Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 01, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | VSLR | |
Entity Registrant Name | Vivint Solar, Inc. | |
Entity Central Index Key | 0001607716 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity File Number | 1-36642 | |
Entity Tax Identification Number | 455605880 | |
Entity Address, Address Line One | 1800 West Ashton Blvd. | |
Entity Address, City or Town | Lehi | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84043 | |
City Area Code | 877 | |
Local Phone Number | 404-4129 | |
Entity Common Stock, Shares Outstanding | 121,619,161 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash and cash equivalents | $ 198,951 | $ 219,591 | |
Accounts receivable, net | 28,186 | 14,207 | |
Inventories | 13,071 | 13,257 | |
Prepaid expenses and other current assets | 30,783 | 31,201 | |
Total current assets | 270,991 | 278,256 | |
Restricted cash and cash equivalents | 78,567 | 71,305 | |
Solar energy systems, net | 1,637,905 | 1,938,874 | |
Property and equipment, net | 12,650 | 10,730 | |
Other non-current assets, net | 510,537 | 28,090 | |
TOTAL ASSETS | [1] | 2,510,650 | 2,327,255 |
Current liabilities: | |||
Accounts payable | 40,175 | 45,929 | |
Distributions payable to non-controlling interests and redeemable non-controlling interests | 11,221 | 7,846 | |
Accrued compensation | 24,545 | 25,520 | |
Current portion of long-term debt | 144,243 | 12,155 | |
Current portion of deferred revenue | 28,911 | 30,199 | |
Current portion of finance lease obligation | 1,089 | 1,921 | |
Accrued and other current liabilities | 53,557 | 42,860 | |
Total current liabilities | 303,741 | 166,430 | |
Long-term debt, net of current portion | 1,181,797 | 1,203,282 | |
Deferred revenue, net of current portion | 15,529 | 13,524 | |
Finance lease obligation, net of current portion | 2,807 | 505 | |
Deferred tax liability, net | 490,496 | 437,120 | |
Other non-current liabilities | 76,994 | 24,610 | |
Total liabilities | [1] | 2,071,364 | 1,845,471 |
Commitments and contingencies (Note 19) | |||
Redeemable non-controlling interests | 118,900 | 119,572 | |
Stockholders’ equity: | |||
Common stock, $0.01 par value—1,000,000 authorized, 121,606 shares issued and outstanding as of June 30, 2019; 1,000,000 authorized, 120,114 shares issued and outstanding as of December 31, 2018 | 1,216 | 1,201 | |
Additional paid-in capital | 582,338 | 574,248 | |
Accumulated other comprehensive loss | (18,988) | (7,223) | |
Accumulated deficit | (334,595) | (279,631) | |
Total stockholders’ equity | 229,971 | 288,595 | |
Non-controlling interests | 90,415 | 73,617 | |
Total equity | 320,386 | 362,212 | |
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY | $ 2,510,650 | $ 2,327,255 | |
[1] | The assets of Vivint Solar, Inc. (the “Company”) as of June 30, 2019 and December 31, 2018 include $2,020.8 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,478.5 million and $1,752.3 million as of June 30, 2019 and December 31, 2018; other non-current assets, net of $410.3 million and $10.9 million as of June 30, 2019 and December 31, 2018; cash and cash equivalents of $105.2 million and $62.4 million as of June 30, 2019 and December 31, 2018; accounts receivable, net, of $19.1 million and $6.6 million as of June 30, 2019 and December 31, 2018; restricted cash and cash equivalents of $5.4 million and $2.4 million as of June 30, 2019 and December 31, 2018; and prepaid expenses and other current assets of $2.3 million and $1.3 million as of June 30, 2019 and December 31, 2018. The Company’s liabilities as of June 30, 2019 and December 31, 2018 included $151.1 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $11.2 million and $7.8 million as of June 30, 2019 and December 31, 2018; deferred revenue of $13.3 million and $12.0 million as of June 30, 2019 and December 31, 2018; long-term debt of $120.3 million and $55.0 million as of June 30, 2019 and December 31, 2018; accrued and other current liabilities of $5.5 million and $4.9 million as of June 30, 2019 and December 31, 2018; and other non-current liabilities of $0.7 million and $1.0 million as of June 30, 2019 and December 31, 2018. For further information see Note 14—Investment Funds. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Common stock, par value | $ 0.01 | $ 0.01 | |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | |
Common stock, shares issued | 121,606,000 | 120,114,000 | |
Common stock, shares outstanding | 121,606,000 | 120,114,000 | |
Total assets | [1] | $ 2,510,650 | $ 2,327,255 |
Solar energy systems, net | 1,637,905 | 1,938,874 | |
Cash and cash equivalents | 198,951 | 219,591 | |
Accounts receivable, net | 28,186 | 14,207 | |
Other non-current assets, net | 510,537 | 28,090 | |
Restricted cash and cash equivalents | 78,567 | 71,305 | |
Prepaid expenses and other current assets | 30,783 | 31,201 | |
Total liabilities | [1] | 2,071,364 | 1,845,471 |
Distributions payable to non-controlling interests and redeemable non-controlling interests | 11,221 | 7,846 | |
Accrued and other current liabilities | 53,557 | 42,860 | |
Other non-current liabilities | 76,994 | 24,610 | |
Variable Interest Entities | |||
Total assets | 2,020,805 | 1,835,834 | |
Solar energy systems, net | 1,478,530 | 1,752,271 | |
Cash and cash equivalents | 105,175 | 62,350 | |
Accounts receivable, net | 19,082 | 6,593 | |
Other non-current assets, net | 410,322 | 10,888 | |
Restricted cash and cash equivalents | 5,405 | 2,443 | |
Prepaid expenses and other current assets | 2,291 | 1,289 | |
Total liabilities | 151,148 | 80,760 | |
Distributions payable to non-controlling interests and redeemable non-controlling interests | 11,221 | 7,846 | |
Deferred revenue | 13,300 | 12,000 | |
Long-term debt | 120,300 | 55,000 | |
Accrued and other current liabilities | 5,529 | 4,860 | |
Other non-current liabilities | $ 745 | $ 1,023 | |
[1] | The assets of Vivint Solar, Inc. (the “Company”) as of June 30, 2019 and December 31, 2018 include $2,020.8 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,478.5 million and $1,752.3 million as of June 30, 2019 and December 31, 2018; other non-current assets, net of $410.3 million and $10.9 million as of June 30, 2019 and December 31, 2018; cash and cash equivalents of $105.2 million and $62.4 million as of June 30, 2019 and December 31, 2018; accounts receivable, net, of $19.1 million and $6.6 million as of June 30, 2019 and December 31, 2018; restricted cash and cash equivalents of $5.4 million and $2.4 million as of June 30, 2019 and December 31, 2018; and prepaid expenses and other current assets of $2.3 million and $1.3 million as of June 30, 2019 and December 31, 2018. The Company’s liabilities as of June 30, 2019 and December 31, 2018 included $151.1 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $11.2 million and $7.8 million as of June 30, 2019 and December 31, 2018; deferred revenue of $13.3 million and $12.0 million as of June 30, 2019 and December 31, 2018; long-term debt of $120.3 million and $55.0 million as of June 30, 2019 and December 31, 2018; accrued and other current liabilities of $5.5 million and $4.9 million as of June 30, 2019 and December 31, 2018; and other non-current liabilities of $0.7 million and $1.0 million as of June 30, 2019 and December 31, 2018. For further information see Note 14—Investment Funds. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue: | ||||
Total revenue | $ 90,757 | $ 80,798 | $ 160,128 | $ 149,048 |
Cost of revenue: | ||||
Total cost of revenue | 58,865 | 60,356 | 116,319 | 125,088 |
Gross profit | 31,892 | 20,442 | 43,809 | 23,960 |
Operating expenses: | ||||
Sales and marketing | 37,037 | 14,033 | 66,671 | 25,158 |
Research and development | 524 | 511 | 993 | 997 |
General and administrative | 31,205 | 22,009 | 54,254 | 41,996 |
Total operating expenses | 68,766 | 36,553 | 121,918 | 68,151 |
Loss from operations | (36,874) | (16,111) | (78,109) | (44,191) |
Interest expense, net | 19,472 | 11,336 | 38,599 | 28,258 |
Other expense (income), net | 1,365 | (4,109) | 2,750 | (6,370) |
Loss before income taxes | (57,711) | (23,338) | (119,458) | (66,079) |
Income tax expense | 29,950 | 35,352 | 57,437 | 53,995 |
Net loss | (87,661) | (58,690) | (176,895) | (120,074) |
Net loss attributable to non-controlling interests and redeemable non-controlling interests | (59,094) | (76,806) | (122,086) | (125,214) |
Net (loss attributable) income available to common stockholders | $ (28,567) | $ 18,116 | $ (54,809) | $ 5,140 |
Net (loss attributable) income available per share to common stockholders: | ||||
Basic | $ (0.24) | $ 0.16 | $ (0.45) | $ 0.04 |
Diluted | $ (0.24) | $ 0.15 | $ (0.45) | $ 0.04 |
Weighted-average shares used in computing net (loss attributable) income available per share to common stockholders: | ||||
Basic | 120,869 | 116,650 | 120,589 | 115,907 |
Diluted | 120,869 | 121,753 | 120,589 | 120,969 |
Customer Agreements and Incentives | ||||
Revenue: | ||||
Total revenue | $ 63,355 | $ 54,765 | $ 102,958 | $ 85,879 |
Cost of revenue: | ||||
Total cost of revenue | 43,074 | 41,366 | 83,265 | 80,053 |
Solar Energy System and Product Sales | ||||
Revenue: | ||||
Total revenue | 27,402 | 26,033 | 57,170 | 63,169 |
Cost of revenue: | ||||
Total cost of revenue | $ 15,791 | $ 18,990 | $ 33,054 | $ 45,035 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net (loss attributable) income available to common stockholders | $ (28,567) | $ 18,116 | $ (54,809) | $ 5,140 |
Other comprehensive loss: | ||||
Unrealized (losses) gains on cash flow hedging instruments (net of tax effect of $(2,675), $(223), $(4,452) and $1,171) | (7,292) | (602) | (12,175) | 3,147 |
Less: Interest (expense) income on derivatives recognized into earnings (net of tax effect of $(64), $6,058, $(150) and $6,161) | (174) | 16,277 | (410) | 16,555 |
Total other comprehensive loss | (7,118) | (16,879) | (11,765) | (13,408) |
Comprehensive (loss) income | $ (35,685) | $ 1,237 | $ (66,574) | $ (8,268) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Unrealized losses on cash flow hedging instruments, tax | $ (2,675) | $ (223) | $ (4,452) | $ 1,171 |
Interest expense on derivatives recognized into earnings, tax | $ (64) | $ 6,058 | $ (150) | $ 6,161 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Redeemable Non-Controlling Interests and Equity - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Non-Controlling Interests | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Retained Earnings (Accumulated Deficit) | Total Stockholders Equity | Non-Controlling Interests |
Balance at Dec. 31, 2017 | $ 861,066 | $ 122,444 | $ 1,151 | $ 559,788 | $ 6,905 | $ 213,107 | $ 780,951 | $ 80,115 |
Balance (in Shares) at Dec. 31, 2017 | 115,099 | |||||||
Cumulative-effect adjustment from adoption of new ASUs | (473,828) | 3,318 | (477,146) | (473,828) | ||||
Stock-based compensation expense | 6,781 | 6,781 | 6,781 | |||||
Issuance of common stock, net | 837 | $ 34 | 803 | 837 | ||||
Issuance of common stock, net (in shares) | 3,378 | |||||||
Contributions from non-controlling interests and redeemable non-controlling interests | 43,288 | 64,999 | 43,288 | |||||
Distributions to non-controlling interests and redeemable non-controlling interests | (17,123) | (5,112) | (17,123) | |||||
Total other comprehensive loss | (13,408) | (13,408) | (13,408) | |||||
Net (loss) income | (60,390) | (59,684) | 5,140 | 5,140 | (65,530) | |||
Balance at Jun. 30, 2018 | 347,223 | 122,647 | $ 1,185 | 567,372 | (3,185) | (258,899) | 306,473 | 40,750 |
Balance (in Shares) at Jun. 30, 2018 | 118,477 | |||||||
Balance at Mar. 31, 2018 | 358,423 | 130,107 | $ 1,153 | 562,962 | 13,694 | (277,015) | 300,794 | 57,629 |
Balance (in Shares) at Mar. 31, 2018 | 115,329 | |||||||
Stock-based compensation expense | 3,812 | 3,812 | 3,812 | |||||
Issuance of common stock, net | 630 | $ 32 | 598 | 630 | ||||
Issuance of common stock, net (in shares) | 3,148 | |||||||
Contributions from non-controlling interests and redeemable non-controlling interests | 43,288 | 22,228 | 43,288 | |||||
Distributions to non-controlling interests and redeemable non-controlling interests | (10,030) | (3,019) | (10,030) | |||||
Total other comprehensive loss | (16,879) | (16,879) | (16,879) | |||||
Net (loss) income | (32,021) | (26,669) | 18,116 | 18,116 | (50,137) | |||
Balance at Jun. 30, 2018 | 347,223 | 122,647 | $ 1,185 | 567,372 | (3,185) | (258,899) | 306,473 | 40,750 |
Balance (in Shares) at Jun. 30, 2018 | 118,477 | |||||||
Balance at Dec. 31, 2018 | $ 362,212 | 119,572 | $ 1,201 | 574,248 | (7,223) | (279,631) | 288,595 | 73,617 |
Balance (in Shares) at Dec. 31, 2018 | 120,114 | 120,114 | ||||||
Cumulative-effect adjustment from adoption of new ASUs | $ (155) | (155) | (155) | |||||
Stock-based compensation expense | 7,835 | 7,835 | 7,835 | |||||
Issuance of common stock, net | 270 | $ 15 | 255 | 270 | ||||
Issuance of common stock, net (in shares) | 1,492 | |||||||
Contributions from non-controlling interests and redeemable non-controlling interests | 141,632 | 18,006 | 141,632 | |||||
Distributions to non-controlling interests and redeemable non-controlling interests | (16,559) | (4,867) | (16,559) | |||||
Total other comprehensive loss | (11,765) | (11,765) | (11,765) | |||||
Net (loss) income | (163,084) | (13,811) | (54,809) | (54,809) | (108,275) | |||
Balance at Jun. 30, 2019 | $ 320,386 | 118,900 | $ 1,216 | 582,338 | (18,988) | (334,595) | 229,971 | 90,415 |
Balance (in Shares) at Jun. 30, 2019 | 121,606 | 121,606 | ||||||
Balance at Mar. 31, 2019 | $ 349,409 | 118,667 | $ 1,206 | 577,961 | (11,870) | (306,028) | 261,269 | 88,140 |
Balance (in Shares) at Mar. 31, 2019 | 120,612 | |||||||
Stock-based compensation expense | 4,156 | 4,156 | 4,156 | |||||
Issuance of common stock, net | 231 | $ 10 | 221 | 231 | ||||
Issuance of common stock, net (in shares) | 994 | |||||||
Contributions from non-controlling interests and redeemable non-controlling interests | 67,077 | 8,193 | 67,077 | |||||
Distributions to non-controlling interests and redeemable non-controlling interests | (10,992) | (2,676) | (10,992) | |||||
Total other comprehensive loss | (7,118) | (7,118) | (7,118) | |||||
Net (loss) income | (82,377) | (5,284) | (28,567) | (28,567) | (53,810) | |||
Balance at Jun. 30, 2019 | $ 320,386 | $ 118,900 | $ 1,216 | $ 582,338 | $ (18,988) | $ (334,595) | $ 229,971 | $ 90,415 |
Balance (in Shares) at Jun. 30, 2019 | 121,606 | 121,606 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (176,895) | $ (120,074) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 39,317 | 33,440 |
Deferred income taxes | 57,678 | 54,173 |
Stock-based compensation | 7,835 | 6,781 |
Loss on solar energy systems and property and equipment | 4,157 | 3,025 |
Non-cash interest and other expense | 3,302 | 13,656 |
Reduction in lease pass-through financing obligation | (2,032) | (2,164) |
Losses (gains) on interest rate swaps | 2,750 | (1,279) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (13,979) | (4,689) |
Inventories | 186 | 9,462 |
Prepaid expenses and other current assets | 816 | 8,276 |
Other non-current assets, net | (64,632) | (6,613) |
Accounts payable | 516 | 1,898 |
Accrued compensation | (999) | (2,329) |
Deferred revenue | 717 | (10,514) |
Accrued and other liabilities | 179 | (1,915) |
Net cash used in operating activities | (141,084) | (18,866) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for the cost of solar energy systems | (124,400) | (146,247) |
Payments for property and equipment | (994) | (65) |
Proceeds from disposals of solar energy systems and property and equipment | 1,128 | 1,843 |
Purchase of intangible assets | (115) | |
Net cash used in investing activities | (124,381) | (144,469) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from investment by non-controlling interests and redeemable non-controlling interests | 159,638 | 108,287 |
Distributions paid to non-controlling interests and redeemable non-controlling interests | (18,051) | (28,558) |
Proceeds from long-term debt | 133,164 | 876,000 |
Payments on long-term debt | (20,913) | (689,320) |
Payments for debt issuance and deferred offering costs | (2,962) | (17,715) |
Proceeds from lease pass-through financing obligation | 1,518 | 1,497 |
Principal payments on finance lease obligations | (577) | (1,931) |
Proceeds from issuance of common stock | 270 | 837 |
Net cash provided by financing activities | 252,087 | 249,097 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS | (13,378) | 85,762 |
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—Beginning of period | 290,896 | 154,938 |
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—End of period | 277,518 | 240,700 |
NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Costs of solar energy systems included in changes in accounts payable, accrued compensation and accrued and other liabilities | 43,028 | (119) |
Right-of-use assets obtained in exchange for new operating lease liabilities | 8,665 | |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 3,756 | 619 |
Solar energy system sales | ||
NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Receivable for state tax credits recorded as a reduction to solar energy system costs | $ 9 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1 . Organization Vivint Solar, Inc. and its subsidiaries are collectively referred to as the “Company.” The Company most commonly offers solar energy to residential customers through long-term customer contracts, such as power purchase agreements (“PPAs”) and legal-form leases (“Solar Leases”). The Company also offers its customers the option to purchase solar energy systems (“System Sales”) through third-party loan offerings or a cash purchase. The Company enters into customer contracts through a sales organization that primarily uses a direct-to-home sales model. The long-term customer contracts under PPAs and Solar Leases are typically for 20 years and require the customer to make monthly payments to the Company. The Company has formed various investment funds and entered into long-term debt facilities to monetize the recurring customer payments under its long-term customer contracts and investment tax credits (“ITCs”), accelerated tax depreciation and other incentives associated with residential solar energy systems. The Company uses the cash received from the investment funds, long-term debt facilities and cash generated from operations, including System Sales, to finance a portion of the Company’s variable and fixed costs associated with installing solar energy systems. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2 . Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The unaudited condensed consolidated financial statements were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which were considered of normal recurring nature) considered necessary to present fairly the Company’s financial results. The results of the six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or for any other interim period or other future year. The unaudited condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for VIEs. This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. All of these determinations involve significant management judgments and estimates. The Company has determined that it is the primary beneficiary in the operational VIEs in which it has an equity interest. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 14—Investment Funds. Beginning with the first quarter of 2019, the condensed consolidated statements of operations items formerly captioned “Operating leases and incentives” and “Cost of revenue—operating leases and incentives” are now captioned “Customer agreements and incentives” and “Cost of revenue—customer agreements and incentives.” Also beginning with the first quarter of 2019, the condensed consolidated balance sheet items formerly captioned “Current portion of capital lease obligation” and “Capital lease obligation, net of current portion” are now captioned “Current portion of finance lease obligation” and “Finance lease obligation, net of current portion.” Amounts in these balance sheet items were capital leases under Accounting Standards Codification 840: Leases (“Topic 840”) in periods ending prior to January 1, 2019, while amounts in these balance sheet items are finance leases under Accounting Standards Codification 842: Leases (“Topic 842”) in periods ending subsequent to January 1, 2019. See “—Leases” below for further explanation of these changes. Use of Estimates The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, ITCs; revenue recognition; solar energy systems, net; the impairment analysis of long-lived assets; stock-based compensation; the provision for income taxes; the valuation of derivative financial instruments; the recognition and measurement of loss contingencies; and non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates. Liquidity In order to grow, the Company requires cash to finance the deployment of solar energy systems. As of the date of this filing, the Company will require additional sources of cash beyond current cash balances and currently available financing facilities to fund long-term planned growth. If the Company is unable to secure additional financing when needed, or upon desirable terms, the Company may be unable to finance installation of customers’ systems in a manner consistent with past performance, cost of capital could increase, or the Company may be required to significantly reduce the scope of operations, any of which would have a material adverse effect on its business, financial condition, results of operations and prospects. While the Company believes additional financing is available and will continue to be available to support current levels of operations, the Company believes it has the ability and intent to reduce operations to the level of available financial resources for at least the next 12 months from the date of this report, if necessary. Performance Obligation—Solar Energy system and Product Sales For certain System Sales, the Company provides limited post-sale services to monitor the productivity of the solar energy system for 20 years after it has been placed into service. The Company allocates a portion of the transaction price to the monitoring services by estimating the fair market price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of June 30, 2019 and December 31, 2018, the Company had allocated deferred revenue of $4.0 million and $3.3 million to monitoring services that will be recognized over the term of the monitoring services. Leases The Company adopted Topic 842 and its subsequent updates effective January 1, 2019. These updates are intended to increase transparency and comparability among organizations by recognizing right-of-use assets and lease liabilities on the condensed consolidated balance sheets and disclosing key information about leasing arrangements. The Company utilized the additional transition method permitted by Accounting Standards Update (“ASU”) 2018-11 and adopted Topic 842 using a modified retrospective method with a cumulative-effect adjustment to its accumulated deficit as of January 1, 2019. As such, comparative periods ending prior to January 1, 2019 are presented in accordance with Topic 840 and periods ending after January 1, 2019 are presented in accordance with Topic 842. The impact to the accumulated deficit as a result of adopting ASU 2016-02 was a net reduction of approximately $0.2 million. The Company did not use the transitionary practical expedients allowed under Topic 842, and as such, the Company reassessed all contracts existing at the adoption date of January 1, 2019. The Company elected to treat leases with lease terms of 12 months or less as short-term leases. No right-of-use assets or lease liabilities are recognized for short-term leases. The Company has also elected not to separate lease components from non-lease components for all classes of leased assets except for building leases. The adoption of this ASU resulted in right-of-use assets of $34.6 million related to operating leases being recognized in other non-current assets, net on the condensed consolidated balance sheets as of January 1, 2019. Corresponding lease liabilities of $43.8 million related to operating leases were recognized on the condensed consolidated balance sheets as of January 1, 2019, with the current portion recognized in accrued and other current liabilities and the long-term portion recognized in other non-current liabilities. In addition, at January 1, 2019, approximately $1.0 million of lease-related liabilities were removed from accrued and other current liabilities and approximately $8.2 million of lease-related liabilities were removed from other non-current liabilities and included as reductions to the initial operating lease right-of-use assets. As of January 1, 2019, finance lease right-of-use assets of $0.9 million continued to be recorded in property and equipment, net. Any changes in lease terms or estimates subsequent to adoption of the ASU 2016-02 are reflected in the right-of-use assets and lease liabilities. The Company’s PPAs, Solar Leases, and associated rebates and incentives no longer meet the definition of a lease under Topic 842. Accordingly, they are accounted for in accordance with Accounting Standards Codification 606: Revenue from Contracts with Customers (“Topic 606”) beginning on January 1, 2019. The Company concluded that there was no change to its revenue recognition practices for its PPA revenue stream under Topic 606. For Solar Leases, the Company concluded that the impact of applying Topic 606 is immaterial. The Company also concluded that there was no material change related to the timing of revenue recognition for rebates and incentives under Topic 606. Upon the adoption of Topic 842, the Company no longer capitalizes initial direct costs and amortizes them to the respective cost of revenue line items. Instead, the Company now capitalizes costs of obtaining a contract which meet the “incremental” criteria defined in Accounting Standards Codification 340 to other non-current assets, net. These costs are now amortized over the period of benefit to sales and marketing expense on the condensed consolidated statements of operations. In accordance with the Company’s Topic 842 transition discussed above, no prior period amounts were changed. For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three and six months ended June 30, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands): December 31, 2018 June 30, 2019 As Reported Adjustments As Adjusted As Reported Solar energy systems, net $ 1,938,874 $ (388,087 ) $ 1,550,787 $ 1,637,905 Other non-current assets, net 28,090 388,087 416,177 510,537 Three Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 41,366 $ (4,510 ) $ 36,856 $ 43,074 Cost of revenue—solar energy system and product sales 18,990 (4,397 ) 14,593 15,791 Total cost of revenue 60,356 (8,907 ) 51,449 58,865 Gross profit 20,442 8,907 29,349 31,892 Sales and marketing 14,033 8,907 22,940 37,037 Total operating expenses 36,553 8,907 45,460 68,766 Six Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 80,053 $ (8,590 ) $ 71,463 $ 83,265 Cost of revenue—solar energy system and product sales 45,035 (10,254 ) 34,781 33,054 Total cost of revenue 125,088 (18,844 ) 106,244 116,319 Gross profit 23,960 18,844 42,804 43,809 Sales and marketing 25,158 18,844 44,002 66,671 Total operating expenses 68,151 18,844 86,995 121,918 Software Implementation Costs The Company adopted ASU 2018-15 , Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, effective January 1, 2019. This update clarifies that entities should capitalize implementation costs incurred in cloud computing arrangements that are service contracts, which the Company will now record within other non-current assets, net. The Company will expense the capitalized costs over the term of the hosting arrangement. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The Company is applying the amendments in this update on a prospective basis beginning January 1, 2019. No prior periods were impacted as a result of adopting this ASU. Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. the Company’s accounts receivable and certain contract assets are considered financial assets measured at an amortized cost basis and will need to be presented at the net amount expected to be collected. This ASU will be effective for the Company beginning on January 1, 2020 and will be applied through a modified retrospective approach with a cumulative-effect adjustment to retained earnings as of the first reporting period in which the guidance is effective. The Company is still evaluating the impact of this update on its condensed consolidated financial statements and related disclosures. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3 . Fair Value Measurements The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets and liabilities included on the condensed consolidated balance sheets measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Financial Liabilities Interest rate swaps $ — $ 29,833 $ — $ 29,833 December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets Interest rate swaps $ — $ 130 $ — $ 130 Financial Liabilities Interest rate swaps $ — $ 11,146 $ — $ 11,146 The interest rate swaps (Level 2) were valued using a discounted cash flow model that incorporates an assessment of the risk of non-performance by the interest rate swap counterparties and the Company. The valuation model uses various observable inputs including contractual terms, interest rate curves, credit spreads and measures of volatility. Financial liabilities in the table above include interest rate swaps for the Aggregation Facility, which are not designated as hedges, and interest rate swaps for the Solar Asset Backed Notes, Series 2018-2, which are designated as hedges. The carrying values and fair values of the Company’s long-term debt were as follows (in thousands): June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Floating-rate long-term debt $ 712,071 $ 712,071 $ 587,358 $ 587,358 Fixed-rate long-term debt 640,569 684,695 653,031 673,917 Total $ 1,352,640 $ 1,396,766 $ 1,240,389 $ 1,261,275 The Company’s outstanding principal balance of long-term debt is carried at cost. The Company estimated the fair values of its floating-rate debt facilities (Level 2) to approximate their carrying values as interest accrues at floating rates based on market rates. The Company’s fixed-rate debt facilities (Level 2) were valued using quoted prices for the fixed rate debt facilities that are publicly traded, or quoted prices for corporate debt with similar terms for debt facilities that are not publicly traded. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | 4 . Inventories Inventories consisted of the following (in thousands): June 30, December 31, 2019 2018 Solar energy systems held for sale $ 12,202 $ 12,321 Photovoltaic installation products 869 936 Total inventories $ 13,071 $ 13,257 Solar energy systems held for sale are solar energy systems under construction that have yet to be interconnected to the power grid and that will be sold to customers. Solar energy systems held for sale are stated at the lower of cost, on a first-in, first-out basis, or net realizable value. Photovoltaic installation products are stated at the lower of cost, on an average cost basis, or net realizable value. |
Solar Energy Systems
Solar Energy Systems | 6 Months Ended |
Jun. 30, 2019 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems | 5 . Solar Energy Systems Solar energy systems, net consisted of the following (in thousands): June 30, December 31, 2019 2018 System equipment costs $ 1,783,301 $ 1,667,440 Initial direct costs related to solar energy systems — 435,084 1,783,301 2,102,524 Less: Accumulated depreciation (175,784 ) (195,890 ) 1,607,517 1,906,634 Solar energy system inventory 30,388 32,240 Solar energy systems, net $ 1,637,905 $ 1,938,874 Solar energy system inventory represents the solar components and materials used in the installation of solar energy systems prior to being installed on customers’ roofs. As such, no depreciation is recorded related to this line item. The Company recorded depreciation expense related to solar energy systems of $13.8 million and $16.1 million for the three months ended June 30, 2019 and 2018. The Company recorded depreciation expense related to solar energy systems of $26.9 million and $31.5 million for the six months ended June 30, 2019 and 2018. The Company did not record any initial direct costs or amortization of initial direct costs related to solar energy systems in 2019 due to the adoption of Topic 842. See Note 2—Summary of Significant Accounting Policies. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 6 . Property and Equipment Property and equipment, net consisted of the following (in thousands): Estimated June 30, December 31, Useful Lives 2019 2018 Leasehold improvements 1-12 years $ 10,645 $ 10,560 Furniture and computer and other equipment 3 years 4,278 3,816 Vehicles acquired under finance leases 3-5 years 4,876 6,907 19,799 21,283 Less: Accumulated depreciation and amortization (7,149 ) (10,553 ) Property and equipment, net $ 12,650 $ 10,730 The Company recorded depreciation and amortization expense related to property and equipment of $0.9 million and $1.3 million for the three months ended June 30, 2019 and 2018 . The Company recorded depreciation and amortization expense related to property and equipment of $1.0 million and $3.0 million for the six months ended June 30, 2019 and 2018. Effective January 1, 2019, the Company adopted Topic 842. As part of the adoption, the Company reassessed all contracts existing at the adoption date. The Company determined that a number of vehicle leases that were previously classified as capital leases under Topic 840 were no longer classified as finance leases under Topic 842. This resulted in a reduction to the gross asset and accumulated depreciation and amortization balances related to vehicles and will result in lower depreciation and amortization expense related to property and equipment compared to prior periods. |
Other Non-Current Assets
Other Non-Current Assets | 6 Months Ended |
Jun. 30, 2019 | |
Other Assets Noncurrent Disclosure [Abstract] | |
Other Non-Current Assets | 7 . Other Non-Current Assets Other non-current assets consisted of the following (in thousands): June 30, December 31, 2019 2018 Costs to obtain contracts $ 500,969 $ — Accumulated amortization of costs to obtain contracts (58,273 ) — Operating lease right-of-use assets 39,620 — Sales incentives 9,963 8,588 Other non-current assets 18,258 19,502 Total other non-current assets $ 510,537 $ 28,090 The Company recorded amortization of costs to obtain contracts of $7.4 million and $11.3 million for the three and six months ended June 30, 2019. Costs to obtain contracts are amortized over the initial terms of customer contracts, which are typically 20 years. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 8 . Intangible Assets Net intangible assets are included in other non-current assets, net and consisted of the following (in thousands): June 30, December 31, 2019 2018 Cost: Internal-use software $ 635 $ 1,020 Developed technology 522 522 Trademarks/trade names 201 201 Total carrying value 1,358 1,743 Accumulated amortization: Internal-use software (365 ) (781 ) Developed technology (360 ) (324 ) Trademarks/trade names (109 ) (99 ) Total accumulated amortization (834 ) (1,204 ) Total intangible assets, net $ 524 $ 539 The Company recorded a de minimis amount and $0.1 million of amortization expense for the three months ended June 30, 2019 and 2018, which is included within general and administrative expense on the condensed consolidated statements of operations. The Company recorded amortization expense of $0.1 million and $0.3 million for the six months ended June 30, 2019 and 2018. |
