 120,081 
Exercise of stock options— 267,380 — — — 2,611 — — — — 2,611 
Stock-based compensation expense— — — — — 2,115 — — — — 2,115 
Employee stock purchase plan— 15,297 — — — 652 — — — — 652 
Unrealized gain from interest rate hedges, net— — — — — — — 1,645 — — 1,645 
Foreign currency translation adjustment— — — — — — — 891 — — 891 
Contributions from redeemable non-controlling interests, net of tax equity financing fees2,252 — — — — — — — — — — 
Distributions to redeemable non-controlling interests(648)— — — — — — — — — — 
Accretion of tax equity financing fees61 — — — — — (61)— — — (61)
Net income5,488 — — — — — 24,829 — — — 24,829 
Balance, June 30, 2021$46,003 33,382,331 $18,000,000 $$270,955 $393,158 $(6,754)2,101,795 $(11,788)$645,576 

See notes to condensed consolidated financial statements.
6

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
 Six Months Ended June 30,
 20212020
Cash flows from operating activities:  
Net income$30,317 $15,472 
Adjustments to reconcile net income to cash flows from operating activities:
Depreciation of energy assets, net20,136 18,949 
Depreciation of property and equipment1,637 1,659 
Accretion of ARO liabilities57 43 
Amortization of debt discount and debt issuance costs1,477 1,176 
Amortization of intangible assets161 356 
Provision for (recoveries of) bad debts(80)
Net loss from derivatives1,225 517 
Stock-based compensation expense2,115 859 
Deferred income taxes335 4,619 
Unrealized foreign exchange (gain) loss(32)201 
Changes in operating assets and liabilities:
Accounts receivable15,230 12,125 
Accounts receivable retainage(6,211)(2,222)
Federal ESPC receivable(125,146)(89,761)
Inventory, net(224)235 
Costs and estimated earnings in excess of billings(8,893)6,410 
Prepaid expenses and other current assets2,445 1,857 
Project development costs760 (2,758)
Other assets(3,691)516 
Accounts payable, accrued expenses and other current liabilities(22,941)(45,256)
Billings in excess of cost and estimated earnings(8,174)8,569 
Other liabilities(207)316 
Income taxes payable3,135 (7,396)
Cash flows from operating activities(96,483)(73,594)
Cash flows from investing activities:
Purchases of property and equipment(1,484)(1,355)
Capital investment in energy assets(104,267)(77,218)
Contributions to equity investment(127)
Cash flows from investing activities(105,751)(78,700)
See notes to condensed consolidated financial statements.
7

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited) (Continued)
Six Months Ended June 30,
20212020
Cash flows from financing activities:  
Proceeds from equity offering, net of offering costs$120,081 $
Payments of financing fees(1,162)(2,198)
Proceeds from exercises of options and ESPP3,263 5,078 
Repurchase of common stock(6)
(Payments on) proceeds from senior secured credit facility, net(28,073)16,000 
Proceeds from long-term debt financings64,854 14,232 
Proceeds from Federal ESPC projects70,159 133,598 
(Payments on) proceeds for energy assets from Federal ESPC(117)1,488 
Proceeds from redeemable non-controlling interests, net1,583 74 
Payments on long-term debt(33,664)(25,860)
Cash flows from financing activities196,924 142,406 
Effect of exchange rate changes on cash315 (457)
Net decrease in cash, cash equivalents, and restricted cash(4,995)(10,345)
Cash, cash equivalents, and restricted cash, beginning of period98,837 77,264 
Cash, cash equivalents, and restricted cash, end of period$93,842 $66,919 
Supplemental disclosures of cash flow information:
Cash paid for interest$9,097 $10,499 
Cash paid for income taxes$1,213 $382 
Non-cash Federal ESPC settlement$4,027 $43,368 
Accrued purchases of energy assets$28,070 $35,705 

See notes to condensed consolidated financial statements.
8

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited)


1. BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Ameresco, Inc. (including its subsidiaries, the “Company,” “Ameresco,” “we,” “our,” or “us”) are unaudited, according to certain rules and regulations of the Securities and Exchange Commission, and include, in our opinion, normal recurring adjustments necessary for a fair presentation in conformity with accounting principles generally accepted in the United States (“GAAP”) of the results for the periods indicated.
The results of operations for the three and six months ended June 30, 2021 are not necessarily indicative of results which may be expected for the full year. The December 31, 2020 consolidated balance sheet data was derived from audited financial statements, but certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. The interim condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2020, included in our annual report on Form 10-K (“2020 Annual Report” or “2020 Form 10-K”) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 2, 2021.
Reclassification
Certain prior period amounts were reclassified to conform to the presentation in the current period.
Significant Risks and Uncertainties
We considered the impact of COVID-19 on the assumptions and estimates used and determined that there was no material adverse impact on our results of operations for the six months ended June 30, 2021 or 2020. Our results of future operations and liquidity could be adversely impacted by a number of factors associated with the COVID-19 pandemic, including payments of outstanding receivable amounts beyond normal payment terms, delays in obtaining signed customer contracts for awarded projects, supply chain disruptions and uncertain demand. As of the date of issuance of these condensed consolidated financial statements, the extent to which the COVID-19 pandemic may impact our financial condition, liquidity, or results of operations in the future is uncertain.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Our accounting policies are set forth in Note 2 to the consolidated financial statements contained in our 2020 Form 10-K. We have included certain updates to those policies below.
Accounts Receivable and Allowance for Credit Losses
Changes in the allowance for credit losses are as follows:
June 30, 2021June 30, 2020
Allowance for credit losses, beginning of period$2,266 $2,260 
Charges (recoveries) to costs and expenses, net(80)
Account write-offs and other39 (192)
Allowance for credit losses, end of period$2,311 $1,988 

Recent Accounting Pronouncements
Income Taxes
In December 2019, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes, eliminates certain exceptions within Accounting Standards Codification (“ASC”) 740, Income Taxes, and clarifies certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for our fiscal year beginning after December 15, 2020. We adopted this guidance as of January 1, 2021 and the adoption did not have an impact on our condensed consolidated financial statements.
9

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Reference Rate Reform
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04, which provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. Companies can apply the ASU immediately, however, the guidance will only be available until December 31, 2022. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements and related disclosures.
In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope. The amendments in ASU 2021-01 provide optional expedients to the current guidance on contract modification and hedge accounting from the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. The guidance generally can be applied to applicable contract modifications through December 31, 2022. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements and related disclosures.
Codification Improvements
In October 2020, the FASB issued ASU 2020-10, Codification Improvements. The amendments in this ASU represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. ASU 2020-10 is effective for annual periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. The amendments in this ASU should be applied retrospectively. We adopted this guidance as of January 1, 2021 and the adoption did not have an impact on our condensed consolidated financial statements.
3. REVENUE FROM CONTRACTS WITH CUSTOMERS
Disaggregation of Revenue
Our reportable segments for the three and six months ended June 30, 2021 were U.S. Regions, U.S. Federal, Canada and Non-Solar Distributed Generation (“Non-Solar DG”). On January 1, 2021, we changed the structure of our internal organization and our U.S. Regions segment now includes our U.S.-based enterprise energy management services previously included in our “All Other” segment. As a result, previously reported amounts have been reclassified for comparative purposes.
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended June 30, 2021:
U.S. RegionsU.S. FederalCanadaNon-Solar DGAll OtherTotal
Project revenue$92,601 $77,075 $7,307 $9,241 $10,031 $196,255 
O&M revenue5,303 11,742 2,462 89 19,596 
Energy assets10,046 1,371 1,571 23,852 101 36,941 
Integrated-PV10,721 10,721 
Other1,520 12 1,996 16 6,863 10,407 
Total revenues$109,470 $90,200 $10,874 $35,571 $27,805 $273,920 
10

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended June 30, 2020:
U.S. RegionsU.S. FederalCanadaNon-Solar DGAll OtherTotal
Project revenue$76,040 $72,220 $6,167 $3,004 $2,499 $159,930 
O&M revenue4,283 10,755 17 2,120 133 17,308 
Energy assets8,080 1,505 1,344 17,820 28,749 
Integrated-PV8,530 8,530 
Other1,171 11 1,507 185 5,645 8,519 
Total revenues$89,574 $84,491 $9,035 $23,129 $16,807 $223,036 
The following table presents our revenue disaggregated by line of business and reportable segment for the six months ended June 30, 2021:
U.S. RegionsU.S. FederalCanadaNon-Solar DGAll OtherTotal
Project revenue$163,759 $167,164 $16,308 $13,895 $15,822 $376,948 
O&M revenue9,613 23,182 26 5,099 160 38,080 
Energy assets18,856 2,035 2,318 46,783 236 70,228 
Integrated-PV19,875 19,875 
Other2,515 33 3,865 162 14,416 20,991 
Total revenues$194,743 $192,414 $22,517 $65,939 $50,509 $526,122 
The following table presents our revenue disaggregated by line of business and reportable segment for the six months ended June 30, 2020:
U.S. RegionsU.S. FederalCanadaNon-Solar DGAll OtherTotal
Project revenue$147,533 $128,334 $15,031 $5,375 $8,086 $304,359 
O&M revenue8,635 22,381 26 4,135 193 35,370 
Energy assets16,934 2,224 2,007 35,806 56,971 
Integrated-PV19,999 19,999 
Other2,312 297 3,363 537 12,241 18,750 
Total revenues$175,414 $153,236 $20,427 $45,853 $40,519 $435,449 
The following table presents information related to our revenue recognized over time:
Three Months EndedSix Months Ended
June 30, 2021June 30, 2020June 30, 2021June 30, 2020
Percentage of revenue recognized over time94%94%94%93%
The remainder is for products and services transferred at a point in time, at which point revenue is recognized.
We attribute revenues to customers based on the location of the customer. The following table presents information related to our revenues by geographic area:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
United States$252,536 $211,218 $486,545 $407,157 
Canada9,973 8,458 20,826 19,011 
Other11,411 3,360 18,751 9,281 
Total revenues$273,920 $223,036 $526,122 $435,449 

11

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Contract Balances
The following tables provide information about receivables, contract assets and contract liabilities from contracts with customers:
 June 30, 2021December 31, 2020
Accounts receivable, net$115,462 $125,010 
Accounts receivable retainage, net$36,485 $30,189 
Contract Assets:
Costs and estimated earnings in excess of billings$195,027 $185,960 
Contract Liabilities:
Billings in excess of cost and estimated earnings$26,561 $33,984 
Billings in excess of cost and estimated earnings, non-current (1)
6,082 6,631 
Total contract liabilities$32,643 $40,615 
June 30, 2020December 31, 2019
Accounts receivable, net$86,017 $95,863 
Accounts receivable retainage, net$19,119 $16,976 
Contract Assets:
Costs and estimated earnings in excess of billings$195,391 $202,243 
Contract Liabilities:
Billings in excess of cost and estimated earnings$34,896 $26,618 
Billings in excess of cost and estimated earnings, non-current (1)
5,035 5,560 
Total contract liabilities$39,931 $32,178 
(1) Performance obligations that are expected to be completed beyond the next twelve months and are included in other liabilities in the condensed consolidated balance sheets.
The increase in contract assets for the six months ended June 30, 2021 was primarily due to revenue recognized of $277,960 offset by billings of $288,012. Contract assets also increased due to reclassifications from contract liabilities as a result of timing of customer payments. The decrease in contract liabilities was primarily driven by recognition of revenue as performance obligations were satisfied exceeding increases from the receipt of advance payment from customers, and related billings. For the six months ended June 30, 2021, we recognized revenue of $98,570 that was previously included in the beginning balance of contract liabilities and billed customers $70,884. Changes in contract liabilities are also driven by reclassifications to or from contract assets as a result of timing of customer payments.
The decrease in contract assets for the six months ended June 30, 2020 was primarily due to billings of approximately $285,036, partially offset by revenue recognized of $276,492. The increase in contract liabilities was primarily driven by the receipt of advance payment from customers, and related billings, exceeding increases from the recognition of revenue as performance obligations were satisfied. For the six months ended June 30, 2020, we billed customers $50,697 and recognized revenue of $44,446 that was previously included in the beginning balance of contract liabilities. Changes in contract liabilities are also driven by reclassifications to or from contract assets as a result of timing of customer payments.

Performance Obligations
Our remaining performance obligations (“backlog”) represent the unrecognized revenue value of our contract commitments. At June 30, 2021, we had backlog of $1,902,420 of which approximately 35% is anticipated to be recognized as revenue in the next twelve months. The remaining performance obligations primarily relate to the energy efficiency and renewable energy construction projects, including long-term operations and maintenance (“O&M”) services related to these projects. The long-term services have varying initial contract terms, up to 25 years.
12

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Project Development Costs
Project development costs of $2,128 and $1,543 were included in other long-term assets in the accompanying condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, respectively. Project development costs of $3,109 and $4,258 were recognized in the condensed consolidated statements of income on projects that converted to customer contracts during the three months ended June 30, 2021 and 2020, respectively. Project development costs of $5,094 and $5,865 were recognized in the condensed consolidated statements of income on projects that converted to customer contracts during the six months ended June 30, 2021 and 2020, respectively.
NaN impairment charges in connection with our capitalized commission costs or project development costs were recorded during the six months ended June 30, 2021 and 2020.
4. GOODWILL AND INTANGIBLE ASSETS, NET
The changes in the carrying value of goodwill balances by reportable segment was as follows:
U.S. RegionsU.S. FederalCanadaNon-solar DGOtherTotal
Balance, December 31, 2020$26,705 $3,981 $3,441 $$24,587 $58,714 
Currency effects96 91 187 
Balance, June 30, 2021$26,705 $3,981 $3,537 $$24,678 $58,901 
Definite-lived intangible assets, net consisted of the following:
As of June 30, 2021As of December 31, 2020
Gross carrying amount$27,378 27,240 
Accumulated amortization26,609 26,313 
Intangible assets, net$769 $927 
The table below sets forth amortization expense:
Three Months Ended June 30,Six Months Ended June 30,
Asset typeLocation2021202020212020
Customer contractsCost of revenues$$22 $$45 
All other intangible assetsSelling, general and administrative expenses81 158 161 311 
Total amortization expense$81 $180 $161 $356 

13

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
5. ENERGY ASSETS, NET
Energy assets, net consisted of the following:
 June 30, 2021December 31, 2020
Energy assets (1)
$1,044,288 $954,426 
Less - accumulated depreciation and amortization(245,679)(225,048)
Energy assets, net$798,609 $729,378 
(1) Includes financing lease assets (see Note 6), capitalized interest and ARO assets (see tables below).
The following table sets forth our depreciation and amortization expense on energy assets, net of deferred grant amortization:
Three Months Ended June 30,Six Months Ended June 30,
Location2021202020212020
Cost of revenues (2)
$10,450 $9,650 $20,136 $18,949 
(2) Includes depreciation and amortization on financing lease assets (see Note 6).
The following table presents the interest costs relating to construction financing during the period of construction, which were capitalized as part of energy assets, net:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Capitalized interest$1,288 $912 $3,526 $1,774 

The following tables sets forth information related to our Asset Retirement Obligations (“ARO”) assets and ARO liabilities:
LocationJune 30, 2021December 31, 2020
ARO assets, netEnergy assets, net$2,004 $1,468 
ARO liabilities, currentAccrued expenses and other current liabilities$$86 
ARO liabilities, non-currentOther liabilities2,284 1,561 
Total ARO liabilities$2,290 $1,647 

Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Depreciation expense of ARO assets$30 $19 $53 $38 
Accretion expense of ARO liabilities$33 $22 $57 $43 

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AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
6. LEASES
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
June 30, 2021December 31, 2020
Operating Leases:
Operating lease assets$40,608 $39,151 
Current portions of operating lease liabilities$5,995 $6,106 
Long-term portions of operating lease liabilities36,731 35,300 
Total operating lease liabilities$42,726 $41,406 
Weighted-average remaining lease term13 years12 years
Weighted-average discount rate5.79 %5.94 %
Financing Leases:
Energy assets$32,940 $34,005 
Current portions of financing lease liabilities$3,796 $4,273 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs17,617 19,227 
Total financing lease liabilities$21,413 $23,500 
Weighted-average remaining lease term16 years16 years
Weighted-average discount rate12.04 %11.94 %
The costs related to our leases were as follows:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Operating Leases:
Operating lease costs$2,187 $2,106 $4,340 $3,932 
Financing Leases:
Amortization expense533 532 1,065 1,064 
Interest on lease liabilities666 726 1,324 1,559 
Total lease costs$3,386 $3,364 $6,729 $6,555 



15

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Supplemental cash flow information related to our leases was as follows:
Six Months Ended June 30,
20212020
Cash paid for amounts included in the measurement of operating lease liabilities$4,355 $3,861 
Right-of-use assets obtained in exchange for new operating lease liabilities$4,961 $4,838 
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2021$4,116 $3,485 
20228,098 5,178 
20236,659 3,676 
20245,516 2,565 
20254,488 2,213 
Thereafter32,721 21,866 
Total minimum lease payments61,598 38,983 
Less: interest18,872 17,570 
Present value of lease liabilities$42,726 $21,413 
We have a future lease commitment for a certain ground lease which does not yet meet the criteria for recording a ROU asset or ROU liability. The net present value of this commitment totals $3,000 as of June 30, 2021 and relates to a one-time payment due when specific criteria are met, which we estimate will be during the three months ended September 30, 2021.
Sale-leasebacks
We entered into a fifth amendment dated March 22, 2021 to our August 2018 agreement for a long-term financing facility and increased the maximum funding amount from $150,000 up to $350,000 and extended the end date of the agreement from May 23, 2021 to March 31, 2022. We sold and leased back 2 energy assets for $26,820 in cash under this facility during the six months ended June 30, 2021. As of June 30, 2021, approximately $284,885 remained available under this lending commitment. These transactions are accounted for as failed sales and are classified as long-term financing facilities. See Note 7 for additional information.
In July 2021, we entered into an amendment to our December 2020 long-term financing facility which increased our maximum commitment from $4,500 to $23,559 and extended the end date of the agreement to December 31, 2021.
Net gains from amortization expense recognized in cost of revenues relating to deferred gains and losses in connection with our sale-leaseback agreements were $57 for the three months ended June 30, 2021 and 2020 and $114 and $112 for the six months ended June 30, 2021 and 2020, respectively.