Accrued Compensation
Accrued Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Accrued Compensation Disclosure [Abstract] | |
Accrued Compensation | 9 . Accrued Compensation Accrued compensation consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued payroll $ 12,663 $ 16,352 Accrued commissions 11,882 9,168 Total accrued compensation $ 24,545 $ 25,520 |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2019 | |
Payables And Accruals [Abstract] | |
Accrued and Other Current Liabilities | 10 . Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued unused commitment fees and interest $ 14,517 $ 14,102 Current portion of operating lease liabilities 7,398 — Accrued professional fees 6,575 6,150 Current portion of lease pass-through financing obligation 5,094 5,038 Accrued workers' compensation 4,777 4,033 Workmanship accrual 3,596 2,630 Accrued inventory 3,286 4,380 Sales, use and property taxes payable 2,872 3,132 Other accrued expenses 5,442 3,395 Total accrued and other current liabilities $ 53,557 $ 42,860 |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 11 . Debt Obligations Debt obligations consisted of the following as of June 30, 2019 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date Solar asset backed notes, Series 2018-1 (1) $ 454,100 $ (76 ) $ (8,796 ) $ 3,919 $ 441,309 $ — 5.1 % October 2028 Solar asset backed notes, Series 2018-2 (2)(3) 339,383 (6 ) (6,775 ) 294 332,308 — 5.5 August 2023 2017 Term loan facility 185,194 (167 ) (4,429 ) 6,740 173,858 — 6.0 January 2035 2018 Forward flow loan facility 112,501 (66 ) (3,231 ) 2,174 107,030 17,499 4.7 (4) 2019 Forward flow loan facility 14,087 — (2,946 ) — 11,141 135,913 5.2 (5) Credit agreement 1,275 (2 ) (106 ) 16 1,151 — 6.5 February 2023 Revolving lines of credit (6) Aggregation facility 115,000 — — — 115,000 260,000 5.6 September 2020 Working capital facility (7) 131,100 — — 131,100 — — 5.7 March 2020 Total debt $ 1,352,640 $ (317 ) $ (26,283 ) $ 144,243 $ 1,181,797 $ 413,412 Debt obligations consisted of the following as of December 31, 2018 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date Solar asset backed notes, Series 2018-1 (1) $ 462,826 $ (74 ) $ (9,172 ) $ 3,655 $ 449,925 $ — 5.1 % October 2028 Solar asset backed notes, Series 2018-2 (2)(3) 342,833 (6 ) (7,388 ) 294 335,145 — 5.4 August 2023 2017 Term loan facility 188,922 (170 ) (4,614 ) 6,679 177,459 — 6.0 January 2035 2018 Forward flow loan facility 58,425 (43 ) (3,365 ) 1,512 53,505 71,575 5.2 (4) Credit agreement 1,283 (2 ) (118 ) 15 1,148 — 6.5 February 2023 Revolving lines of credit (6) Aggregation facility 50,000 — — — 50,000 325,000 5.7 September 2020 Working capital facility (7) 136,100 — — — 136,100 — 5.6 March 2020 Total debt $ 1,240,389 $ (295 ) $ (24,657 ) $ 12,155 $ 1,203,282 $ 396,575 (1) The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%. (2) The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%. (3) The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments. (4) The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019. (5) The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020. (6) Revolving lines of credit are not presented net of unamortized debt issuance costs. ( 7 ) This facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company. The Company’s debt facilities include customary events of default, conditions to borrowing and covenants, including covenants that restrict, subject to certain exceptions, the Company’s ability to incur indebtedness, incur liens, make investments, make fundamental changes to its business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Additionally, the Company is required to maintain certain financial measurements and interest rate swaps for certain debt facilities. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. The Company’s debt facilities are secured by net cash flows from long-term customer contracts. The Company was in compliance with all debt covenants as of June 30, 2019. Solar Asset Backed Notes, Series 2018-1 In June 2018, a wholly owned subsidiary of the Company issued an aggregate principal amount of $400.0 million of Solar Asset Backed Notes, Series 2018-1, Class A (the “2018-1 Class A Notes”) and an aggregate principal amount of $66.0 million of Solar Asset Backed Notes, Series 2018-1, Class B (the “2018-1 Class B Notes” and together with the 2018-1 Class A Notes, the “2018-1 Notes”). The 2018-1 Class A Notes accrue interest at a fixed rate of 4.73% and have an anticipated repayment date of October 30, 2028. The 2018-1 Class B Notes accrue interest at a fixed rate of 7.37% and have an anticipated repayment date of October 30, 2028. In addition to customary events of default and covenants, the 2018-1 Notes are subject to unscheduled prepayment events that generally are customary in nature for solar securitizations of this type, including (1) asset coverage ratios falling below certain levels, (2) a debt service coverage ratio falling below certain levels, (3) the failure to maintain insurance, and (4) the failure to repay the notes in full prior to the anticipated repayment date for such class of notes. The occurrence of an unscheduled prepayment event or an event of default could result in the more rapid repayment of the 2018-1 Notes, and the occurrence of an event of default could, in certain instances, result in the liquidation of the collateral securing the 2018-1 Notes. The 2018-1 Notes are secured by, and payable solely from the cash flow generated by the membership interests in certain indirectly owned subsidiaries of the Company, each of which subsidiaries is the managing member of a project company that owns a pool of photovoltaic systems and related Solar Leases and PPAs and ancillary rights and agreements that were originated by a wholly owned subsidiary of the Company. As of June 30, 2019, the Company had $15.0 million in required reserves outstanding in collateral accounts with the administrative agent, which are included in restricted cash and cash equivalents. Solar Asset Backed Notes, Series 2018-2 In June 2018, a wholly owned subsidiary of the Company issued an aggregate principal amount of $296.0 million of Solar Asset Backed Notes, Series 2018-2, Class A (the “2018-2 Class A Notes”) and an aggregate principal amount of $49.0 million of Solar Asset Backed Notes, Series 2018-2, Class B (the “2018-2 Class B Notes” and together with the 2018-2 Class A Notes, the “2018-2 Notes”). The 2018-2 Class A Notes accrue interest at a variable spread over the London Interbank Offered Rate (“LIBOR”) that is intended to result in a weighted average spread for all 2018-2 Notes of 2.95%. The 2018-2 Class B Notes accrue interest at a spread over LIBOR of 4.75% or, if no 2018-2 Class A Notes are outstanding, 2.95%. The Company entered into an interest rate swap concurrent with the issuance of the 2018-2 Notes that results in an implied all-in interest rate of approximately 5.95%. See Note 13—Derivative Financial Instruments. The 2018-2 Notes have a stated maturity of August 29, 2023. The 2018-2 Notes have the same events of default, covenants and unscheduled prepayment events as the 2018-1 Notes. In addition, the 2018-2 Notes are subject to unscheduled prepayment events relating to certain change of control events and certain liquidity requirements. As of June 30, 2019, the Company had $24.7 million in required reserves outstanding in collateral accounts with the administrative agent, which are included in restricted cash and cash equivalents. 2016 Term Loan Facility In June 2018, the Company used proceeds from the issuance of the 2018-1 Notes and 2018-2 Notes to pay off the outstanding balance of $282.3 million on the credit facility entered into by a wholly owned subsidiary of the Company in August 2016 (the “2016 Term Loan Facility”) and terminated the credit agreement. At termination, the outstanding balance was composed of $281.8 million of principal and $0.5 million of accrued interest. The termination of the 2016 Term Loan Facility was accounted for as a debt extinguishment. As such, the remaining $6.9 million of unamortized debt issuance costs related to the 2016 Term Loan Facility were recognized in interest expense during the year ended December 31, 2018. There was no prepayment fee associated with the termination of the 2016 Term Loan Facility. Subordinated HoldCo Facility In June 2018, the Company used proceeds from the issuance of the 2018-1 Notes and 2018-2 Notes to pay off the outstanding balance of $206.4 million on the credit facility entered into by a wholly owned subsidiary of the Company in March 2016 (the “Subordinated HoldCo Facility”) and terminated the financing agreement. At termination, the outstanding balance was composed of $196.6 million of principal, $3.9 million of accrued interest, and a prepayment fee of $5.9 million, which was calculated as 3.0% of the outstanding principal balance. The termination of the Subordinated HoldCo Facility was accounted for as a debt extinguishment. As such, the remaining $2.9 million of unamortized debt issuance costs related to the Subordinated HoldCo Facility were recognized in interest expense during the year ended December 31, 2018. The prepayment fee of $5.9 million was also recognized in interest expense during the year ended December 31, 2018. 2017 Term Loan Facility In January 2017, a wholly owned subsidiary of the Company entered into a long-term fixed rate credit agreement (the “2017 Term Loan Facility”). Interest on borrowings accrues at an annual fixed rate equal to 6.0% and is payable in arrears. Certain principal payments are due on a quarterly basis, subject to the occurrence of certain events. As of June 30, 2019, the Company had $19.9 million in required reserves 2018 Forward Flow Loan Facility In August 2018, a subsidiary that is indirectly owned by the Company together with investors, entered into a loan agreement (the “2018 Forward Flow Loan Facility”, formerly known as the “Forward Flow Loan Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $130.0 million. The Company may make multiple borrowings under the 2018 Forward Flow Loan Facility during the availability period, which will continue no later than October 31, 2019. After the availability period, all outstanding loans under the 2018 Forward Flow Loan Facility will be aggregated into a single term loan with a maturity date 20 years after the date of aggregation. Interest on each loan will accrue at an annual rate equal to the U.S. swap rate for the weighted-average life of such loan, plus an applicable margin equal to the greater of (a) 1.9% plus a spread adjustment based on the risk premium on the borrowing date relative to the market index-based risk premium on the closing date and (b) 1.5%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. Upon the occurrence of certain events, the Company will be required to make prepayments of the loans, including payment of a make-whole amount in certain circumstances. As of June 30, 2019, the Company had $4.7 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents. 2019 Forward Flow Loan Facility In May 2019, a subsidiary that is indirectly owned by the Company together with investors, entered into a loan agreement (the “2019 Forward Flow Loan Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $150.0 million. The Company may make multiple borrowings under the 2019 Forward Flow Loan Facility during the availability period, which will continue no later than November 20, 2020. After the availability period, all outstanding loans under the 2019 Forward Flow Loan Facility will be aggregated into a single term loan with a maturity date 20 years after the date of aggregation. On any anniversary of the date of aggregation occurring from and after the sixth such anniversary, upon notice to the lenders, the Company may borrow additional loans under the 2019 Forward Flow Loan Facility if the Company is projected to have sufficient net cash flow to service such additional debt. If any lender declines to fund such additional loans, the Company will have the right to prepay outstanding loans from such lender in an amount equal to 102.5% of such loans, plus accrued and unpaid interest, without any make-whole amount. Interest on each loan will accrue at an annual rate equal to the greater of (a) 4.70% and (b) the U.S. Treasury rate for the weighted-average life of such loan, plus an applicable margin equal to 2.35%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. Upon the occurrence of certain events, the Company will be required to make prepayments of the loans, including payment of a make-whole amount in certain circumstances. As of June 30, 2019, the Company had $0.7 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents. Credit Agreement In February 2016, a wholly owned subsidiary of the Company entered into a fixed rate credit agreement (the “Credit Agreement”). Principal and interest payments under the Credit Agreement are paid quarterly over the term of the loan. Interest accrues on borrowings at a fixed rate of 6.50%. Aggregation Facility In September 2014, a wholly owned subsidiary of the Company entered into an aggregation credit facility (as amended, the “Aggregation Facility”), pursuant to which the Company may borrow up to an aggregate of $375.0 million and, upon the satisfaction of certain conditions and the approval of the lenders, up to an additional aggregate of $175.0 million in borrowings. Prepayments are permitted under the Aggregation Facility. Under the Aggregation Facility, interest on borrowings accrues at a floating rate equal to either (1)(a) LIBOR or (b) the greatest of (i) the Federal Funds Rate plus 0.5%, (ii) the administrative agent’s prime rate and (iii) LIBOR plus 1% and (2) a margin that varies between 3.25% during the period during which the Company may incur borrowings and 3.75% after such period. As of June 30, 2019, the Company had $3.5 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents. Working Capital Facility In March 2015, a wholly owned subsidiary of the Company entered into a revolving credit agreement (the “Working Capital Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $150.0 million from certain financial institutions. In addition to the outstanding borrowings as of June 30, 2019, the Company had established letters of credit under the Working Capital Facility for up to $18.9 million related to insurance and retail contracts. Prepayments are permitted under the Working Capital Facility. Interest accrues on borrowings at a floating rate equal to, depending on the type of borrowing, (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; or (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable depending on the type of borrowing at the end of (1) the interest period that the Company may elect as a term, not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility. The Company is required to maintain $30.0 million in cash and cash equivalents and certain investments as of the last day of each quarter. As of June 30, 2019, the Company was in compliance with such covenants. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Lessee Disclosure [Abstract] | |
Leases | 12 . Leases The Company is the lessee in all of its lease arrangements. The Company did not enter into any leases with related parties during the presented periods. The Company makes significant assumptions and judgments when assessing contracts for lease components, determining lease classifications and calculating right-of-use asset and lease liability values. These assumptions and judgements may include the useful lives and fair values of the leased assets, the implicit rate underlying the Company’s leases, the Company’s incremental borrowing rate or the Company’s intent to exercise or not exercise options available in lease contracts. Lease costs and other information consisted of the following (in thousands, except terms and rates): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Lease cost Finance lease cost: Amortization of right-of-use assets $ 366 $ 660 Interest on lease liabilities 58 84 Operating lease cost 2,770 5,540 Short-term lease cost 579 1,301 Total lease cost $ 3,773 $ 7,585 Other information Finance leases: Operating cash outflows from finance leases $ 58 $ 84 Financing cash outflows from finance leases $ 306 $ 577 Right-of-use assets obtained in exchange for new finance lease liabilities $ 2,703 $ 3,756 Weighted-average remaining lease term - finance leases (in years) 3.6 3.6 Weighted-average discount rate - finance leases 7.7 % 7.7 % Operating leases: Operating cash outflows from operating leases $ 2,809 $ 5,635 Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,755 $ 8,665 Weighted-average remaining lease term - operating leases (in years) 9.4 9.4 Weighted-average discount rate - operating leases 8.0 % 8.0 % Finance Leases The Company’s finance leases relate to fleet vehicles. All of the Company’s fleet vehicles are leased pursuant to master lease agreements for a period of three to five years. The master lease agreements allow for the Company to extend fleet vehicle leases on a month-to-month basis. For administrative convenience, the Company will often commit to extension periods of up to one year. As the extensions are not always utilized and are not contractually bound to a specific period of time, these extensions are not included in the initial right-of-use assets and lease liabilities. Instead, these extensions are treated as new leases. The master lease agreements stipulate minimum residual value guarantees that are not typically recognized as part of the Company’s right-of use assets and lease liabilities as these residual value guarantees are not probable of being owed. The rates implicit in the Company’s fleet vehicle finance leases are determinable, and the Company uses those rates to calculate the present value of its lease liabilities related to fleet vehicles. Future minimum lease payments for the Company’s finance leases as of June 30, 2019 were as follows (in thousands): 2019 $ 742 2020 1,171 2021 1,147 2022 1,038 2023 346 Thereafter — Total minimum lease payments 4,444 Less: interest 548 Present value of finance lease obligations 3,896 Less: current portion 1,089 Long-term portion $ 2,807 Operating Leases The Company has entered into lease agreements for offices, warehouses and related equipment located in states in which the Company conducts operations. The Company’s corporate office lease was amended in February 2019 to extend the term by an additional three years, for a total lease term of 15 years. The corporate office lease includes options to extend the lease term for two additional periods of five years. The Company’s warehouse lease agreements range from a term of two to nine years, including exercised options to extend, with five years being the most common lease term. The warehouse lease agreements typically include options to extend the lease term. The Company’s operating lease agreements typically do not include purchase options. The Company includes lease extension options in the right-of-use asset and lease liability when the Company is reasonably certain it will exercise the options. The Company’s equipment lease agreements range from three to five years. The rates implicit in the Company’s operating leases are not readily determinable. As such, the Company uses its incremental borrowing rate to calculate the present value of its operating lease liabilities. For all non-cancellable lease arrangements, there are no bargain renewal options, penalties for failure to renew, or any guarantee by the Company of the lessor’s debt or a loan from the Company to the lessor related to the leased property. Future minimum lease payments under non-cancellable operating leases as of June 30, 2019 were as follows (in thousands): 2019 $ 5,600 2020 10,195 2021 7,893 2022 5,806 2023 4,781 Thereafter 36,680 Total minimum lease payments 70,955 Less: present value impact 22,259 Present value of operating lease obligations 48,696 Less: current portion 7,398 Long-term portion $ 41,298 |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 13 . Derivative Financial Instruments Derivative financial instruments at fair value consisted of the following (in thousands): June 30, 2019 Fair Value Balance Sheet Location Derivatives designated as hedging instruments: Interest rate swaps $ 25,951 Other non-current liabilities Derivatives not designated as hedging instruments: Interest rate swaps $ 3,882 Other non-current liabilities December 31, 2018 Fair Value Balance Sheet Location Derivatives designated as hedging instruments: Interest rate swaps $ 9,884 Other non-current liabilities Derivatives not designated as hedging instruments: Interest rate swaps $ 1,262 Other non-current liabilities Interest rate swaps $ 130 Other non-current assets The Company is exposed to interest rate risk relating to its outstanding debt facilities that have variable interest rates. In connection with the March 2017 amendment of the Aggregation Facility, the Company is required to maintain interest rate swaps on a portion of the outstanding loan balance of the Aggregation Facility. As of June 30, 2019, the Company had entered into interest rate swaps with an aggregate notional amount of $40.0 million. The interest rate swaps terminate when the Aggregation Facility matures in September 2020. The Company did not designate these interest rate swaps as hedge instruments and accounts for any changes in fair value in other expense (income), net. In connection with the 2018-2 Notes, the Company entered into interest rate swaps to offset changes in the variable interest rate for a portion of these notes. As of June 30, 2019, the notional amount of these interest rate swaps was $325.2 million. The notional amount of the interest rate swaps decreases through the maturity of the 2018-2 Notes, similar to the Company’s estimated semi-annual principal payments on the 2018-2 Notes through August 2023. The interest rate swaps are designated as cash flow hedges, and unrealized gains or losses are recorded in other comprehensive income (“OCI”). The amount of accumulated other comprehensive (loss) income (“AOCI”) expected to be reclassified to interest expense within the next 12 months is approximately $3.3 million. The Company will discontinue the hedge accounting designation of these derivatives if interest payments on LIBOR-indexed floating rate loans compared to the payments under the derivatives are no longer highly effective. The Company records derivatives at fair value. The losses (gains) on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands): Three Months Ended June 30, 2019 2018 Derivatives designated as cash flow hedges: Interest rate swaps $ 9,967 $ 825 Six Months Ended June 30, 2019 2018 Derivatives designated as cash flow hedges: Interest rate swaps $ 16,627 $ (4,318 ) The losses (gains) on derivative financial instruments recognized in the condensed consolidated statements of operations, before tax effect, consisted of the following (in thousands): Three Months Ended June 30, 2019 2018 Interest expense, net Other expense (income), net Interest expense, net Other expense (income), net Total amounts presented in the income statement line items $ 19,472 $ 1,365 $ 11,336 $ (4,109 ) Derivatives designated as cash flow hedges: Interest rate swaps Losses (gains) reclassified from AOCI into income $ 238 $ — $ (22,335 ) $ — Derivatives not designated as hedging instruments: Interest rate swaps Losses (gains) recognized in income — 1,366 — (1,990 ) Total losses (gains) $ 238 $ 1,366 $ (22,335 ) $ (1,990 ) Six Months Ended June 30, 2019 2018 Interest expense, net Other expense (income), net Interest expense, net Other expense (income), net Total amounts presented in the income statement line items $ 38,599 $ 2,750 $ 28,258 $ (6,370 ) Derivatives designated as cash flow hedges: Interest rate swaps Losses (gains) reclassified from AOCI into income $ 560 $ — $ (22,716 ) $ — Derivatives not designated as hedging instruments: Interest rate swaps Losses (gains) recognized in income — 2,750 — (4,252 ) Total losses (gains) $ 560 $ 2,750 $ (22,716 ) $ (4,252 ) |
Investment Funds
Investment Funds | 6 Months Ended |
Jun. 30, 2019 | |
Summarized Financial Data Of Subsidiary [Abstract] | |
Investment Funds | 14 . Investment Funds The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. As of June 30, 2019 and December 31, 2018, the aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, 2019 2018 Assets Current assets: Cash and cash equivalents $ 105,175 $ 62,350 Accounts receivable, net 19,082 6,593 Prepaid expenses and other current assets 2,291 1,289 Total current assets 126,548 70,232 Restricted cash and cash equivalents 5,405 2,443 Solar energy systems, net 1,478,530 1,752,271 Other non-current assets, net 410,322 10,888 Total assets $ 2,020,805 $ 1,835,834 Liabilities Current liabilities: Distributions payable to non-controlling interests and redeemable non-controlling interests $ 11,221 $ 7,846 Current portion of long-term debt 2,174 1,512 Current portion of deferred revenue 2,328 2,320 Accrued and other current liabilities 5,529 4,860 Total current liabilities 21,252 16,538 Long-term debt, net of current portion 118,171 53,505 Deferred revenue, net of current portion 10,980 9,694 Other non-current liabilities 745 1,023 Total liabilities $ 151,148 $ 80,760 Under the fund agreements, cash distributions of income and other receipts by the funds, net of agreed-upon expenses and estimated expenses, tax benefits and detriments of income and loss, and tax benefits of tax credits, are assigned to the fund investors and the Company’s subsidiaries as specified in contractual arrangements. As such, the cash held in investment funds is not readily available to the Company due to the timing of distributions. Certain of these fund arrangements have call and put options to acquire the investor’s equity interest as specified in the contractual agreements. Once the investor’s equity interest is acquired by the Company, the assets, liabilities and operations of the investment fund become wholly owned and no longer require an assessment of non-controlling interests. Fund investors for three of the funds are managed indirectly by The Blackstone Group L.P. (the “Sponsor”) and are considered related parties. As of June 30, 2019 and December 31, 2018, the cumulative total of contributions into the VIEs by all investors was $1,725.0 million and $1,565.3 million. Of these contributions, a cumulative total of $110.0 million was contributed by related parties in prior periods. A third-party provider has agreed to perform backup maintenance services for all funds, if necessary. Lease Pass-Through Financing Obligation During 2015, a wholly owned subsidiary of the Company entered into a lease pass-through fund arrangement under which the Company contributed solar energy systems and the investor contributed cash. The net carrying value of the related solar energy systems was $44.8 million and $55.8 million as of June 30, 2019 and December 31, 2018. The Company accounts for the residual of the large upfront payments, net of amounts allocated to the ITCs, and subsequent periodic payments received from the fund investor as a borrowing by recording the proceeds received as a lease pass-through financing obligation, which will be repaid through customer payments that will be received by the investor. Under this approach, the Company continues to account for the arrangement with the customers in its condensed consolidated financial statements, whether the cash generated from the customer arrangements is received by the Company’s wholly owned subsidiary or paid directly to the fund investor. A portion of the amounts received by the fund investor from customer payments is applied to reduce the lease pass-through financing obligation, and the balance is allocated to interest expense. The customer payments are recognized into revenue based on cash receipts during the period as required by GAAP. Interest is calculated on the lease pass-through financing obligation using the effective interest rate method. The effective interest rate is the interest rate that equates the present value of the cash amounts to be received by a fund investor over the master lease term with the present value of the cash amounts paid by the investor to the Company, adjusted for any payments made by the Company. Any additional master lease prepayments by the investor would be recorded as an additional lease pass-through financing obligation, while any refunds of master lease prepayments would reduce the lease pass-through financing obligation. The lease pass-through financing obligation is nonrecourse. As of June 30, 2019 and December 31, 2018, the Company had recorded financing liabilities of $5.1 million and $5.3 million related to this fund arrangement, which represent the lease pass-through financing obligation recorded in other liabilities. Guarantees With respect to the investment funds, the Company and the fund investors have entered into guaranty agreements under which the Company guarantees the performance of certain financial obligations of its subsidiaries to the investment funds. These guarantees do not result in the Company being required to make payments to the fund investors unless such payments are mandated by the investment fund governing documents and the investment fund fails to make such payment. Each of the Company’s investment funds and financing subsidiaries maintains separate books and records from each other and from the Company. The assets of each investment fund are not available to satisfy the debts or obligations of any other investment fund, subsidiary or the Company. The Company is contractually obligated to make certain VIE investors whole for losses that the investors may suffer in certain limited circumstances resulting from the disallowance or recapture of ITCs. The Company has concluded that the likelihood of a significant recapture event is remote and consequently has not recorded any liability in the condensed consolidated financial statements for any potential recapture exposure. The maximum potential future payments that the Company could have to make under this obligation would depend on the Internal Revenue Service (“IRS”) successfully asserting upon audit that the fair market values of the solar energy systems sold or transferred to the funds as determined by the Company exceeded the allowable basis for the systems for purposes of claiming ITCs. The fair market values of the solar energy systems and related ITCs are determined and the ITCs are allocated to the fund investors in accordance with the funds’ governing agreements. Due to uncertainties associated with estimating the timing and amounts of distributions, the likelihood of an event that may trigger repayment, forfeiture or recapture of ITCs to such investors, and the fact that the Company cannot determine how the IRS will evaluate system values used in claiming ITCs, the Company cannot determine the potential maximum future payments that are required under these guarantees. As of June 30, 2019, the Company has not made any payments under these guarantees. However, several recent investment funds, the 2018-1 Notes and the 2018-2 Notes have required the Company to prepay insurance premiums to cover the risk of ITC recapture. The Company amortizes this prepaid insurance expense over the ITC recapture period. The Company had prepaid insurance balances of $8.1 million and $8.3 million as of June 30, 2019 and December 31, 2018. From time to time, the Company incurs fees for non-performance, which non-performance may include, but is not limited to, delays in the installation process and interconnection to the power grid of solar energy systems and other factors. Based on the terms of the investment fund agreements, the Company will either reimburse a portion of the fund investor’s capital or pay the fund investor a non-performance fee. No distributions were paid to reimburse fund investors during the three and six months ended June 30, 2019. As of June 30, 2019, As a result of the guaranty arrangements in certain funds, the Company was required to hold a minimum cash balance of $10.0 million as of June 30, 2019 and December 31, 2018, which is classified as restricted cash and cash equivalents. |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interests and Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Redeemable Non-Controlling Interests and Equity | 15 . Redeemable Non-Controlling Interests and Equity Common Stock The Company had shares of common stock reserved for issuance as follows (in thousands): June 30, December 31, 2019 2018 Shares available for grant under equity incentive plans 13,544 13,323 Restricted stock units issued and outstanding 7,284 6,172 Stock options issued and outstanding 5,373 3,394 Long-term incentive plan 2,706 2,706 Total 28,907 25,595 Redeemable Non-Controlling Interests and Non-Controlling Interests Seven of the investment funds include a right for the non-controlling interest holder to require the Company’s wholly owned subsidiary to purchase all of its membership interests in the fund (each, a “Put Option”). The purchase price for the fund investor’s interest in the seven investment funds under the Put Options is the greater of fair market value at the time the option is exercised and a specified amount, ranging from $2.1 million to $4.1 million. The Put Options for these seven investment funds are exercisable beginning on the date that specified conditions are met for each respective fund. The first of the Put Options are expected to become exercisable beginning in the second quarter of 2021. Because the Put Options represent redemption features that are not solely within the control of the Company, the non-controlling interests in these investment funds are presented outside of permanent equity. Redeemable non-controlling interests are recorded using the greater of their carrying value at each reporting date (which is impacted by attribution under the hypothetical liquidation at book value (“HLBV”) method) or their estimated redemption value in each reporting period. In all investment funds except one, the Company’s wholly owned subsidiary has the right to require the non-controlling interest holder to sell all of its membership units to the Company’s wholly owned subsidiary (each, a “Call Option”). The purchase price for the fund investors’ interests under the Call Options varies by fund, but is generally the greater of a specified amount, which ranges from approximately $1.2 million to $7.0 million, the fair market value of such interest at the time the option is exercised, or an amount that causes the fund investor to achieve a specified return on investment. The Call Options are exercisable beginning on the date that specified conditions are met for each respective fund. The first of the Call Options are expected to become exercisable beginning in the third quarter of 2020. |