16

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
7. DEBT AND FINANCING LEASE LIABILITIES
Our debt and financing lease liabilities comprised of the following:
June 30, 2021December 31, 2020
Senior secured revolving credit facility (1)
$25,000 $53,073 
Senior secured term loan55,250 57,688 
Non-recourse term loans197,959 198,124 
Non-recourse construction revolvers40,163 26,758 
Long-term financing facilities (2)
55,472 32,618 
Financing lease liabilities (3)
21,413 23,500 
Total debt and financing lease liabilities395,257 391,761 
Less: current maturities79,778 69,362 
Less: unamortized discount and debt issuance costs10,128 10,725 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs$305,351 $311,674 
(1) At June 30, 2021, funds of $141,241 were available for borrowing under this facility.
(2) These facilities are sale-leaseback arrangements and are accounted for as failed sales. See Note 6 for additional disclosures.
(3) Financing lease liabilities are sale-leaseback arrangements under previous guidance. See Note 6 for additional disclosures.

Senior Secured Revolving Credit Facility
On June 22, 2021, we entered into the second amendment to the fourth amended and restated bank credit facility we have syndicated with 3 banks, which increased the amount of the revolving commitment by the lenders under the credit facility by $65,000 and included the following amendments:
increased the aggregate amount of the revolving commitments from $115,000 to $180,000 through the existing June 28, 2024 maturity date,
increased the total funded debt to EBITDA covenant ratio from a maximum of 3.25 to 3.50, and
decreased the Eurocurrency rate floor from 1% to 0%.
We accounted for this amendment as a modification and at closing we incurred $78 in lender fees which were reflected as debt discount. The unamortized debt discount and issuance costs are being amortized over the remaining term of the agreement.
October 2020 Term Loan Modification
In October 2020, we entered into an amended and restated credit agreement with a bank primarily to increase the commitments under the existing credit agreement and add projects eligible for financing. The new credit agreement increased the commitment from $28,500 to $35,000 and included an option for the lender to increase the commitment by up to an additional $15,000 for a total not to exceed $50,000.
During the six months ended June 30, 2021, the lender increased its commitment by the remaining $15,000 and we received net proceeds of $14,848. The quarterly payments consist of $1,250 in principal plus an additional principal prepayment based on project cash flows in addition to interest to be paid through the earlier of maturity, March 2026, or when the principal balance is paid in full. We accounted for this amendment as a modification and at closing we incurred $150 in lender fees which were reflected as debt discount and $2 in third-party fees which were expensed in selling, general and administrative expenses during the six months ended June 30, 2021. The unamortized debt discount and issuance costs from the October 2020 loan modification are being amortized over the remaining term of the agreement. The balance of the loan outstanding as of June 30, 2021 was $46,988, net of unamortized debt discount and issuance costs.
Construction Revolvers
In June 2020, we entered into a revolving credit agreement with a bank, with an aggregate borrowing capacity of $100,000 for use in financing the construction cost of our owned projects. In March 2021, we entered into a third amendment to this agreement to


17

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
extend this facility from May 2021 to March 2022. All remaining unpaid amounts outstanding under the facility are due at that time.
During the six months ended June 30, 2021, we closed on $14,013 in funding for 4 additional projects under this facility and drew down an additional $5,117 for existing projects. The balance of this construction revolver as of June 30, 2021 was $33,977, net of unamortized debt issuance costs and funds of $65,693 were available for borrowing under this facility.
We also have funds of $24,145 available for borrowing under our July 2020 construction revolver. In July 2021, two projects financed under this revolver failed to achieve commercial operations date (“COD”) on a timely basis; however, we received a limited waiver and an extension of COD for both projects from our lender, which cured the resulting event of default retroactively.

July 2021 Term Loan
On July 27, 2021, we entered into a $44,748 non-recourse solar debt financing with a group of lenders. The financing consists of a 25-year 3.25% fixed rate term loan of $40,683, a 9-year $4,065 floating rate term loan and additional funding available of up to $60,000.
8. INCOME TAXES
We recorded a benefit for income taxes of $(1,896) and $0 for the three months ended June 30, 2021 and 2020, respectively. The estimated effective annualized tax rate impacted by the period discrete items is a benefit of 11.9% for the three months ended June 30, 2021, compared to a 0.0% of estimated effective annualized tax rate for the three months ended June 30, 2020.
We recorded a provision (benefit) for income taxes of $309 and $(2,503) for the six months ended June 30, 2021 and 2020, respectively. The estimated effective annualized tax rate impacted by the period discrete items is 1.0% for the six months ended June 30, 2021, compared to a benefit of 19.3% of estimated effective annualized tax rate for the six months ended June 30, 2020.
The principal reasons for the difference between the statutory rate and the estimated annual effective rate for 2021 were the effects of investment tax credits which we are entitled from solar plants placed into service or are forecasted to be placed into service during 2021, the tax deductions related to the Section 179D deduction, the deduction of compensation expense associated with certain employee stock options, and tax basis adjustments on certain partnership flip transactions.
The principal reason for the difference between the statutory rate and the estimated annual effective rate for 2020 were the effects of investment tax credits to which we are entitled from solar plants which were placed into service during 2020, tax deductions related to the Section 179D deduction, tax basis adjustments on certain partnership flip transactions, and tax rate benefits associated with the net operating loss carryback made possible by the passing of the COVID-19 CARES Act on March 27, 2020.
Under GAAP accounting rules deferred taxes are shown on a net basis in the consolidated financial statements based on taxing jurisdiction. Under the guidance, we have recorded long term deferred tax assets and deferred tax liabilities based on the underlying jurisdiction in the accompanying condensed consolidated balance sheets.
The following table sets forth the total amounts of gross unrecognized tax benefits:
Gross Unrecognized
Tax Benefits
Balance, December 31, 2020$600 
Additions for prior year tax positions200 
Balance, June 30, 2021$800 
The amount of unrecognized tax benefits that, if recognized, would favorably affect the effective income tax rate in any future periods was $400 at June 30, 2021 and $190 at December 31, 2020 (net of the federal benefit on state amounts).
We presented all deferred tax assets and liabilities as noncurrent, net liabilities on our condensed consolidated balance sheets as of June 30, 2021, and December 31, 2020.


18

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
9. COMMITMENTS AND CONTINGENCIES
From time to time, we issue letters of credit and performance bonds with our third-party lenders, to provide collateral.
Legal Proceedings
On November 6, 2017, we were served with a complaint filed by a customer against 9 contractors, including us, claiming both physical damages to the customer’s tangible property and damages caused by various alleged defects in the design of the project through negligent acts and/or omissions, breaches of contract and breaches of the “implied warranty of good and workmanlike manner.” A mediation was held in January 2021, at which time we made an offer to settle the case, in an amount which we believe would be covered by our insurance. The trial has been set for April 2022 and both parties are taking discovery. Although the customer rejected our offer, both parties have agreed to continue to negotiate a settlement. We believe that it is probable that a loss will be incurred and, therefore, have accrued a reasonable estimate of the loss, which is included in accrued expenses and other current liabilities in our condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020. In addition, we accrued a loss recovery from insurance proceeds as we believe the receipt of such proceeds is probable. The loss recovery accrual is included in prepaid expenses and other current assets in our consolidated balance sheets as of June 30, 2021 and December 31, 2020. There were no changes to our estimate during the six months ended June 30, 2021.
We are involved in a variety of other claims and other legal proceedings generally incidental to our normal business activities. While the outcome of any of these proceedings cannot be accurately predicted, we do not believe the ultimate resolution of any of these existing matters would have a material adverse effect on our financial condition or results of operations.
Commitment as a Result of an Acquisition
In August 2018, we completed an acquisition which provided for a revenue earn-out contingent upon the acquired business meeting certain cumulative revenue targets over 5 years from the acquisition date. The fair value was $678 as of June 30, 2021 and December 31, 2020 and is included in other liabilities on the condensed consolidated balance sheets. The contingent consideration will be paid annually in May, if any of the cumulative revenue targets are achieved. NaN payments have been made to date.
10. FAIR VALUE MEASUREMENT
We recognize our financial assets and liabilities at fair value on a recurring basis (at least annually). Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Three levels of inputs that may be used to measure fair value are as follows:
Level 1: Inputs are based on unadjusted quoted prices for identical instruments traded in active markets. 
Level 2: Inputs are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
Level 3: Inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. 


19

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The following table presents the input level used to determine the fair values of our financial instruments measured at fair value on a recurring basis:
Fair Value as of
LevelJune 30, 2021December 31, 2020
Assets:
Interest rate swap instruments2$743 $
Commodity swap instruments2363 
Total assets$743 $365 
Liabilities:
Interest rate swap instruments2$7,859 $10,073 
Commodity swap instruments21,135 
Make-whole provisions21,247 412 
Contingent consideration3678 678 
Total liabilities$10,919 $11,163 

The following table sets forth the fair value and the carrying value of our long-term debt, excluding financing leases:
As of June 30, 2021As of December 31, 2020
Fair ValueCarrying ValueFair ValueCarrying Value
Long-term debt (Level 2)$367,427 $363,716 $363,460 $357,536 
The fair value of our long-term debt was estimated using discounted cash flows analysis, based on our current incremental borrowing rates for similar types of borrowing arrangements which are considered to be level two inputs. There have been no transfers in or out of level two or three financial instruments for the six months ended June 30, 2021 and the year ended December 31, 2020.
We are also required to periodically measure certain other assets at fair value on a nonrecurring basis, including long-lived assets, goodwill and other intangible assets. We calculated the fair value used in our annual goodwill impairment analysis utilizing a discounted cash flow analysis and determined that the inputs used were level 3 inputs. There were no assets recorded at fair value on a non-recurring basis as of June 30, 2021 or December 31, 2020.
11. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The following table presents information about the fair value amounts of our cash flow derivative instruments: 
 Derivatives as of
 June 30, 2021 December 31, 2020
 Balance Sheet LocationFair ValueFair Value
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther liabilities$7,818 $9,994 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther assets$743 $
Interest rate swap contractsOther liabilities$41 $79 
Commodity swap contractsOther assets$$363 
Commodity swap contractsOther liabilities$1,135 $
Make-whole provisionsOther liabilities$1,247 $412 
As of June 30, 2021 and December 31, 2020, all but 4 of our freestanding derivatives were designated as hedging instruments.


20

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The following table presents information about the effects of our derivative instruments on our condensed consolidated statements of income and condensed consolidated statements of comprehensive income:
Amount of (Gain) Loss Recognized in Net Income
Location of (Gain) Loss Recognized in Net IncomeThree Months Ended June 30,Six Months Ended June 30,
2021202020212020
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$522 $306 $1,045 $405 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$543 $(11)$(779)$(1)
Commodity swap contractsOther expenses, net$1,250 $95 1,498 47 
Make-whole provisionsOther expenses, net$(205)$655 506 470 
The following table presents the changes in Accumulated Other Comprehensive Income (“AOCI”), net of taxes, from our hedging instruments:
Six Months Ended June 30, 2021
Derivatives Designated as Hedging Instruments:
Accumulated loss in AOCI at the beginning of the period$(7,526)
Unrealized gain recognized in AOCI600 
Loss reclassified from AOCI to other expenses, net1,045 
Net gain on derivatives1,645 
Accumulated loss in AOCI at the end of the period$(5,881)
The following tables present all of our active derivative instruments as of June 30, 2021:
Active Interest Rate SwapsEffective DateExpiration DateInitial Notional
Amount ($)
Status
11-Year, 5.77% FixedOctober 2018October 2029$9,200 Designated
15-Year, 5.24% FixedJune 2018June 2033$10,000 Designated
10-Year, 4.74% FixedJune 2017December 2027$14,100 Designated
15-Year, 3.26% FixedFebruary 2023December 2038$14,084 Designated
7-Year, 2.19% FixedFebruary 2016February 2023$20,746 Designated
8-Year, 3.70% FixedMarch 2020June 2028$14,643 Designated
8-Year, 3.70% FixedMarch 2020June 2028$10,734 Designated
13-Year, 0.93% FixedMay 2020March 2033$9,505 Not Designated
13-Year, 0.93% FixedMay 2020March 2033$6,968 Not Designated
15.5-Year, 5.40% FixedSeptember 2008March 2024$13,081 Designated
2.75-Year, 0.41% FixedDecember 2020September 2023$26,250 Not Designated
Active Commodity SwapsEffective DateExpiration DateInitial Notional Amount (Volume)Commodity MeasurementStatus
3.5-Year, $2.65 MMBtu FixedDecember 2020June 20243,296,160 MMBtusNot Designated


21

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Other DerivativesClassificationEffective DateExpiration DateFair Value ($)
Make-whole provisionsLiabilityJune/August 2018December 2038$545 
Make-whole provisionsLiabilityAugust 2016April 2031$89 
Make-whole provisionsLiabilityApril 2017February 2034$109 
Make-whole provisionsLiabilityNovember 2020December 2027$90 
Make-whole provisionsLiabilityOctober 2011May 2028$37 
Make-whole provisionsLiabilityMay 2021April 2045$377 
12. INVESTMENT FUNDS AND EQUITY METHOD INVESTMENTS
Investment Funds
The table below presents a summary of amounts related to our investment funds, which we determined meet the definition of a variable interest entity (“VIE”) as of:
June 30,December 31,
2021(1)
2020(1)
Cash and cash equivalents$5,351 $5,828 
Restricted cash373 3,185 
Accounts receivable, net817 834 
Costs and estimated earnings in excess of billings2,286 968 
Prepaid expenses and other current assets64 120 
Total VIE current assets8,891 10,935 
Property and equipment, net1,266 1,266 
Energy assets, net138,858 143,133 
Operating lease assets6,363 6,439 
Restricted cash, non-current portion383 331 
Other assets117 94 
Total VIE assets$155,878 $162,198 
Current portions of long-term debt and financing lease liabilities$2,221 $2,230 
Accounts payable179 311 
Accrued expenses and other current liabilities482 1,092 
Current portions of operating lease liabilities133 125 
Total VIE current liabilities3,015 3,758 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs22,261 22,822 
Long-term operating lease liabilities, net of current portion6,184 6,220 
Other liabilities858 535 
Total VIE liabilities$32,318 $33,335 
(1) The amounts in the above table are reflected in Note 1 on our condensed consolidated balance sheets.
See Note 13 for additional information on the call and put options.
Equity Method Investments
Unconsolidated joint ventures are accounted for under the equity method. For these joint ventures, our investment balances are included in other assets on the condensed consolidated balance sheets and our pro rata share of net income or loss is included in operating income.


22

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The following table provides information about our equity method investments in joint ventures:
As of
June 30, 2021December 31, 2020
Equity method investments$1,122 $1,189 
Three Months Ended June 30,Six Months Ended June 30,
June 30, 2021June 30, 2020June 30, 2021June 30, 2020
Expense recognized$41 $24 $103 $77 

13. REDEEMABLE NON-CONTROLLING INTERESTS
Our subsidiaries with membership interests in the investment funds we formed have the right to elect to require the non-controlling interest holder to sell all of its membership units to our subsidiaries, a call option. Our investment funds also include rights for the non-controlling interest holder to elect to require our subsidiaries to purchase all of the non-controlling membership interests in the fund, a put option.
The call options are exercisable beginning on the date that specified conditions are met for each respective fund. The call option period for one of our investment funds began in March 2021. The put options for the investment funds are exercisable beginning on the date that specified conditions are met for each respective fund.
We initially record our redeemable non-controlling interests at fair value on the date of acquisition and subsequently adjust to redemption value. At both June 30, 2021 and December 31, 2020 redeemable non-controlling interests were reported at their carrying values, as the carrying value at each reporting period was greater than the estimated redemption value.
14. EQUITY AND EARNINGS PER SHARE
Equity Offering
On March 9, 2021, we closed on an underwritten public offering of 2,500 shares of our Class A common stock at a public offering price of $44.00 per share. Net proceeds from the offering were $104,323, after deducting offering costs of $5,677. On March 15, 2021, we closed on the underwriters’ option to purchase 375 additional shares of Class A common stock from us, resulting in net proceeds of $15,758 after deducting offering costs of $742. We used $80,000 of the net proceeds to repay in full the outstanding U.S. dollar balance under our senior secured revolving credit facility.
In the offering, selling shareholders sold 805 shares our Class A Common Stock at a public offering price of $44.00 per share, less the underwriting discount. We did 0t receive any proceeds from the sale of the shares by the selling stockholders.


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AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Earnings Per Share
The following is a reconciliation of the numerator and denominator for the computation of basic and diluted earnings per share:
Three Months Ended June 30,Six Months Ended June 30,
(In thousands, except per share data)2021202020212020
Numerator:
Net income attributable to common shareholders$13,655 $4,365 $24,829 $10,566 
Adjustment for accretion of tax equity financing fees(30)(61)
Income attributable to common shareholders$13,625 $4,365 $24,768 $10,566 
Denominator:
Basic weighted-average shares outstanding51,315 47,488 50,158 47,500 
Effect of dilutive securities:
Stock options1,255 1,031 1,317 1,071 
Diluted weighted-average shares outstanding52,570 48,519 51,475 48,571 
Net income per share attributable to common shareholders:
Basic$0.27 $0.09 $0.49 $0.22 
Diluted$0.26 $0.09 $0.48 $0.22 
Potentially dilutive shares (1)
1,718 1,450 1,423 1,388 
(1) Potentially dilutive shares attributable to stock options were excluded from the computation of diluted earnings per share as the effect would have been anti-dilutive.
15. STOCK-BASED COMPENSATION
We recorded stock-based compensation expense, including expense related to our employee stock purchase plan, as follows:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Stock-based compensation expense$1,349 $430 $2,115 $859 
Our compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of income. As of June 30, 2021, there was $29,160 of unrecognized compensation expense related to non-vested stock option awards that is expected to be recognized over a weighted-average period of 3.0 years.
Stock Option Grants
During the six months ended June 30, 2021, we granted 911 common stock options to certain employees under our 2020 Stock Incentive Plan, which have a contractual life of ten years and vest over a five-year period. We did not grant awards to individuals who were not either an employee or director of ours during the six months ended June 30, 2021 and 2020.
16. BUSINESS SEGMENT INFORMATION
Our reportable segments for the three and six months ended June 30, 2021 were U.S. Regions, U.S. Federal, Canada and Non-Solar DG. On January 1, 2021, we changed the structure of our internal organization and our U.S. Regions segment now includes our U.S.-based enterprise energy management services previously included in our “All Other” segment. As a result, previously reported amounts have been reclassified for comparative purposes.
Our U.S. Regions, U.S. Federal and Canada segments offer energy efficiency products and services which include the design, engineering and installation of equipment and other measures to improve the efficiency and control the operation of a facility’s energy infrastructure, renewable energy solutions and services and the development and construction of small-scale plants that