Equity Compensation Plans
Equity Compensation Plans | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Compensation Plans | 16 . Equity Compensation Plans Equity Incentive Plans 2014 Equity Incentive Plan The Company currently grants equity awards through its 2014 Equity Incentive Plan (the “2014 Plan”). Under the 2014 Plan, the Company may grant stock options, restricted stock, restricted stock units (“RSUs”), stock appreciation rights, performance stock units, performance shares and performance awards to its employees, directors and consultants, and its parent and subsidiary corporations’ employees and consultants. As of June 30, 2019, a total of 13.5 million shares of common stock were available to grant under the 2014 Plan, subject to adjustment in the case of certain events. The number of shares available to grant under the 2014 Plan is subject to an annual increase on the first day of each year. In accordance with the annual increase, an additional 4.8 million shares became available to grant in January 2019 under the 2014 Plan. Stock Options Stock Option Activity Stock option activity for the six months ended June 30, 2019 was as follows (in thousands, except term and per share amounts): Weighted- Weighted- Average Shares Average Remaining Aggregate Underlying Exercise Contractual Intrinsic Options Price Term (in years) Value Outstanding—December 31, 2018 3,394 $ 2.77 $ 4,689 Granted 2,101 5.06 Exercised (122 ) 2.21 Cancelled — — Outstanding—June 30, 2019 5,373 $ 3.68 7.8 $ 19,888 Options vested and exercisable—June 30, 2019 2,143 $ 2.30 5.7 $ 11,142 RSUs RSU activity for the six months ended June 30, 2019 was as follows (awards in thousands): Weighted- Average Number of Grant Date Awards Fair Value Outstanding at December 31, 2018 6,172 $ 3.84 Granted 2,666 5.74 Vested (1,370 ) 3.85 Forfeited (184 ) 4.07 Outstanding at June 30, 2019 7,284 $ 4.53 Stock-Based Compensation Expense Stock-based compensation was included in operating expenses as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenue $ 404 $ 349 $ 736 $ 623 Sales and marketing 806 1,083 1,541 1,914 General and administrative 2,915 2,349 5,499 4,169 Research and development 31 31 59 75 Total stock-based compensation $ 4,156 $ 3,812 $ 7,835 $ 6,781 Unrecognized stock-based compensation expense for RSUs and stock options as of June 30, 2019 was as follows (in thousands, except years): Unrecognized Weighted- Stock-Based Average Period Compensation of Recognition Expense (in years) RSUs $ 23,806 1.9 Stock options 6,996 2.2 Total unrecognized stock-based compensation expense $ 30,802 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 17 . Income Taxes The income tax expense for the three months ended June 30, 2019 and 2018 was calculated on a discrete basis resulting in a consolidated quarterly effective income tax rate of (51.9)% and (151.5)%. For the six months ended June 30, 2019 and 2018 the Company’s consolidated effective income tax rate was (48.1)% and (81.7)% . The Company sells solar energy systems to its investment funds for income tax purposes. As the investment funds are consolidated by the Company, the gain on the sale of the solar energy systems is eliminated in the condensed consolidated financial statements. However, this gain is recognized for tax reporting purposes. The Company accounts for the income tax consequences of these intra-entity transfers as a component of income tax expense during the period in which the transfers occur. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 18 . Related Party Transactions The Company’s condensed consolidated statements of operations included related party transactions of $0.2 million and $0.6 million within sales and marketing for the three months ended June 30, 2019 and 2018. The Company’s condensed consolidated statements of operations included related party transactions of $1.0 million and $1.3 million within sales and marketing for the six months ended June 30, 2019 and 2018. Vivint Services The Company has negotiated and entered into a number of agreements with its sister company, Vivint, Inc. (“Vivint”). In August 2017, the Company entered into a sales dealer agreement with Vivint, pursuant to which each company will act as a non-exclusive dealer for the other party to market, promote and sell each other’s products. The agreement has an initial term of two years and replaces substantially all of the activities being undertaken under the parties’ former marketing and customer relations agreement. The Company and Vivint also agreed to extend the term of the non-solicitation provisions under an existing non-competition agreement to match the term of the sales dealer agreement. The Company incurred fees under agreements with Vivint of $3.8 million and $4.3 million for the three months ended June 30, 2019 and 2018. These amounts reflect the level of services provided by Vivint on behalf of the Company. The Company incurred fees under these agreements of $6.2 million and $5.3 million for the six months ended June 30, 2019 and 2018. Payables to Vivint recorded in accounts payable were $0.5 million and $0.2 million as of June 30, 2019 and December 31, 2018. These payables include amounts due to Vivint related primarily to the sales dealer agreement. Advances Receivable — Net amounts due from direct-sales personnel were $4.9 million and $5.2 million as of June 30, 2019 and December 31, 2018. The Company provided a reserve of $1.0 million and $0.9 million as of June 30, 2019 and December 31, 2018 related to advances to direct-sales personnel who have terminated their employment agreement with the Company. Investment Funds Fund investors for three of the investment funds are indirectly managed by the Sponsor and accordingly are considered related parties. The Company accrued equity distributions to these entities of $1.6 million and $1.5 million as of June 30, 2019 and December 31, 2018, included in distributions payable to non-controlling and redeemable non-controlling interests. See Note 14—Investment Funds. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 19 . Commitments and Contingencies Non-Cancellable Operating Leases See Note 12—Leases for details regarding the Company’s lease arrangements. Letters of Credit As of June 30, 2019, the Company had established letters of credit under the Working Capital Facility for up to $18.9 million related to insurance and retail contracts. Indemnification Obligations From time to time, the Company enters into contracts that contingently require it to indemnify parties against claims. These contracts primarily relate to provisions in the Company’s services agreements with related parties that may require the Company to indemnify the related parties against services rendered; and certain agreements with the Company’s officers and directors under which the Company may be required to indemnify such persons for liabilities. In addition, under the terms of the agreements related to the Company’s investment funds and other material contracts, the Company may also be required to indemnify fund investors and other third parties for liabilities. For further information see Note 14—Investment Funds. Residual Commission Payments The Company pays a portion of sales commissions to its sales representatives on a deferred basis. The amount deferred is based on the value of the system sold by the sales representative and payment is based on the sales representative remaining employed by the Company. As this amount is earned over time, it is not considered an incremental cost of obtaining the contract due to the requirement that the sales representative remain in the Company’s service. As a result, the amount that is earned over time is expensed by the Company over the deferment period. As of June 30, 2019, the total estimated obligation that is currently not recorded in the Company’s condensed consolidated financial statements, but that will be earned and expensed over the deferment period was $17.9 million. Legal Proceedings In March 2016, the Company filed suit in the Court of Chancery State of Delaware against SunEdison and SEV Merger Sub Inc. alleging that SunEdison willfully breached its obligations under the Merger Agreement pursuant to which the Company was to be acquired and breached its implied covenant of good faith and fair dealing. In April 2016, SunEdison filed for Chapter 11 bankruptcy, which stayed prosecution of the Company’s litigation in the Delaware court. In September 2016, the Company submitted a proof of claim in the bankruptcy case for an unsecured claim in the initial amount of $1.0 billion, which was subject to dispute, for damages for breach of the Merger Agreement. In April 2018, the Company reached a settlement with the litigation trustee in the bankruptcy case under which the Company’s claim will be allowed in the amount of $590.0 million. This settlement resolves both the lawsuit in the Delaware Chancery Court and the dispute about the amount of the Company’s unsecured creditor claim in the bankruptcy. In April 2018, the Company received an initial distribution of $2.1 million and expects to receive further distributions as assets are distributed to unsecured creditors under the court-approved plan of reorganization in the SunEdison bankruptcy case. While the exact amount to be distributed for this claim is unknown at this time, the payout is expected to be a small fraction of the $590.0 million claim. In February 2018, two former employees, on behalf of themselves and a purported class, named the Company in a putative class action alleging that the Company misclassified those employees and violated other wage and hour laws. The complaint seeks unspecified damages and statutory penalties for the alleged violations. The Company disputes the allegations and has retained counsel to defend it in the litigation. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. In March 2018, the New Mexico Attorney General’s office filed an action against the Company and several of its officers alleging violation of state consumer protection statutes and other claims. The Company disputes the allegations in the lawsuit and intends to defend itself in the action. The Company is unable to estimate a range of loss, if any, were there to be an adverse final decision. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. In July 2018, an individual filed a putative class action lawsuit in the U.S. District Court for the District of Columbia, purportedly on behalf of himself and other persons who received certain telephone calls. The lawsuit alleges that the Company violated the Telephone Consumer Protection Act and some of its implementing regulations. The complaint seeks statutory penalties for each alleged violation. The Company disputes the allegations in the complaint, has retained counsel and intends to vigorously defend itself in the litigation. The Company is unable to estimate the amount or range of potential loss, if any, at this time. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. In October 2018, a former employee filed a representative action pursuant to California’s Private Attorneys General Act alleging that the Company violated California labor and employment laws by, among other things, failing to provide its employees with rest and meal breaks. The Company disputes the allegations in the complaint and has retained counsel to represent it in the litigation. The Company is unable to estimate a range of loss, if any, at this time. If an unfavorable outcome were to occur in the case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. In October 2018, a former sales representative filed a representative action pursuant to California’s Private Attorneys General Act alleging that the Company violated California labor and employment laws by, among other things, failing to properly compensate its direct sellers and reimburse them for business expenses. The Company disputes the allegations in the complaint. The Company is unable to estimate a range of loss, if any, at this time. If an unfavorable outcome were to occur in the case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. In addition to the matters discussed above, in the normal course of business, the Company has from time to time been named as a party to various legal claims, actions and complaints. While the outcome of these matters cannot be predicted with certainty, the Company does not currently believe that the outcome of any of these claims will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or cash flows. The Company accrues for losses that are probable and can be reasonably estimated. The Company evaluates the adequacy of its legal reserves based on its assessment of many factors, including interpretations of the law and assumptions about the future outcome of each case based on available information. |
Basic and Diluted Net Loss Per
Basic and Diluted Net Loss Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss Per Share | 20 . Basic and Diluted Net Loss Per Share The following table sets forth the computation of the Company’s basic and diluted net loss attributable per share to common stockholders for three and six months ended June 30, 2019 and 2018 (in thousands, except per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator: Net (loss attributable) income available to common stockholders $ (28,567 ) $ 18,116 $ (54,809 ) $ 5,140 Denominator: Shares used in computing net (loss attributable) income available per share to common stockholders, basic 120,869 116,650 120,589 115,907 Weighted-average effect of potentially dilutive shares to purchase common stock — 5,103 — 5,062 Shares used in computing net (loss attributable) income available per share to common stockholders, diluted 120,869 121,753 120,589 120,969 Net (loss attributable) income available per share to common stockholders: Basic $ (0.24 ) $ 0.16 $ (0.45 ) $ 0.04 Diluted $ (0.24 ) $ 0.15 $ (0.45 ) $ 0.04 For the three and six months ended June 30, 2019, the Company incurred net losses attributable to common stockholders. As such, the potentially dilutive shares were anti-dilutive and were not considered in the weighted-average number of common shares outstanding for either period. For the three and six months ended June 30, 2018, 1.5 million shares in each period were excluded from the dilutive share calculations as the effect on net income per share would have been anti-dilutive. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21 . Subsequent Events Revolving Warehouse Facility and Termination of the Aggregation Facility In August 2019, a wholly owned subsidiary of the Company entered into a floating rate revolving warehouse facility (the “Warehouse Facility”) pursuant to which it may borrow up to an aggregate principal amount of $325.0 million, expandable up to $400.0 million, from certain financial institutions for which Bank of America, N.A. is acting as administrative agent and collateral agent. The Aggregation Facility was terminated concurrently with the execution of the Warehouse Facility, and $121.4 million of proceeds from the Warehouse Facility were used, among other things, to pay off the outstanding principal and interest under the Aggregation Facility and to settle related interest rate swaps. During the period in which the Company may make borrowings under the Warehouse Facility, interest on borrowings accrues at an annual rate equal to the applicable adjusted LIBOR rate plus 2.375%. Thereafter, interest will accrue at an annual rate equal to the applicable adjusted LIBOR rate plus 3.375%. In addition, the Company is required to enter into interest rate hedging arrangements such that not less than 90% of the aggregate expected amortization profile of all outstanding revolving advances is subject to a fixed interest rate or other interest rate protection. Initially, subject to the terms of the Warehouse Facility, only interest payments are due on a quarterly basis, through the availability period, and then certain principal and interest payments may be due. These payments will occur on the 15 th |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The unaudited condensed consolidated financial statements were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which were considered of normal recurring nature) considered necessary to present fairly the Company’s financial results. The results of the six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or for any other interim period or other future year. The unaudited condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for VIEs. This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. All of these determinations involve significant management judgments and estimates. The Company has determined that it is the primary beneficiary in the operational VIEs in which it has an equity interest. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 14—Investment Funds. Beginning with the first quarter of 2019, the condensed consolidated statements of operations items formerly captioned “Operating leases and incentives” and “Cost of revenue—operating leases and incentives” are now captioned “Customer agreements and incentives” and “Cost of revenue—customer agreements and incentives.” Also beginning with the first quarter of 2019, the condensed consolidated balance sheet items formerly captioned “Current portion of capital lease obligation” and “Capital lease obligation, net of current portion” are now captioned “Current portion of finance lease obligation” and “Finance lease obligation, net of current portion.” Amounts in these balance sheet items were capital leases under Accounting Standards Codification 840: Leases (“Topic 840”) in periods ending prior to January 1, 2019, while amounts in these balance sheet items are finance leases under Accounting Standards Codification 842: Leases (“Topic 842”) in periods ending subsequent to January 1, 2019. See “—Leases” below for further explanation of these changes. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, ITCs; revenue recognition; solar energy systems, net; the impairment analysis of long-lived assets; stock-based compensation; the provision for income taxes; the valuation of derivative financial instruments; the recognition and measurement of loss contingencies; and non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates. |