24

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Ameresco owns or develops for customers that produce electricity, gas, heat or cooling from renewable sources of energy and O&M services.
Our Non-Solar DG segment sells electricity, processed renewable gas fuel, heat or cooling, produced from renewable sources of energy, other than solar, and generated by small-scale plants that we own and O&M services for customer-owned small-scale plants.
The “All Other” category includes enterprise energy management services, other than the U.S.-based portion; consulting services, energy efficiency products and services outside of the U.S. and Canada; and the sale of solar PV energy products and systems which we refer to as integrated-PV.
These segments do not include results of other activities, such as corporate operating expenses not specifically allocated to the segments. Certain reportable segments are an aggregation of operating segments.
The tables below presents our business segment information recast for the prior-year period and a reconciliation to the condensed consolidated financial statements:
U.S. Regions U.S. Federal Canada Non-Solar DG All Other Total Consolidated
Three Months Ended June 30, 2021
Revenues$109,470 $90,200 $10,874 $35,571 $27,805 $273,920 
Interest income34 34 
Interest expense1,325 326 240 3,000 60 4,951 
Depreciation and amortization of intangible assets4,030 1,139 484 4,937 274 10,864 
Unallocated corporate activity— — — — — (10,070)
Income before taxes, excluding unallocated corporate activity7,379 11,082 751 5,093 1,755 26,060 
Three Months Ended June 30, 2020
Revenues$89,574 $84,491 $9,035 $23,129 $16,807 $223,036 
Interest income34 34 70 
Interest expense2,190 345 165 1,128 18 3,846 
Depreciation and amortization of intangible assets3,098 942 381 5,420 330 10,171 
Unallocated corporate activity— — — — — (10,395)
Income before taxes, excluding unallocated corporate activity5,202 9,945 516 2,906 662 19,231 


25

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
U.S. RegionsU.S. FederalCanadaNon-Solar DGAll OtherTotal Consolidated
Six Months Ended June 30, 2021
Revenues$194,743 $192,414 $22,517 $65,939 $50,509 $526,122 
Interest income
68 70 
Interest expense (1)
3,334 650 626 2,536 203 7,349 
Depreciation and amortization of intangible assets7,605 2,149 899 9,799 561 21,013 
Unallocated corporate activity— — — — — (21,230)
Income before taxes, excluding unallocated corporate activity10,889 23,112 666 13,721 3,468 51,856 
Six Months Ended June 30, 2020
Revenues$175,414 $153,236 $20,427 $45,853 $40,519 $435,449 
Interest income
70 74 16 — 160 
Interest expense (1)
3,671 1,091 337 2,173 33 7,305 
Depreciation and amortization of intangible assets5,960 1,959 772 10,707 607 20,005 
Unallocated corporate activity— — — — — (20,712)
Income before taxes, excluding unallocated corporate activity9,240 17,039 295 4,575 2,532 33,681 
(1) Includes gains recognized on derivative instruments during the three months ended March 31, 2021 and 2020, which were offset by losses in the three months ended June 30, 2021 and 2020. See Note 11 for additional information.
See Note 3 for additional information about our revenues by product line.


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited condensed consolidated financial statements and the related notes thereto included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and notes thereto and management’s discussion and analysis of financial condition and results of operations for the year ended December 31, 2020 included in our Annual Report on Form 10-K (“2020 Annual Report”) for the year ended December 31, 2020 filed on March 2, 2021 with the U.S. Securities and Exchange Commission (“SEC”). This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”). Forward looking statements include statements regarding our strategy, future operations, future financial position, future revenues, projected costs, prospects, plans, objectives of management, expected market growth and other characterizations of future events or circumstances. All statements, other than statements of historical fact, including statements that refer to our expectations as to the future growth of our business and associated expenses; our expectations as to revenue generation; the future availability of borrowings under our revolving credit facility; the expected future growth of the market for energy efficiency and renewable energy solutions; our backlog, awarded projects and recurring revenue and the timing of such matters; our expectations as to acquisition activity; the impact of any restructuring; the uses of future earnings; our intention to repurchase shares of our Class A common stock; the expected energy and cost savings of our projects; the expected energy production capacity of our renewable energy plants; the results of the SEC’s investigation into our revenue recognition and compensation practices in our software-as-a-service businesses; the impact of the ongoing COVID-19 pandemic; and other characterizations of future events or circumstances are forward-looking statements. Forward looking statements are often, but not exclusively, identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” “target,” “project,” “predict” or “continue,” and similar expressions or variations. These forward-looking statements are based on current expectations and assumptions that are subject to risks, uncertainties and other factors that could cause actual results and the timing of certain events to differ materially and adversely from future results expressed or implied by such forward-looking statements. Risks, uncertainties and factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors,” set forth in Item 1A of our 2020 Annual Report and elsewhere in this Quarterly Report on Form 10-Q. The forward-looking statements in this Quarterly Report on Form 10-Q represent our views as of the date of this Quarterly Report on Form 10-Q. Subsequent events and developments may cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so and undertake no obligation to do so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this Quarterly Report on Form 10-Q.

Overview
Ameresco is a leading clean technology integrator with a comprehensive portfolio of energy efficiency and renewable energy supply solutions. We help organizations meet energy savings and energy management challenges with an integrated comprehensive approach to energy efficiency and renewable energy. Leveraging budget neutral solutions, including energy savings performance contracts (“ESPCs”) and power purchase agreements, we aim to eliminate the financial barriers that traditionally hamper energy efficiency and renewable energy projects.
Drawing from decades of experience, Ameresco develops tailored energy management projects for its customers in the commercial, industrial, local, state and federal government, K-12 education, higher education, healthcare and public housing sectors.
We provide solutions primarily throughout North America and the U.K. and our revenues are derived principally from energy efficiency projects, which entail the design, engineering and installation of equipment and other measures that incorporate a range of innovative technology and techniques to improve the efficiency and control the operation of a facility’s energy infrastructure; this can include designing and constructing a central plant or cogeneration system for a customer providing power, heat and/or cooling to a building, or other small-scale plant that produces electricity, gas, heat or cooling from renewable sources of energy. We also derive revenue from long-term O&M contracts, energy supply contracts for renewable energy operating assets that we own, the sale of solar PV energy products and systems which we refer to as integrated-PV, and consulting and enterprise energy management services.
In addition to organic growth, strategic acquisitions of complementary businesses and assets have been an important part of our growth enabling us to broaden our service offerings and expand our geographical reach.


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Key Factors and Trends
COVID-19 Update
Fiscal year 2020 was marked with unrivaled global challenges, including the public health and economic downturn caused by the COVID-19 pandemic. During the first half of 2020, after COVID-19 was declared a pandemic by the World Health Organization, we experienced some delays in our project award conversions and some construction slowdowns due to shelter-in-place restrictions; however, the opportunities to reduce emissions and limit the effects of climate change remained. We responded to the pandemic by ensuring the health and safety of our employees. We implemented a seamless transition to remote operations for many months, and, while following all CDC guidelines, continued front-line work at our essential facilities and the impact to our results of operations and liquidity for the year ended December 31, 2020 and continuing for the six months ended June 30, 2021 was not material.
Although the impact of COVID-19 on our results has not been material to date, the impact to our future results remains uncertain and will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic and its impact on our customers.
The Energy Act of 2020
On December 27, 2020, the President signed the Consolidated Appropriations Act, 2021 into law, a legislative package that included the Energy Act of 2020, reauthorizing a number of U.S. Department of Energy programs, with a $2.3 trillion spending bill containing appropriations for fiscal year 2021, COVID-19 relief funds, and extensions of a number of expiring tax incentives important to the energy sector. It includes $35 billion in energy research and development programs, a two-year extension of the 26% Investment Tax Credit (“ITC”) rate for solar power that will retain the current 26% credits for solar projects that begin construction through the end of 2022. The 26% rate for ITC for solar projects was set to expire at the end of 2020. The Energy Act of 2020 also made the Section 179D Energy Efficient Commercial Building Deduction permanent under the tax code.
The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”)
On March 27, 2020, the U.S. government enacted the CARES Act which includes modifications to the limitation on business interest expense and net operating loss provisions, and provides a payment delay of employer payroll taxes during 2020 after the date of enactment. The payment of $4.5 million of employer payroll taxes otherwise due in 2020 has been delayed with 50% due by December 31, 2021 and the remaining 50% by December 31, 2022. The CARES Act permits net operating losses from the 2018, 2019, and 2020 tax years to be carried back to the previous five tax years (beginning with the earliest year first). During the six months ended June 30, 2021, we received approximately $4.0 million in federal income tax refunds as a result of the carryback provisions of the CARES Act and our ability to utilize Alternative Minimum Tax Credits.
Effects of Seasonality
We are subject to seasonal fluctuations and construction cycles, particularly in climates that experience colder weather during the winter months, such as the northern United States and Canada, or at educational institutions, where large projects are typically carried out during summer months when their facilities are unoccupied. In addition, government customers, many of which have fiscal years that do not coincide with ours, typically follow annual procurement cycles and appropriate funds on a fiscal-year basis even though contract performance may take more than one year. Further, government contracting cycles can be affected by the timing of, and delays in, the legislative process related to government programs and incentives that help drive demand for energy efficiency and renewable energy projects. As a result, our revenues and operating income in the third and fourth quarter are typically higher, and our revenues and operating income in the first quarter are typically lower, than in other quarters of the year. As a result of such fluctuations, we may occasionally experience declines in revenues or earnings as compared to the immediately preceding quarter, and comparisons of our operating results on a period-to-period basis may not be meaningful.
Our annual and quarterly financial results are also subject to significant fluctuations as a result of other factors, many of which are outside our control. See “Our business is affected by seasonal trends and construction cycles, and these trends and cycles could have an adverse effect on our operating results.” in Item 1A, Risk Factors of our 2020 Annual Report.
Stock-based Compensation
During the six months ended June 30, 2021, we granted 910,500 common stock options to certain employees under our 2020 Stock Incentive Plan. As a result, our unrecognized stock-based compensation expense increased from $12.1 million at December 31, 2020 to $29.2 million at June 30, 2021 and we anticipate our stock-based compensation expense to increase over the next three years. See Note 15 “Stock-based Compensation” for additional information.
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Backlog and Awarded Projects
The following table presents our backlog:
As of June 30,
(In Thousands)20212020
Project Backlog
Fully-contracted backlog$781,190 $1,017,715 
Awarded, not yet signed customer contracts1,429,710 1,201,910 
Total project backlog$2,210,900 $2,219,625 
12-month project backlog$606,490 $612,400 
O&M Backlog
Fully-contracted backlog$1,121,230 $1,133,470 
12-month O&M backlog$67,010 $62,010 
Total project backlog represents energy efficiency projects that are active within our sales cycle. Our sales cycle begins with the initial contact with the customer and ends, when successful, with a signed contract, also referred to as fully-contracted backlog. Our sales cycle recently has been averaging 18 to 42 months. Awarded backlog is created when a potential customer awards a project to Ameresco following a request for proposal. Once a project is awarded but not yet contracted, we typically conduct a detailed energy audit to determine the scope of the project as well as identify the savings that may be expected to be generated from upgrading the customer’s energy infrastructure. At this point, we also determine the subcontractor, what equipment will be used, and assist in arranging for third party financing, as applicable. Recently, awarded projects have been taking an average of 12 to 24 months to result in a signed contract and convert to fully-contracted backlog. It may take longer, as it depends on the size and complexity of the project. Historically, approximately 90% of our awarded backlog projects have resulted in a signed contract. After the customer and Ameresco agree to the terms of the contract and the contract becomes executed, the project moves to fully-contracted backlog. The contracts reflected in our fully-contracted backlog typically have a construction period of 12 to 36 months and we typically expect to recognize revenue for such contracts over the same period.
Our O&M backlog represents expected future revenues under signed multi-year customer contracts for the delivery of O&M services, primarily for energy efficiency and renewable energy construction projects completed by us for our customers.
We define our 12-month backlog as the estimated amount of revenues that we expect to recognize in the next twelve months from our fully-contracted backlog. See “We may not recognize all revenues from our backlog or receive all payments anticipated under awarded projects and customer contracts” and “In order to secure contracts for new projects, we typically face a long and variable selling cycle that requires significant resource commitments and requires a long lead time before we realize revenues” in Item 1A, Risk Factors in our 2020 Annual Report.
Assets in Development
Assets in development, which represents the potential design/build project value of small-scale renewable energy plants that have been awarded or for which we have secured development rights, were estimated at $1,126.3 million and $752.5 million as of June 30, 2021 and 2020, respectively.

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Results of Operations
The following tables set forth certain financial data from the condensed consolidated statements of income for the periods indicated:
Three Months Ended June 30,
20212020Year-Over-Year Change
(In Thousands)Amount% of RevenuesAmount% of RevenuesDollar Change% Change
Revenues$273,920 100.0 %$223,036 100.0 %$50,884 22.8 %
Cost of revenues220,598 80.5 %183,528 82.3 %37,070 20.2 %
Gross profit53,322 19.5 %39,508 17.7 %13,814 35.0 %
Selling, general and administrative expenses31,882 11.6 %26,620 11.9 %5,262 19.8 %
Operating income21,440 7.8 %12,888 5.8 %8,552 66.4 %
Other expenses, net5,450 2.0 %4,052 1.8 %1,398 34.5 %
Income before income taxes15,990 5.8 %8,836 4.0 %7,154 81.0 %
Income tax benefit(1,896)(0.7)%— — %(1,896)(100.0)%
Net income17,886 6.5 %8,836 4.0 %$9,050 102.4 %
Net income attributable to redeemable non-controlling interest(4,231)(1.5)%(4,471)(2.0)%240 5.4 %
Net income attributable to common shareholders$13,655 5.0 %$4,365 2.0 %$9,290 212.8 %
Six Months Ended June 30,
20212020Year-Over-Year Change
Amount% of RevenuesAmount% of RevenuesDollar Change% Change
Revenues$526,122 100.0 %$435,449 100.0 %$90,673 20.8 %
Cost of revenues425,891 80.9 %357,495 82.1 %68,396 19.1 %
Gross profit100,231 19.1 %77,954 17.9 %22,277 28.6 %
Selling, general and administrative expenses60,483 11.5 %55,544 12.8 %4,939 8.9 %
Operating income39,748 7.6 %22,410 5.1 %17,338 77.4 %
Other expenses, net9,122 1.7 %9,441 2.2 %(319)(3.4)%
Income before provision from income taxes30,626 5.8 %12,969 3.0 %17,657 136.1 %
Income tax provision (benefit)309 0.1 %(2,503)(0.6)%2,812 112.3 %
Net income30,317 5.8 %15,472 3.6 %$14,845 95.9 %
Net income attributable to redeemable non-controlling interest(5,488)(1.0)%(4,906)(1.1)%(582)(11.9)%
Net income attributable to common shareholders$24,829 4.7 %$10,566 2.4 %$14,263 135.0 %
Our results of operations for the three and six months ended June 30, 2021 reflect year-over-year growth in terms of revenues, operating income, and net income attributable to common shareholders. All financial result comparisons made below are against the same prior year period unless otherwise noted.
Our strong operating results were due to the following:
Revenues: total revenues for the three months ended June 30, 2021 increased over 2020 primarily due to a $36.3 million, or 23%, increase in our project revenue with contributions across a number of geographies and markets, and an $8.2 million, or 28% increase in our energy asset revenue attributed to the continued growth of our operating portfolio, strong renewable gas production and higher pricing on renewable identification numbers (“RINs”) generated from certain non-solar distributed generation assets in operation. Revenues for the six months ended June 30, 2021 increased over 2020 primarily due to a $72.6 million, or 24%, increase, in our project revenue and a $13.3 million, or 23% increase in our energy asset revenue for the same reasons noted above.
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Cost of Revenues and Gross Profit: the increase in cost of revenues is primarily due to the increase in project revenues described above. The increase in gross profit as a percentage of revenue increased as our revenue mix continued to shift towards our higher margin Energy Assets business.
Selling, General and Administrative Expenses (“SG&A”): SG&A expenses for the three months ended June 30, 2021 increased over 2020 primarily due to higher net salaries and benefits of $4.7 million. This increase is primarily due to higher health insurance costs driven by an increase in employee claims. SG&A expenses for the six months ended June 30, 2021 increased over 2020 primarily due higher net salaries and benefits of $5.5 million for the same reasons noted above.
Other Expenses, Net: Other expenses, net, includes gains and losses from derivatives transactions, foreign currency transactions, interest expense, interest income, amortization of financing costs and certain government incentives. Other expenses, net for the three months ended June 30, 2021 increased over 2020 primarily due to higher mark to market losses realized from derivatives of $0.9 million, lower government incentive income of $0.6 million, offset by lower interest expenses of $0.6 million related to a lower revolver balance on our senior secured credit facility. Other expenses, net for the six months ended June 30, 2021 decreased from 2020 primarily due to lower interest expenses of $2.3 million partially offset by higher mark to market losses realized from derivatives of $0.7 million, lower government incentive income of $0.6 million, and increased amortization of financing costs of $0.3 million.
Income before Income Taxes: the increase is due to reasons described above.
Income Tax Provision (Benefit): the provision for income taxes is based on various rates set by federal, state, provincial and local authorities and is affected by permanent and temporary differences between financial accounting and tax reporting requirements. The effective tax rate was lower in 2021 as compared to 2020 primarily due to higher investments in solar projects eligible for the ITC, higher availability of the Section 179D deduction on energy improvements on government owned buildings, and higher compensation deductions related to employee stock option exercises.
Net Income and Earnings Per Share: Net income attributable to common shareholders increased due to the reasons described above. Basic earnings per share for the three months ended June 30, 2021 was $0.27, an increase of $0.18 per share compared to the same period of 2020. Diluted earnings per share for 2021 was $0.26, an increase of $0.17 per share compared to last year. The equity offering in March 2021 increased the weighted average shares outstanding by 2,875,000, which lowered basic and diluted earnings per share by $0.01 per share. The results for the three months ended June 30, 2021 and 2020 reflect a non-cash downward adjustment of $4.2 million and $4.5 million, respectively, related to non-controlling interest activities.
For the six months ended June 30, 2021 basic earnings per share was $0.49, an increase of $0.27 per share compared to 2020, and diluted earnings per share was $0.48, an increase of $0.26 per share compared to last year. The equity offering increased the weighted average shares outstanding by approximately 1,792,000, which lowered basic and diluted earnings per share by $0.02 per share. Earnings per share in the remaining quarters of this year, may continue to be impacted because the weighted average shares outstanding in the year-to-date calculations will reflect a greater proportion of the 2,875,000 shares sold. The results for the six months ended June 30, 2021 and 2020 reflect a non-cash downward adjustment of $5.5 million and $4.9 million, respectively, related to non-controlling interest activities.
Business Segment Analysis
Our reportable segments for the three and six months ended June 30, 2021 were U.S. Regions, U.S. Federal, Canada and Non-Solar DG. On January 1, 2021, we changed the structure of our internal organization and our U.S. Regions segment now includes our U.S.-based enterprise energy management services previously included in our “All Other” segment. As a result, previously reported amounts have been reclassified for comparative purposes. These segments do not include results of other activities, such as corporate operating expenses not specifically allocated to the segments. See Note 16 “Business Segment Information” for additional information about our segments.
Revenues
Three Months Ended June 30,Six Months Ended June 30,
(In Thousands)20212020Dollar Change% Change20212020Dollar Change% Change
U.S. Regions$109,470 $89,574 $19,896 22.2 %$194,743 $175,414 $19,329 11.0 %
U.S. Federal90,200 84,491 5,709 6.8 192,414 153,236 39,178 25.6 
Canada10,874 9,035 1,839 20.4 22,517 20,427 2,090 10.2 
Non-Solar DG35,571 23,129 12,442 53.8 65,939 45,853 20,086 43.8 
All Other27,805 16,807 10,998 65.4 50,509 40,519 9,990 24.7 
Total revenues$273,920 $223,036 $50,884 22.8 %$526,122 $435,449 $90,673 20.8 %
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All financial result comparisons made below relate to both the three and six month periods and are against the same prior year period unless otherwise noted.
U.S. Regions: the increase is primarily due to an increase in project revenues attributable to the timing of revenue recognized as a result of the phase of active projects versus the prior year and higher energy asset revenue attributed to the growth and performance of our solar asset portfolio.
U.S. Federal: the increase is primarily due to an increase in project revenue attributable to the timing of revenue recognized as a result of the phase of active projects which benefited from accelerated timing of certain approvals and progress on customized equipment.
Canada: the increase is primarily due to an increase in project revenues attributable to the timing of revenue recognized as a result of the phase of active projects combined with favorable foreign exchange rates.
Non-Solar DG: the increase is primarily attributed to higher energy asset revenues resulting from increased production levels and higher pricing on RINs generated from certain non-solar distributed generation assets in operation.
All Other: All other revenues for the three months ended June 30, 2021 increased over 2020 primarily due to an increase in project revenues combined with favorable foreign exchange rates in the United Kingdom and an increase in integrated-PV revenues. All other revenues for the six months ended June 30, 2021 increased over 2020 primarily due to an increase in project revenues combined with favorable foreign exchange rates in the United Kingdom.
Income before Taxes and Unallocated Corporate Activity
Three Months Ended June 30,Six Months Ended June 30,
(In Thousands)20212020Dollar Change% Change20212020Dollar Change% Change
U.S. Regions$7,379 $5,202 $2,177 41.8 %$10,889 $9,240 $1,649 17.8 %
U.S. Federal11,082 9,945 1,137 11.4 23,112 17,039 6,073 35.6 
Canada751 516 235 45.5 666 295 371 125.8 
Non-Solar DG5,093 2,906 2,187 75.3 13,721 4,575 9,146 199.9 
All Other1,755 662 1,093 165.1 3,468 2,532 936 37.0 
Unallocated corporate activity(10,070)(10,395)$325 3.1 (21,230)(20,712)$(518)(2.5)
Income before taxes$15,990 $8,836 $7,154 81.0 %$30,626 $12,969 $17,657 136.1 %
U.S. Regions: the increase is primarily due to the increase in revenues described above and lower interest expense, partially offset by higher net salaries and benefits.
U.S. Federal: the increase is due to the increase in revenues described above.
Canada: the increase is primarily due to the increase in revenues described above.
Non-Solar DG: the increase is primarily due to the higher contribution attributed to the increase in higher margin energy asset revenue described above. For the three months ended June 30, 2021, the increases were partially offset by a $1.9 million increase in interest expenses, primarily due to mark to market losses realized on derivatives.
All Other: the increase is due to higher revenues noted above.
Unallocated corporate activity includes all corporate level selling, general and administrative expenses and other expenses not allocated to the segments. We do not allocate any indirect expenses to the segments. Corporate activity increased primarily due to higher salaries and benefit costs and increased insurance costs, partially offset by lower interest expenses.