Liquidity | Liquidity In order to grow, the Company requires cash to finance the deployment of solar energy systems. As of the date of this filing, the Company will require additional sources of cash beyond current cash balances and currently available financing facilities to fund long-term planned growth. If the Company is unable to secure additional financing when needed, or upon desirable terms, the Company may be unable to finance installation of customers’ systems in a manner consistent with past performance, cost of capital could increase, or the Company may be required to significantly reduce the scope of operations, any of which would have a material adverse effect on its business, financial condition, results of operations and prospects. While the Company believes additional financing is available and will continue to be available to support current levels of operations, the Company believes it has the ability and intent to reduce operations to the level of available financial resources for at least the next 12 months from the date of this report, if necessary. |
Performance Obligation—Solar Energy System and Product Sales | Performance Obligation—Solar Energy system and Product Sales For certain System Sales, the Company provides limited post-sale services to monitor the productivity of the solar energy system for 20 years after it has been placed into service. The Company allocates a portion of the transaction price to the monitoring services by estimating the fair market price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of June 30, 2019 and December 31, 2018, the Company had allocated deferred revenue of $4.0 million and $3.3 million to monitoring services that will be recognized over the term of the monitoring services. |
Leases | Leases The Company adopted Topic 842 and its subsequent updates effective January 1, 2019. These updates are intended to increase transparency and comparability among organizations by recognizing right-of-use assets and lease liabilities on the condensed consolidated balance sheets and disclosing key information about leasing arrangements. The Company utilized the additional transition method permitted by Accounting Standards Update (“ASU”) 2018-11 and adopted Topic 842 using a modified retrospective method with a cumulative-effect adjustment to its accumulated deficit as of January 1, 2019. As such, comparative periods ending prior to January 1, 2019 are presented in accordance with Topic 840 and periods ending after January 1, 2019 are presented in accordance with Topic 842. The impact to the accumulated deficit as a result of adopting ASU 2016-02 was a net reduction of approximately $0.2 million. The Company did not use the transitionary practical expedients allowed under Topic 842, and as such, the Company reassessed all contracts existing at the adoption date of January 1, 2019. The Company elected to treat leases with lease terms of 12 months or less as short-term leases. No right-of-use assets or lease liabilities are recognized for short-term leases. The Company has also elected not to separate lease components from non-lease components for all classes of leased assets except for building leases. The adoption of this ASU resulted in right-of-use assets of $34.6 million related to operating leases being recognized in other non-current assets, net on the condensed consolidated balance sheets as of January 1, 2019. Corresponding lease liabilities of $43.8 million related to operating leases were recognized on the condensed consolidated balance sheets as of January 1, 2019, with the current portion recognized in accrued and other current liabilities and the long-term portion recognized in other non-current liabilities. In addition, at January 1, 2019, approximately $1.0 million of lease-related liabilities were removed from accrued and other current liabilities and approximately $8.2 million of lease-related liabilities were removed from other non-current liabilities and included as reductions to the initial operating lease right-of-use assets. As of January 1, 2019, finance lease right-of-use assets of $0.9 million continued to be recorded in property and equipment, net. Any changes in lease terms or estimates subsequent to adoption of the ASU 2016-02 are reflected in the right-of-use assets and lease liabilities. The Company’s PPAs, Solar Leases, and associated rebates and incentives no longer meet the definition of a lease under Topic 842. Accordingly, they are accounted for in accordance with Accounting Standards Codification 606: Revenue from Contracts with Customers (“Topic 606”) beginning on January 1, 2019. The Company concluded that there was no change to its revenue recognition practices for its PPA revenue stream under Topic 606. For Solar Leases, the Company concluded that the impact of applying Topic 606 is immaterial. The Company also concluded that there was no material change related to the timing of revenue recognition for rebates and incentives under Topic 606. Upon the adoption of Topic 842, the Company no longer capitalizes initial direct costs and amortizes them to the respective cost of revenue line items. Instead, the Company now capitalizes costs of obtaining a contract which meet the “incremental” criteria defined in Accounting Standards Codification 340 to other non-current assets, net. These costs are now amortized over the period of benefit to sales and marketing expense on the condensed consolidated statements of operations. In accordance with the Company’s Topic 842 transition discussed above, no prior period amounts were changed. For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three and six months ended June 30, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands): December 31, 2018 June 30, 2019 As Reported Adjustments As Adjusted As Reported Solar energy systems, net $ 1,938,874 $ (388,087 ) $ 1,550,787 $ 1,637,905 Other non-current assets, net 28,090 388,087 416,177 510,537 Three Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 41,366 $ (4,510 ) $ 36,856 $ 43,074 Cost of revenue—solar energy system and product sales 18,990 (4,397 ) 14,593 15,791 Total cost of revenue 60,356 (8,907 ) 51,449 58,865 Gross profit 20,442 8,907 29,349 31,892 Sales and marketing 14,033 8,907 22,940 37,037 Total operating expenses 36,553 8,907 45,460 68,766 Six Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 80,053 $ (8,590 ) $ 71,463 $ 83,265 Cost of revenue—solar energy system and product sales 45,035 (10,254 ) 34,781 33,054 Total cost of revenue 125,088 (18,844 ) 106,244 116,319 Gross profit 23,960 18,844 42,804 43,809 Sales and marketing 25,158 18,844 44,002 66,671 Total operating expenses 68,151 18,844 86,995 121,918 |
Software Implementation Costs | Software Implementation Costs The Company adopted ASU 2018-15 , Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, effective January 1, 2019. This update clarifies that entities should capitalize implementation costs incurred in cloud computing arrangements that are service contracts, which the Company will now record within other non-current assets, net. The Company will expense the capitalized costs over the term of the hosting arrangement. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The Company is applying the amendments in this update on a prospective basis beginning January 1, 2019. No prior periods were impacted as a result of adopting this ASU. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. the Company’s accounts receivable and certain contract assets are considered financial assets measured at an amortized cost basis and will need to be presented at the net amount expected to be collected. This ASU will be effective for the Company beginning on January 1, 2020 and will be applied through a modified retrospective approach with a cumulative-effect adjustment to retained earnings as of the first reporting period in which the guidance is effective. The Company is still evaluating the impact of this update on its condensed consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Comparison on Effects of Adopting Topic 842 | For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three and six months ended June 30, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands): December 31, 2018 June 30, 2019 As Reported Adjustments As Adjusted As Reported Solar energy systems, net $ 1,938,874 $ (388,087 ) $ 1,550,787 $ 1,637,905 Other non-current assets, net 28,090 388,087 416,177 510,537 Three Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 41,366 $ (4,510 ) $ 36,856 $ 43,074 Cost of revenue—solar energy system and product sales 18,990 (4,397 ) 14,593 15,791 Total cost of revenue 60,356 (8,907 ) 51,449 58,865 Gross profit 20,442 8,907 29,349 31,892 Sales and marketing 14,033 8,907 22,940 37,037 Total operating expenses 36,553 8,907 45,460 68,766 Six Months Ended June 30, 2018 2019 As Reported Adjustments As Adjusted As Reported Cost of revenue—customer agreements and incentives $ 80,053 $ (8,590 ) $ 71,463 $ 83,265 Cost of revenue—solar energy system and product sales 45,035 (10,254 ) 34,781 33,054 Total cost of revenue 125,088 (18,844 ) 106,244 116,319 Gross profit 23,960 18,844 42,804 43,809 Sales and marketing 25,158 18,844 44,002 66,671 Total operating expenses 68,151 18,844 86,995 121,918 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets and liabilities included on the condensed consolidated balance sheets measured on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Financial Liabilities Interest rate swaps $ — $ 29,833 $ — $ 29,833 December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets Interest rate swaps $ — $ 130 $ — $ 130 Financial Liabilities Interest rate swaps $ — $ 11,146 $ — $ 11,146 |
Schedule of Carrying Values and Fair Values of Company's Long-term Debt | The carrying values and fair values of the Company’s long-term debt were as follows (in thousands): June 30, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value Floating-rate long-term debt $ 712,071 $ 712,071 $ 587,358 $ 587,358 Fixed-rate long-term debt 640,569 684,695 653,031 673,917 Total $ 1,352,640 $ 1,396,766 $ 1,240,389 $ 1,261,275 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consisted of the following (in thousands): June 30, December 31, 2019 2018 Solar energy systems held for sale $ 12,202 $ 12,321 Photovoltaic installation products 869 936 Total inventories $ 13,071 $ 13,257 |
Solar Energy Systems (Tables)
Solar Energy Systems (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Solar Energy Systems Disclosure [Abstract] | |
Solar Energy Systems | Solar energy systems, net consisted of the following (in thousands): June 30, December 31, 2019 2018 System equipment costs $ 1,783,301 $ 1,667,440 Initial direct costs related to solar energy systems — 435,084 1,783,301 2,102,524 Less: Accumulated depreciation (175,784 ) (195,890 ) 1,607,517 1,906,634 Solar energy system inventory 30,388 32,240 Solar energy systems, net $ 1,637,905 $ 1,938,874 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment Net | Property and equipment, net consisted of the following (in thousands): Estimated June 30, December 31, Useful Lives 2019 2018 Leasehold improvements 1-12 years $ 10,645 $ 10,560 Furniture and computer and other equipment 3 years 4,278 3,816 Vehicles acquired under finance leases 3-5 years 4,876 6,907 19,799 21,283 Less: Accumulated depreciation and amortization (7,149 ) (10,553 ) Property and equipment, net $ 12,650 $ 10,730 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Other Assets Noncurrent Disclosure [Abstract] | |
Schedule of Other Non-Current Assets | Other non-current assets consisted of the following (in thousands): June 30, December 31, 2019 2018 Costs to obtain contracts $ 500,969 $ — Accumulated amortization of costs to obtain contracts (58,273 ) — Operating lease right-of-use assets 39,620 — Sales incentives 9,963 8,588 Other non-current assets 18,258 19,502 Total other non-current assets $ 510,537 $ 28,090 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Net Intangible Assets Included in Other Non Current assets , Net | Net intangible assets are included in other non-current assets, net and consisted of the following (in thousands): June 30, December 31, 2019 2018 Cost: Internal-use software $ 635 $ 1,020 Developed technology 522 522 Trademarks/trade names 201 201 Total carrying value 1,358 1,743 Accumulated amortization: Internal-use software (365 ) (781 ) Developed technology (360 ) (324 ) Trademarks/trade names (109 ) (99 ) Total accumulated amortization (834 ) (1,204 ) Total intangible assets, net $ 524 $ 539 |
Accrued Compensation (Tables)
Accrued Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accrued Compensation Disclosure [Abstract] | |
Summary of Accrued Compensation | Accrued compensation consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued payroll $ 12,663 $ 16,352 Accrued commissions 11,882 9,168 Total accrued compensation $ 24,545 $ 25,520 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued unused commitment fees and interest $ 14,517 $ 14,102 Current portion of operating lease liabilities 7,398 — Accrued professional fees 6,575 6,150 Current portion of lease pass-through financing obligation 5,094 5,038 Accrued workers' compensation 4,777 4,033 Workmanship accrual 3,596 2,630 Accrued inventory 3,286 4,380 Sales, use and property taxes payable 2,872 3,132 Other accrued expenses 5,442 3,395 Total accrued and other current liabilities $ 53,557 $ 42,860 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt obligations consisted of the following as of June 30, 2019 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date Solar asset backed notes, Series 2018-1 (1) $ 454,100 $ (76 ) $ (8,796 ) $ 3,919 $ 441,309 $ — 5.1 % October 2028 Solar asset backed notes, Series 2018-2 (2)(3) 339,383 (6 ) (6,775 ) 294 332,308 — 5.5 August 2023 2017 Term loan facility 185,194 (167 ) (4,429 ) 6,740 173,858 — 6.0 January 2035 2018 Forward flow loan facility 112,501 (66 ) (3,231 ) 2,174 107,030 17,499 4.7 (4) 2019 Forward flow loan facility 14,087 — (2,946 ) — 11,141 135,913 5.2 (5) Credit agreement 1,275 (2 ) (106 ) 16 1,151 — 6.5 February 2023 Revolving lines of credit (6) Aggregation facility 115,000 — — — 115,000 260,000 5.6 September 2020 Working capital facility (7) 131,100 — — 131,100 — — 5.7 March 2020 Total debt $ 1,352,640 $ (317 ) $ (26,283 ) $ 144,243 $ 1,181,797 $ 413,412 Debt obligations consisted of the following as of December 31, 2018 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date Solar asset backed notes, Series 2018-1 (1) $ 462,826 $ (74 ) $ (9,172 ) $ 3,655 $ 449,925 $ — 5.1 % October 2028 Solar asset backed notes, Series 2018-2 (2)(3) 342,833 (6 ) (7,388 ) 294 335,145 — 5.4 August 2023 2017 Term loan facility 188,922 (170 ) (4,614 ) 6,679 177,459 — 6.0 January 2035 2018 Forward flow loan facility 58,425 (43 ) (3,365 ) 1,512 53,505 71,575 5.2 (4) Credit agreement 1,283 (2 ) (118 ) 15 1,148 — 6.5 February 2023 Revolving lines of credit (6) Aggregation facility 50,000 — — — 50,000 325,000 5.7 September 2020 Working capital facility (7) 136,100 — — — 136,100 — 5.6 March 2020 Total debt $ 1,240,389 $ (295 ) $ (24,657 ) $ 12,155 $ 1,203,282 $ 396,575 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Lessee Disclosure [Abstract] | |
Summary of Lease Costs and Other Information | Lease costs and other information consisted of the following (in thousands, except terms and rates): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Lease cost Finance lease cost: Amortization of right-of-use assets $ 366 $ 660 Interest on lease liabilities 58 84 Operating lease cost 2,770 5,540 Short-term lease cost 579 1,301 Total lease cost $ 3,773 $ 7,585 Other information Finance leases: Operating cash outflows from finance leases $ 58 $ 84 Financing cash outflows from finance leases $ 306 $ 577 Right-of-use assets obtained in exchange for new finance lease liabilities $ 2,703 $ 3,756 Weighted-average remaining lease term - finance leases (in years) 3.6 3.6 Weighted-average discount rate - finance leases 7.7 % 7.7 % Operating leases: Operating cash outflows from operating leases $ 2,809 $ 5,635 Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,755 $ 8,665 Weighted-average remaining lease term - operating leases (in years) 9.4 9.4 Weighted-average discount rate - operating leases 8.0 % 8.0 % |
Schedule of Future Minimum Lease Payments for Finance Leases | Future minimum lease payments for the Company’s finance leases as of June 30, 2019 were as follows (in thousands): 2019 $ 742 2020 1,171 2021 1,147 2022 1,038 2023 346 Thereafter — Total minimum lease payments 4,444 Less: interest 548 Present value of finance lease obligations 3,896 Less: current portion 1,089 Long-term portion $ 2,807 |
Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases | Future minimum lease payments under non-cancellable operating leases as of June 30, 2019 were as follows (in thousands): 2019 $ 5,600 2020 10,195 2021 7,893 2022 5,806 2023 4,781 Thereafter 36,680 Total minimum lease payments 70,955 Less: present value impact 22,259 Present value of operating lease obligations 48,696 Less: current portion 7,398 Long-term portion $ 41,298 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Financial Instruments at Fair Value | Derivative financial instruments at fair value consisted of the following (in thousands): June 30, 2019 Fair Value Balance Sheet Location Derivatives designated as hedging instruments: Interest rate swaps $ 25,951 Other non-current liabilities Derivatives not designated as hedging instruments: Interest rate swaps $ 3,882 Other non-current liabilities December 31, 2018 Fair Value Balance Sheet Location Derivatives designated as hedging instruments: Interest rate swaps $ 9,884 Other non-current liabilities Derivatives not designated as hedging instruments: Interest rate swaps $ 1,262 Other non-current liabilities Interest rate swaps $ 130 Other non-current assets |
Schedule of Losses (Gains) on Derivative Financial Instruments Recognized in OCI and Condensed Consolidated Statements of Operations Before Tax Effect | The Company records derivatives at fair value. The losses (gains) on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands): Three Months Ended June 30, 2019 2018 Derivatives designated as cash flow hedges: Interest rate swaps $ 9,967 $ 825 Six Months Ended June 30, 2019 2018 Derivatives designated as cash flow hedges: Interest rate swaps $ 16,627 $ (4,318 ) The losses (gains) on derivative financial instruments recognized in the condensed consolidated statements of operations, before tax effect, consisted of the following (in thousands): Three Months Ended June 30, 2019 2018 Interest expense, net Other expense (income), net Interest expense, net Other expense (income), net Total amounts presented in the income statement line items $ 19,472 $ 1,365 $ 11,336 $ (4,109 ) Derivatives designated as cash flow hedges: Interest rate swaps Losses (gains) reclassified from AOCI into income $ 238 $ — $ (22,335 ) $ — Derivatives not designated as hedging instruments: Interest rate swaps Losses (gains) recognized in income — 1,366 — (1,990 ) Total losses (gains) $ 238 $ 1,366 $ (22,335 ) $ (1,990 ) Six Months Ended June 30, 2019 2018 Interest expense, net Other expense (income), net Interest expense, net Other expense (income), net Total amounts presented in the income statement line items $ 38,599 $ 2,750 $ 28,258 $ (6,370 ) Derivatives designated as cash flow hedges: Interest rate swaps Losses (gains) reclassified from AOCI into income $ 560 $ — $ (22,716 ) $ — Derivatives not designated as hedging instruments: Interest rate swaps Losses (gains) recognized in income — 2,750 — (4,252 ) Total losses (gains) $ 560 $ 2,750 $ (22,716 ) $ (4,252 ) |
Investment Funds (Tables)
Investment Funds (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Schedule Of Investments [Abstract] | |
Aggregate Carrying Value of Funds Assets and Liabilities | The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. As of June 30, 2019 and December 31, 2018, the aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, 2019 2018 Assets Current assets: Cash and cash equivalents $ 105,175 $ 62,350 Accounts receivable, net 19,082 6,593 Prepaid expenses and other current assets 2,291 1,289 Total current assets 126,548 70,232 Restricted cash and cash equivalents 5,405 2,443 Solar energy systems, net 1,478,530 1,752,271 Other non-current assets, net 410,322 10,888 Total assets $ 2,020,805 $ 1,835,834 Liabilities Current liabilities: Distributions payable to non-controlling interests and redeemable non-controlling interests $ 11,221 $ 7,846 Current portion of long-term debt 2,174 1,512 Current portion of deferred revenue 2,328 2,320 Accrued and other current liabilities 5,529 4,860 Total current liabilities 21,252 16,538 Long-term debt, net of current portion 118,171 53,505 Deferred revenue, net of current portion 10,980 9,694 Other non-current liabilities 745 1,023 Total liabilities $ 151,148 $ 80,760 |
Redeemable Non-Controlling In_2
Redeemable Non-Controlling Interests and Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Schedule of Shares of Common Stock Reserved for Issuance | The Company had shares of common stock reserved for issuance as follows (in thousands): June 30, December 31, 2019 2018 Shares available for grant under equity incentive plans 13,544 13,323 Restricted stock units issued and outstanding 7,284 6,172 Stock options issued and outstanding 5,373 3,394 Long-term incentive plan 2,706 2,706 Total 28,907 25,595 |
Equity Compensation Plans (Tabl
Equity Compensation Plans (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | Stock option activity for the six months ended June 30, 2019 was as follows (in thousands, except term and per share amounts): Weighted- Weighted- Average Shares Average Remaining Aggregate Underlying Exercise Contractual Intrinsic Options Price Term (in years) Value Outstanding—December 31, 2018 3,394 $ 2.77 $ 4,689 Granted 2,101 5.06 Exercised (122 ) 2.21 Cancelled — — Outstanding—June 30, 2019 5,373 $ 3.68 7.8 $ 19,888 Options vested and exercisable—June 30, 2019 2,143 $ 2.30 5.7 $ 11,142 |
RSU Activity | RSU activity for the six months ended June 30, 2019 was as follows (awards in thousands): Weighted- Average Number of Grant Date Awards Fair Value Outstanding at December 31, 2018 6,172 $ 3.84 Granted 2,666 5.74 Vested (1,370 ) 3.85 Forfeited (184 ) 4.07 Outstanding at June 30, 2019 7,284 $ 4.53 |
Summary of Stock-Based Compensation Expense | Stock-based compensation was included in operating expenses as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenue $ 404 $ 349 $ 736 $ 623 Sales and marketing 806 1,083 1,541 1,914 General and administrative 2,915 2,349 5,499 4,169 Research and development 31 31 59 75 Total stock-based compensation $ 4,156 $ 3,812 $ 7,835 $ 6,781 |
Summary of Unrecognized Stock-Based Compensation Expense | Unrecognized stock-based compensation expense for RSUs and stock options as of June 30, 2019 was as follows (in thousands, except years): Unrecognized Weighted- Stock-Based Average Period Compensation of Recognition Expense (in years) RSUs $ 23,806 1.9 Stock options 6,996 2.2 Total unrecognized stock-based compensation expense $ 30,802 |
Basic and Diluted Net Loss Pe_2
Basic and Diluted Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share to Common Stockholders | The following table sets forth the computation of the Company’s basic and diluted net loss attributable per share to common stockholders for three and six months ended June 30, 2019 and 2018 (in thousands, except per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator: Net (loss attributable) income available to common stockholders $ (28,567 ) $ 18,116 $ (54,809 ) $ 5,140 Denominator: Shares used in computing net (loss attributable) income available per share to common stockholders, basic 120,869 116,650 120,589 115,907 Weighted-average effect of potentially dilutive shares to purchase common stock — 5,103 — 5,062 Shares used in computing net (loss attributable) income available per share to common stockholders, diluted 120,869 121,753 120,589 120,969 Net (loss attributable) income available per share to common stockholders: Basic $ (0.24 ) $ 0.16 $ (0.45 ) $ 0.04 Diluted $ (0.24 ) $ 0.15 $ (0.45 ) $ 0.04 |
Organization - Additional Infor
Organization - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Contractual term of customers | 20 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Summary Of Significant Accounting Policies [Line Items] | |||
Operating leases right-of-use assets | $ 39,620 | ||
Operating leases lease liabilities | 48,696 | ||
Operating leases liabilities removed from current liabilities | $ 1,000 | ||
Monitoring Services | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Deferred revenue | $ 4,000 | $ 3,300 | |
ASU 2016-02 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Accumulated deficit | 200 | ||
Short term leases right of use asset | 0 | ||
Short term lease liability | 0 | ||
Operating leases right-of-use assets | 34,600 | ||
Operating leases lease liabilities | 43,800 | ||
Operating leases liabilities removed from non current liabilities | 8,200 | ||
Finance lease right-of-use assets | $ 900 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Comparison on Effects of Adopting Topic 842 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Solar energy systems, net | $ 1,637,905 | $ 1,637,905 | $ 1,938,874 | ||
Other non-current assets, net | 510,537 | 510,537 | 28,090 | ||
Total cost of revenue | 58,865 | $ 60,356 | 116,319 | $ 125,088 | |
Gross profit | 31,892 | 20,442 | 43,809 | 23,960 | |
Sales and marketing | 37,037 | 14,033 | 66,671 | 25,158 | |
Total operating expenses | 68,766 | 36,553 | 121,918 | 68,151 | |
Customer Agreements and Incentives | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | 43,074 | 41,366 | 83,265 | 80,053 | |
Solar Energy System and Product Sales | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | $ 15,791 | 18,990 | $ 33,054 | 45,035 | |
ASU 2016-02 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Solar energy systems, net | 1,550,787 | ||||
Other non-current assets, net | 416,177 | ||||
Total cost of revenue | 51,449 | 106,244 | |||
Gross profit | 29,349 | 42,804 | |||
Sales and marketing | 22,940 | 44,002 | |||
Total operating expenses | 45,460 | 86,995 | |||
ASU 2016-02 | Customer Agreements and Incentives | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | 36,856 | 71,463 | |||
ASU 2016-02 | Solar Energy System and Product Sales | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | 14,593 | 34,781 | |||
Adjustments | ASU 2016-02 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Solar energy systems, net | (388,087) | ||||
Other non-current assets, net | $ 388,087 | ||||
Total cost of revenue | (8,907) | (18,844) | |||
Gross profit | 8,907 | 18,844 | |||
Sales and marketing | 8,907 | 18,844 | |||
Total operating expenses | 8,907 | 18,844 | |||
Adjustments | ASU 2016-02 | Customer Agreements and Incentives | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | (4,510) | (8,590) | |||
Adjustments | ASU 2016-02 | Solar Energy System and Product Sales | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Total cost of revenue | $ (4,397) | $ (10,254) |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - Interest Rate Swaps - Fair Value Measurements, Recurring Basis - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Liabilities | $ 29,833 | $ 11,146 |
Financial Assets | 130 | |
Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial Liabilities | $ 29,833 | 11,146 |
Financial Assets | $ 130 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Carrying Values and Fair Values of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | $ 1,352,640 | $ 1,240,389 |
Long-term debt, Fair Value | 1,396,766 | 1,261,275 |
Floating-rate Long-term Debt | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | 712,071 | 587,358 |
Long-term debt, Fair Value | 712,071 | 587,358 |
Fixed-rate Long-term Debt | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying Value | 640,569 | 653,031 |
Long-term debt, Fair Value | $ 684,695 | $ 673,917 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Solar energy systems held for sale | $ 12,202 | $ 12,321 |
Photovoltaic installation products | 869 | 936 |
Total inventories | $ 13,071 | $ 13,257 |
Solar Energy Systems (Details)
Solar Energy Systems (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items] | ||
Solar energy systems, gross | $ 1,783,301 | $ 2,102,524 |
Less: Accumulated depreciation | (175,784) | (195,890) |
Solar energy systems, net excluding inventory | 1,607,517 | 1,906,634 |
Solar energy system inventory | 30,388 | 32,240 |
Solar energy systems, net | 1,637,905 | 1,938,874 |
System Equipment Costs | ||
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items] | ||
Solar energy systems, gross | $ 1,783,301 | 1,667,440 |
Initial Direct Costs Related to Solar Energy Systems | ||
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items] | ||
Solar energy systems, gross | $ 435,084 |
Solar Energy Systems - Addition
Solar Energy Systems - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Solar Energy System Inventory | ||||
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items] | ||||
Depreciation | $ 0 | |||
Solar Energy Systems | ||||
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items] | ||||
Depreciation | $ 13,800,000 | $ 16,100,000 | $ 26,900,000 | $ 31,500,000 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment Net (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Property Plant And Equipment [Line Items] | ||
Property, gross | $ 19,799 | $ 21,283 |
Less: Accumulated depreciation and amortization | (7,149) | (10,553) |
Property and equipment, net | 12,650 | 10,730 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, gross | $ 10,645 | 10,560 |
Furniture and Computer and Other Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 3 years | |
Property, gross | $ 4,278 | 3,816 |
Vehicles Acquired Under Finance Leases | ||
Property Plant And Equipment [Line Items] | ||
Property, gross | $ 4,876 | $ 6,907 |
Minimum | Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 1 year | |
Minimum | Vehicles Acquired Under Finance Leases | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 3 years | |
Maximum | Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 12 years | |
Maximum | Vehicles Acquired Under Finance Leases | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Estimated Useful Lives | 5 years |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property Plant And Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 39,317 | $ 33,440 | ||
Property and equipment | ||||
Property Plant And Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 900 | $ 1,300 | $ 1,000 | $ 3,000 |
Other Non-Current Assets - Sche
Other Non-Current Assets - Schedule of Other Non-Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Other Assets Noncurrent [Abstract] | ||
Costs to obtain contracts | $ 500,969 | |
Accumulated amortization of costs to obtain contracts | (58,273) | |
Operating lease right-of-use assets | 39,620 | |
Sales incentives | 9,963 | $ 8,588 |
Other non-current assets | 18,258 | 19,502 |
Total other non-current assets | $ 510,537 | $ 28,090 |
Other Non-Current Assets - Addi
Other Non-Current Assets - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($) | |
Other Assets Noncurrent [Abstract] | ||
Amortization of costs to obtain contracts | $ 7.4 | $ 11.3 |
Cost to obtain contracts amortized term | 20 years | 20 years |
Intangible Assets - Summary of
Intangible Assets - Summary of Net Intangible Assets Included in Other Non Current Assets, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | $ 1,358 | $ 1,743 |
Intangible assets, accumulated amortization | (834) | (1,204) |
Total intangible assets, net | 524 | 539 |
Internal-use software | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 635 | 1,020 |
Intangible assets, accumulated amortization | (365) | (781) |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 522 | 522 |
Intangible assets, accumulated amortization | (360) | (324) |
Trademarks/Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, carrying value | 201 | 201 |
Intangible assets, accumulated amortization | $ (109) | $ (99) |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 0.1 | $ 0.1 | $ 0.3 |
Accrued Compensation - Summary
Accrued Compensation - Summary of Accrued Compensation (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accrued Compensation Disclosure [Abstract] | ||
Accrued payroll | $ 12,663 | $ 16,352 |
Accrued commissions | 11,882 | 9,168 |
Total accrued compensation | $ 24,545 | $ 25,520 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities - Schedule of Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Payables And Accruals [Abstract] | ||
Accrued unused commitment fees and interest | $ 14,517 | $ 14,102 |
Current portion of operating lease liabilities | 7,398 | |
Accrued professional fees | 6,575 | 6,150 |
Current portion of lease pass-through financing obligation | 5,094 | 5,038 |
Accrued workers' compensation | 4,777 | 4,033 |
Workmanship accrual | 3,596 | 2,630 |
Accrued inventory | 3,286 | 4,380 |
Sales, use and property taxes payable | 2,872 | 3,132 |
Other accrued expenses | 5,442 | 3,395 |
Total accrued and other current liabilities | $ 53,557 | $ 42,860 |
Debt Obligations - Schedule of
Debt Obligations - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | ||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | $ 1,352,640 | $ 1,240,389 | ||||
Unamortized Debt Issuance Costs, Current | (317) | (295) | ||||
Unamortized Debt Issuance Costs, Long-term | (26,283) | (24,657) | ||||
Current portion of long-term debt | 144,243 | 12,155 | ||||
Long-term debt, net of current portion | 1,181,797 | 1,203,282 | ||||
Unused Borrowing Capacity | 413,412 | 396,575 | ||||
Solar Asset Backed Notes, Series 2018-1 | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [1] | 454,100 | 462,826 | |||
Unamortized Debt Issuance Costs, Current | [1] | (76) | (74) | |||
Unamortized Debt Issuance Costs, Long-term | [1] | (8,796) | (9,172) | |||
Current portion of long-term debt | [1] | 3,919 | 3,655 | |||
Long-term debt, net of current portion | [1] | $ 441,309 | $ 449,925 | |||
Interest Rate | [1] | 5.10% | 5.10% | |||
Maturity Date | [1] | Oct. 31, 2028 | Oct. 31, 2028 | |||
2017 Term Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | $ 185,194 | $ 188,922 | ||||
Unamortized Debt Issuance Costs, Current | (167) | (170) | ||||
Unamortized Debt Issuance Costs, Long-term | (4,429) | (4,614) | ||||
Current portion of long-term debt | 6,740 | 6,679 | ||||
Long-term debt, net of current portion | $ 173,858 | $ 177,459 | ||||
Interest Rate | 6.00% | 6.00% | ||||
Maturity Date | Jan. 31, 2035 | Jan. 31, 2035 | ||||