Liquidity and Capital Resources
Overview
Since inception, we have funded operations primarily through cash flow from operations, advances from Federal ESPC projects, our senior secured credit facility, and various forms of other debt. In addition, in March 2021, we completed an underwritten public offering of 2,875,000 shares of our Class A Common Stock, for total net proceeds of $120.1 million. See below, Note 7 “Debt and Financing Lease Liabilities”, and Note 14 “Equity and Earnings per Share” for additional information.
Working capital requirements, which can be susceptible to fluctuations during the year due to seasonal demands, generally result from revenue growth, our solar equipment purchase patterns, the timing of funding under various contracts, and payment terms for receivables and payables.
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We expect to incur additional expenditures in connection with the following activities:
equity investments, project asset acquisitions and business acquisitions that we may fund from time to time
capital investment in current and future energy assets
We regularly monitor and assess our ability to meet funding requirements. We believe that cash and cash equivalents, working capital and availability under our revolving senior secured credit facility, combined with our access to credit markets, will be sufficient to fund our operations through at least August 2022 and thereafter. However, we continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that our business can continue to operate during these uncertain times. This may include limiting discretionary spending across the organization and re-prioritizing our capital projects amid the COVID-19 pandemic.
Sources of Liquidity
On March 9, 2021, we closed on an underwritten public offering of 2,500,000 shares of our Class A Common Stock at a public offering price of $44.00 per share. Net proceeds from the offering were $104.3 million, after deducting offering costs. On March 15, 2021, we closed on the underwriters’ option to purchase 375,000 additional shares of Class A common stock from us, resulting in net proceeds of $15.8 million, after deducting offering costs. In the offering, selling shareholders sold 805,000 shares of our Class A Common Stock at a public offering price of $44.00 per share, less the underwriting discount. We did not receive any proceeds from the sale of the shares by the selling stockholders. We used $80.0 million of the net proceeds to repay in full the outstanding U.S. dollar balance under our senior secured revolving credit facility. We intend to use the remaining proceeds for general corporate purposes, including potential tack on acquisitions, working capital and capital expenditures.
On June 22, 2021, we entered into an amendment to our senior secured revolving credit facility with three banks which increased the amount of the revolving commitment by the lenders under the credit facility from $115.0 million to $180.0 million. The amendment also increased the total funded debt to EBITDA covenant ratio from a maximum of 3.25 to 3.50, and decreased the Eurocurrency rate floor from 1% to 0%. At June 30, 2021, funds of $141.2 million were available for borrowing under this facility.
During the six months ended June 30, 2021, a lender increased its commitment by the remaining $15.0 million available under a term loan and we received net proceeds of $14.8 million. The quarterly payments consist of $1.25 million in principal plus an additional principal prepayment based on project cash flows in addition to interest to be paid through the earlier of maturity, March 2026, or when the principal balance is paid in full. The balance of this term loan as of June 30, 2021 was $46,988.
During the six months ended June 30, 2021, we also closed on $14.0 million in funding for four additional projects under a construction revolver and drew an additional $5.1 million for existing projects. The balance of this construction revolver at June 30, 2021 was $34.0 million and funds of $65.7 million were available for borrowing under this facility. We also have funds of $24.1 million available for borrowing under another construction revolver. In July 2021, two projects financed under this revolver failed to achieve commercial operations date (“COD”) on a timely basis; however, we received a limited waiver and an extension of COD for both projects from our lender, which cured the resulting event of default retroactively.
We also utilize long-term financing facilities, accounted for as failed sale lease-backs, to finance our energy assets. In June 2021, we sold and leased back one energy asset for $25.7 million in cash under our August 2018 facility and at June 30, 2021, approximately $284.9 million remained available under this lending commitment. In July 2021, we entered into an amendment to our December 2020 long-term financing facility which increased our maximum commitment from $4.5 million to $23.6 million and extended the end date of the agreement to December 31, 2021.
On July 27, 2021, we entered into a $44,748 non-recourse solar debt financing with a group of lenders. The financing consists of a 25-year 3.25% fixed rate term loan of $40,683, a 9-year $4,065 floating rate term loan and additional funding available of up to $60,000.
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Cash Flows
The following table summarizes our cash flows from operating, investing and financing activities:
Six Months Ended June 30,
(In Thousands)20212020$ Change
Cash flows from operating activities$(96,483)$(73,594)$(22,889)
Cash flows from investing activities(105,751)(78,700)(27,051)
Cash flows from financing activities196,924 142,406 54,518 
Effect of exchange rate changes on cash315 (457)772 
Total net cash flows$(4,995)$(10,345)$5,350 
Our service offering also includes the development, construction, and operation of small-scale renewable energy plants. Small-scale renewable energy projects, or energy assets, can either be developed for the portfolio of assets that we own and operate or designed and built for customers. Expenditures related to projects that we own are recorded as cash outflows from investing activities. Expenditures related to projects that we build for customers are recorded as cash outflows from operating activities as cost of revenues.
Cash Flows from Operating Activities
Our cash flows from operating activities decreased from last year primarily due to an increase of $125.1 million in Federal ESPC receivables, compared to $89.8 million in 2020, which is consistent with the increase in our U.S. Federal revenues. Our operating cash flows reflect the Federal ESPC receivables as outflows as revenue is recognized during the construction or installation of projects and do not reflect any inflows from advances received from third-party lenders, which are recorded as cash inflows from financing activities. This was partially offset by higher net income of $30.3 million compared to $15.5 million last year. During the six months ended June 30, 2021, we also received a federal income tax refund of approximately $4.0 million as a result of the CARES Act which permitted us to carry our 2018 operating loss back to previous years and utilize Alternative Minimum Tax Credits.
Cash Flows from Investing Activities
During the six months ended June 30, 2021 we invested $104.3 million in purchases of energy assets compared to $77.2 million in 2020.
We currently plan to invest approximately $115 million to $165 million in additional capital expenditures during the remainder of 2021, principally for the construction or acquisition of new renewable energy plants, the majority of which will be funded with project finance debt.
Cash Flows from Financing Activities
Our primary sources of financing in 2021 were net proceeds from our equity offering of $120.1 million, of which $80.0 million was used to pay our senior secured revolving credit facility, net proceeds from Federal ESPC projects and energy assets of $70.0 million and net proceeds from long-term debt financings of $64.9 million, partially offset by net payments on our senior secured revolving credit facility of $28.1 million and payments on long-term debt of $33.7 million.
Our primary sources of financing in 2020 were net proceeds received from Federal ESPC projects and energy assets of $135.1 million, net proceeds from our senior secured credit facility of $16.0 million, net proceeds from long-term debt financings of $14.2 million, partially offset by payments on long-term debt of $25.9 million.
We currently plan additional project financings of approximately $85 million to $135 million during the remainder of 2021 to fund the construction or the acquisition of new renewable energy plants as discussed above.
Critical Accounting Policies and Estimates
Preparing our consolidated financial statements in accordance with GAAP involves us making estimates and assumptions that affect reported amounts of assets and liabilities, net sales and expenses, and related disclosures in the accompanying notes at the date of our financial statements. We base our estimates on historical experience, industry and market trends, and on various other assumptions that we believe to be reasonable under the circumstances. However, by their nature, estimates are subject to various assumptions and uncertainties, and changes in circumstances could cause actual results to differ from these estimates, sometimes materially.
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Income Taxes
We have reviewed all tax positions taken as of June 30, 2021 and added a $0.2 million item for an uncertain state tax position in the three months ended June 30, 2021. Including that adjustment, we believe our current tax reserves are adequate to cover all known tax uncertainties. We are evaluating The American Rescue Plan Act of 2021 passed into law on March 11, 2021 and at this time do not believe it will have a material impact on our accounting for income taxes.
Other than as noted above, there have been no material changes in our critical accounting estimates from those disclosed in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2020 Form 10-K. In addition, refer to Note 2 “Summary of Significant Accounting Policies” for updates to critical accounting policies.
Recent Accounting Pronouncements
See Note 2, “Summary of Significant Accounting Policies” for a discussion of recent accounting pronouncements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As of June 30, 2021, there have been no significant changes in market risk exposures that materially affected the quantitative and qualitative disclosures as described in Item 7A to our 2020 Annual Report.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this quarterly report, or the evaluation date. Disclosure controls and procedures are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our management, after evaluating the effectiveness of our disclosure controls and procedures as of the evaluation date, concluded that as of the evaluation date, our disclosure controls and procedures were effective at a reasonable level of assurance.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In the ordinary conduct of our business we are subject to periodic lawsuits, investigations, and claims. Although we cannot predict with certainty the ultimate resolution of such lawsuits, investigations and claims against us, we do not believe that any currently pending or threatened legal proceedings to which we are a party will have a material adverse effect on our business, results of operations or financial condition.
For additional information about certain proceedings, please refer to Note 9, Commitments and Contingencies, to our condensed consolidated financial statements included under Part I, Item 1 of this Quarterly Report on Form 10-Q, which is incorporated into this item by reference.

Item 1A. Risk Factors
Our business is subject to numerous risks, a number of which are described below and under “Risk Factors” in Part I, Item 1A of our 2020 Annual Report. We caution you that the following important factor, among others, could cause our actual results to differ materially from those expressed in forward-looking statements made by us or on our behalf in filings with the SEC, press releases, communications with investors and oral statements. Any or all of our forward-looking statements in this Quarterly Report on Form 10-Q and in any other public statements we make may turn out to be wrong. They can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Many factors mentioned in the discussion below and in our 2020 Annual Report will be important in determining future results. Consequently, no forward-looking statement can be guaranteed. Actual future results may differ materially from those anticipated in forward-looking statements. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law. You should, however, consult any further disclosure we make in our reports filed with the SEC.
A failure of our information technology (“IT”) and data security infrastructure, or if we experience cyber security incidents or have a vulnerability or other deficiency in cybersecurity, could adversely impact our business and operations.
We rely upon the capacity, reliability and security of our IT and data security infrastructure and our ability to expand and continually update this infrastructure in response to the changing needs of our business. As we implement new systems, they may not perform as expected. We also face the challenge of supporting our older systems and implementing necessary upgrades. If we experience a problem with the functioning of an important IT system or a security breach of our IT systems, including during system upgrades and/or new system implementations, the resulting disruptions could have an adverse effect on our business.
We and certain of our third-party vendors receive and store personal information in connection with our human resources operations and other aspects of our business. Despite our implementation of security measures, our IT systems are vulnerable to damages from computer viruses, natural disasters, unauthorized access, cyber-attack and other similar disruptions, and we have experienced such incidents in the past. Any system failure, accident or security breach could result in disruptions to our operations. A material network breach in the security of our IT systems could include the theft of our intellectual property, trade secrets, customer information, human resources information or other confidential matter. Although past incidents have not had a material impact on our business operations or financial performance, to the extent that any disruptions or security breach results in a loss or damage to our data, or an inappropriate disclosure of confidential, proprietary or customer information, it could cause significant damage to our reputation, affect our relationships with our customers, lead to claims against the Company and ultimately harm our business. In addition, we may be required to incur significant costs to protect against damage caused by these disruptions or security breaches in the future. See the discussion of GDPR in the risk factor captioned “We are subject to various privacy and consumer protection laws” in our 2020 Annual Report for an example of new regulations impacting IT risk.
In addition, numerous and evolving cybersecurity threats, including advanced and persistent cyberattacks, phishing and social engineering schemes, particularly on internet applications, could compromise the confidentiality, availability, and integrity of data in our systems. The security measures and procedures we and our customers have in place to protect sensitive data and other information may not be successful or sufficient to counter all data breaches, cyberattacks, or system failures. Although we devote resources to our cybersecurity programs and have implemented security measures to protect our systems and data, and to prevent, detect and respond to data security incidents, there can be no assurance that our efforts will prevent these threats.
Because the techniques used to obtain unauthorized access, or to disable or degrade systems, change frequently, have become increasingly more complex and sophisticated, and may be difficult to detect for periods of time, we may not anticipate these acts or respond adequately or timely. As these threats continue to evolve and increase, we may be required to devote significant


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additional resources in order to modify and enhance our security controls and to identify and remediate any security vulnerabilities.

Item 2. Unregistered Sales of Equity and Use of Proceeds
Stock Repurchase Program
We did not repurchase any shares of our common stock under our stock repurchase program authorized by the Board of Directors on April 27, 2016 (the “Repurchase Program”) during the three months ended June 30, 2021.
Under the Repurchase Program, we are authorized to repurchase up to $17.6 million of our Class A common stock. As of June 30, 2021, there were shares having a dollar value of approximately $5.9 million that may yet be purchased under the Repurchase Program.
Stock repurchases may be made from time to time through the open market and privately negotiated transactions. The amount and timing of any share repurchases will depend upon a variety of factors, including the trading price of our Class A common stock, liquidity, securities laws restrictions, other regulatory restrictions, potential alternative uses of capital, and market and economic conditions. The Repurchase Program may be suspended or terminated at any time without prior notice and has no expiration date.



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Item 6. Exhibits
Exhibit Index
Exhibit
Number
Description
10.1
31.1*
31.2*
32.1**
101*The following condensed consolidated financial statements from Ameresco, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets (ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statement of Changes in Redeemable Non-Controlling Interests and Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*Filed herewith.
**Furnished herewith.
+ Identifies a management contract or compensatory plan or arrangement in which an executive officer or director of Ameresco participates.



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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMERESCO, INC.
Date:August 3, 2021By:/s/ Spencer Doran Hole
Spencer Doran Hole
Senior Vice President and Chief Financial Officer
(duly authorized and principal financial officer)

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