Solar Asset Backed Notes, Series 2018-2 | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [2],[3] | $ 339,383 | $ 342,833 | |||
Unamortized Debt Issuance Costs, Current | [2],[3] | (6) | (6) | |||
Unamortized Debt Issuance Costs, Long-term | [2],[3] | (6,775) | (7,388) | |||
Current portion of long-term debt | [2],[3] | 294 | 294 | |||
Long-term debt, net of current portion | [2],[3] | $ 332,308 | $ 335,145 | |||
Interest Rate | [2],[3] | 5.50% | 5.40% | |||
Maturity Date | Aug. 29, 2023 | Aug. 31, 2023 | [2],[3] | Aug. 31, 2023 | [2],[3] | |
2018 Forward Flow Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [4] | $ 112,501 | $ 58,425 | |||
Unamortized Debt Issuance Costs, Current | [4] | (66) | (43) | |||
Unamortized Debt Issuance Costs, Long-term | [4] | (3,231) | (3,365) | |||
Current portion of long-term debt | [4] | 2,174 | 1,512 | |||
Long-term debt, net of current portion | [4] | 107,030 | 53,505 | |||
Unused Borrowing Capacity | [4] | $ 17,499 | $ 71,575 | |||
Interest Rate | [4] | 4.70% | 5.20% | |||
Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | $ 1,275 | $ 1,283 | ||||
Unamortized Debt Issuance Costs, Current | (2) | (2) | ||||
Unamortized Debt Issuance Costs, Long-term | (106) | (118) | ||||
Current portion of long-term debt | 16 | 15 | ||||
Long-term debt, net of current portion | $ 1,151 | $ 1,148 | ||||
Interest Rate | 6.50% | 6.50% | ||||
Maturity Date | Feb. 28, 2023 | Feb. 28, 2023 | ||||
2019 Forward Flow Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [5] | $ 14,087 | ||||
Unamortized Debt Issuance Costs, Long-term | [5] | (2,946) | ||||
Long-term debt, net of current portion | [5] | 11,141 | ||||
Unused Borrowing Capacity | [5] | $ 135,913 | ||||
Interest Rate | [5] | 5.20% | ||||
Aggregation Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [6] | $ 115,000 | $ 50,000 | |||
Long-term debt, net of current portion | [6] | 115,000 | 50,000 | |||
Unused Borrowing Capacity | [6] | $ 260,000 | $ 325,000 | |||
Interest Rate | [6] | 5.60% | 5.70% | |||
Maturity Date | [6] | Sep. 30, 2020 | Sep. 30, 2020 | |||
Working Capital Facility | ||||||
Debt Instrument [Line Items] | ||||||
Principal Borrowings Outstanding | [6],[7] | $ 131,100 | $ 136,100 | |||
Current portion of long-term debt | [6],[7] | $ 131,100 | ||||
Long-term debt, net of current portion | [6],[7] | $ 136,100 | ||||
Interest Rate | [6],[7] | 5.70% | 5.60% | |||
Maturity Date | [6],[7] | Mar. 31, 2020 | Mar. 31, 2020 | |||
[1] | The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%. | |||||
[2] | The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%. | |||||
[3] | The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments. | |||||
[4] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019. | |||||
[5] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020. | |||||
[6] | Revolving lines of credit are not presented net of unamortized debt issuance costs. | |||||
[7] | This facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company. |
Debt Obligations - Schedule o_2
Debt Obligations - Schedule of Debt Obligations (Parenthetical) (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||
May 31, 2019 | Aug. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | ||||
Debt Instrument [Line Items] | ||||||||
Principal borrowings outstanding | $ 1,352,640,000 | $ 1,240,389,000 | ||||||
Solar Asset Backed Notes, Series 2018-1 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | [1] | 5.10% | 5.10% | |||||
Principal borrowings outstanding | [1] | $ 454,100,000 | $ 462,826,000 | |||||
Maturity Date | [1] | Oct. 31, 2028 | Oct. 31, 2028 | |||||
Solar Asset Backed Notes, Series 2018-1 | Class A Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | 4.73% | 4.73% | ||||||
Principal borrowings outstanding | $ 400,000,000 | |||||||
Maturity Date | Oct. 30, 2028 | |||||||
Solar Asset Backed Notes, Series 2018-1 | Class B Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | 7.37% | 7.37% | ||||||
Principal borrowings outstanding | $ 66,000,000 | |||||||
Maturity Date | Oct. 30, 2028 | |||||||
Solar Asset Backed Notes, Series 2018-2 | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | [2],[3] | 5.50% | 5.40% | |||||
Principal borrowings outstanding | [2],[3] | $ 339,383,000 | $ 342,833,000 | |||||
Maturity Date | Aug. 29, 2023 | Aug. 31, 2023 | [2],[3] | Aug. 31, 2023 | [2],[3] | |||
Solar Asset Backed Notes, Series 2018-2 | Interest Rate Swaps | ||||||||
Debt Instrument [Line Items] | ||||||||
Effective interest rate of principal borrowings | 5.95% | 6.00% | ||||||
Principal borrowings outstanding | $ 325,200,000 | |||||||
Solar Asset Backed Notes, Series 2018-2 | L I B O R Plus | Weighted Average | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 2.95% | |||||||
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal borrowings outstanding | $ 296,000,000 | |||||||
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | L I B O R Plus | Weighted Average | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 2.95% | 2.95% | ||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal borrowings outstanding | $ 49,000,000 | |||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 4.75% | |||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | Weighted Average | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument interest rate | 4.75% | |||||||
2018 Forward Flow Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | [4] | 4.70% | 5.20% | |||||
Debt instrument interest rate | 1.50% | |||||||
Principal borrowings outstanding | [4] | $ 112,501,000 | $ 58,425,000 | |||||
Debt instrument maturity period | 20 years | 20 years | ||||||
2018 Forward Flow Loan Facility | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Maturity Date | Oct. 31, 2019 | |||||||
2019 Forward Flow Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | [5] | 5.20% | ||||||
Principal borrowings outstanding | [5] | $ 14,087,000 | ||||||
Debt instrument maturity period | 20 years | 20 years | ||||||
2019 Forward Flow Loan Facility | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Maturity Date | Nov. 20, 2020 | |||||||
[1] | The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%. | |||||||
[2] | The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%. | |||||||
[3] | The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments. | |||||||
[4] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019. | |||||||
[5] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020. |
Debt Obligations - Additional I
Debt Obligations - Additional Information (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
May 31, 2019 | Aug. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | Jan. 31, 2017 | Mar. 31, 2015 | Sep. 30, 2014 | ||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 1,352,640,000 | $ 1,240,389,000 | |||||||||
Restricted cash and cash equivalents | 78,567,000 | 71,305,000 | |||||||||
Letter of credit related to insurance contracts | 18,900,000 | ||||||||||
Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | 10,000,000 | 10,000,000 | |||||||||
Solar Asset Backed Notes, Series 2018-1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [1] | $ 454,100,000 | $ 462,826,000 | ||||||||
Interest Rate | [1] | 5.10% | 5.10% | ||||||||
Revolving credit facility maturity date | [1] | Oct. 31, 2028 | Oct. 31, 2028 | ||||||||
Solar Asset Backed Notes, Series 2018-1 | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 15,000,000 | ||||||||||
Solar Asset Backed Notes, Series 2018-1 | Class A Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 400,000,000 | ||||||||||
Interest Rate | 4.73% | 4.73% | |||||||||
Revolving credit facility maturity date | Oct. 30, 2028 | ||||||||||
Solar Asset Backed Notes, Series 2018-1 | Class B Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 66,000,000 | ||||||||||
Interest Rate | 7.37% | 7.37% | |||||||||
Revolving credit facility maturity date | Oct. 30, 2028 | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [2],[3] | $ 339,383,000 | $ 342,833,000 | ||||||||
Interest Rate | [2],[3] | 5.50% | 5.40% | ||||||||
Revolving credit facility maturity date | Aug. 29, 2023 | Aug. 31, 2023 | [2],[3] | Aug. 31, 2023 | [2],[3] | ||||||
Solar Asset Backed Notes, Series 2018-2 | Interest Rate Swaps | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 325,200,000 | ||||||||||
Effective interest rate of principal borrowings | 5.95% | 6.00% | |||||||||
Solar Asset Backed Notes, Series 2018-2 | L I B O R Plus | Weighted Average | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 2.95% | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 24,700,000 | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 296,000,000 | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | L I B O R Plus | Weighted Average | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 2.95% | 2.95% | |||||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 49,000,000 | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 4.75% | ||||||||||
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | Weighted Average | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 4.75% | ||||||||||
2016 Term Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payment of outstanding balance of debt | $ 282,300,000 | ||||||||||
Payment of outstanding balance of debt principal | 281,800,000 | ||||||||||
Payment of outstanding balance of debt accrued interest | 500,000 | ||||||||||
Unamortized debt issuance costs recognized in interest expense | $ 6,900,000 | ||||||||||
Prepayment fee | 0 | ||||||||||
Subordinated HoldCo Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payment of outstanding balance of debt | 206,400,000 | ||||||||||
Payment of outstanding balance of debt principal | 196,600,000 | ||||||||||
Payment of outstanding balance of debt accrued interest | 3,900,000 | ||||||||||
Unamortized debt issuance costs recognized in interest expense | 2,900,000 | ||||||||||
Prepayment fee | $ 5,900,000 | ||||||||||
Percentage of principal prepayments fee | 3.00% | ||||||||||
Subordinated HoldCo Facility | Interest Expense | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Prepayment fee | 5,900,000 | ||||||||||
2017 Term Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | $ 185,194,000 | $ 188,922,000 | |||||||||
Interest Rate | 6.00% | 6.00% | |||||||||
Revolving credit facility maturity date | Jan. 31, 2035 | Jan. 31, 2035 | |||||||||
Interest on borrowings accrue at an annual fixed rate and payable in arrears | 6.00% | ||||||||||
Debt instrument, frequency of periodic payment | quarterly basis | ||||||||||
2017 Term Loan Facility | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 19,900,000 | ||||||||||
2018 Forward Flow Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [4] | $ 112,501,000 | $ 58,425,000 | ||||||||
Interest Rate | [4] | 4.70% | 5.20% | ||||||||
Debt instrument interest rate | 1.50% | ||||||||||
Maximum borrowing amount under credit agreement | $ 130,000,000 | ||||||||||
Debt instrument maturity period | 20 years | 20 years | |||||||||
Debt instrument offering date | Oct. 31, 2019 | ||||||||||
Debt Instrument interest rate description | Interest on each loan will accrue at an annual rate equal to the U.S. swap rate for the weighted-average life of such loan, plus an applicable margin equal to the greater of (a) 1.9% plus a spread adjustment based on the risk premium on the borrowing date relative to the market index-based risk premium on the closing date and (b) 1.5%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. | ||||||||||
2018 Forward Flow Loan Facility | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving credit facility maturity date | Oct. 31, 2019 | ||||||||||
2018 Forward Flow Loan Facility | Market Index-Based Risk Premium | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 1.90% | ||||||||||
2018 Forward Flow Loan Facility | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 4,700,000 | ||||||||||
2019 Forward Flow Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [5] | $ 14,087,000 | |||||||||
Interest Rate | [5] | 5.20% | |||||||||
Maximum borrowing amount under credit agreement | $ 150,000,000 | ||||||||||
Debt instrument maturity period | 20 years | 20 years | |||||||||
Debt instrument offering date | Nov. 20, 2020 | ||||||||||
Debt Instrument interest rate description | Interest on each loan will accrue at an annual rate equal to the greater of (a) 4.70% and (b) the U.S. Treasury rate for the weighted-average life of such loan, plus an applicable margin equal to 2.35%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. | ||||||||||
Prepayment percentage on outstanding loans | 102.50% | ||||||||||
2019 Forward Flow Loan Facility | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving credit facility maturity date | Nov. 20, 2020 | ||||||||||
2019 Forward Flow Loan Facility | Market Index-Based Risk Premium | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 4.70% | ||||||||||
2019 Forward Flow Loan Facility | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 700,000 | ||||||||||
Aggregation Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [6] | $ 115,000,000 | $ 50,000,000 | ||||||||
Interest Rate | [6] | 5.60% | 5.70% | ||||||||
Revolving credit facility maturity date | [6] | Sep. 30, 2020 | Sep. 30, 2020 | ||||||||
Maximum borrowing amount under credit agreement | $ 375,000,000 | ||||||||||
Additional borrowing capacity | $ 175,000,000 | ||||||||||
Aggregation Facility | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 3.25% | ||||||||||
Aggregation Facility | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 3.75% | ||||||||||
Aggregation Facility | L I B O R Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 1.00% | ||||||||||
Aggregation Facility | Federal Funds Rate Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 0.50% | ||||||||||
Aggregation Facility | Required Reserves | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash and cash equivalents | $ 3,500,000 | ||||||||||
Working Capital Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal Borrowings Outstanding | [6],[7] | $ 131,100,000 | $ 136,100,000 | ||||||||
Interest Rate | [6],[7] | 5.70% | 5.60% | ||||||||
Revolving credit facility maturity date | [6],[7] | Mar. 31, 2020 | Mar. 31, 2020 | ||||||||
Debt instrument interest rate | 2.25% | ||||||||||
Maximum borrowing amount under credit agreement | $ 150,000,000 | ||||||||||
Debt Instrument interest rate description | (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; or (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable depending on the type of borrowing at the end of (1) the interest period that the Company may elect as a term, not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility. | ||||||||||
Letter of credit related to insurance contracts | $ 18,900,000 | ||||||||||
Minimum cash balance requirement | $ 30,000,000 | ||||||||||
Working Capital Facility | Federal Funds Rate Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 0.50% | ||||||||||
Working Capital Facility | Eurodollar Reserve Percentage Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 3.25% | ||||||||||
Working Capital Facility | Euro Dollar Rate Plus | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument interest rate | 1.00% | ||||||||||
[1] | The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%. | ||||||||||
[2] | The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%. | ||||||||||
[3] | The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments. | ||||||||||
[4] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019. | ||||||||||
[5] | The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020. | ||||||||||
[6] | Revolving lines of credit are not presented net of unamortized debt issuance costs. | ||||||||||
[7] | This facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company. |
Leases - Summary of Lease Costs
Leases - Summary of Lease Costs and Other Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Lease cost | |||
Amortization of right-of-use assets | $ 366 | $ 660 | |
Interest on lease liabilities | 58 | 84 | |
Operating lease cost | 2,770 | 5,540 | |
Short-term lease cost | 579 | 1,301 | |
Total lease cost | 3,773 | 7,585 | |
Finance leases: | |||
Operating cash outflows from finance leases | 58 | 84 | |
Financing cash outflows from finance leases | 306 | 577 | $ 1,931 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 2,703 | $ 3,756 | $ 619 |
Weighted-average remaining lease term - finance leases (in years) | 3 years 7 months 6 days | 3 years 7 months 6 days | |
Weighted-average discount rate - finance leases | 7.70% | 7.70% | |
Operating leases: | |||
Operating cash outflows from operating leases | $ 2,809 | $ 5,635 | |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 1,755 | $ 8,665 | |
Weighted-average remaining lease term - operating leases (in years) | 9 years 4 months 24 days | 9 years 4 months 24 days | |
Weighted-average discount rate - operating leases | 8.00% | 8.00% |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2019 | |
Fleet Vehicles Lease | |
Lessee Lease Description [Line Items] | |
Lessee, Finance Lease, Existence of Option to Extend [true false] | true |
Description of finance lease, option to extend | The master lease agreements allow for the Company to extend fleet vehicle leases on a month-to-month basis |
Office Lease | |
Lessee Lease Description [Line Items] | |
Operating lease, additional term | 3 years |
Operating lease, term of contract | 15 years |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Description of operating lease, option to extend | The corporate office lease includes options to extend the lease term for two additional periods of five years |
Warehouse Lease Agreement | |
Lessee Lease Description [Line Items] | |
Operating lease, term of contract | 5 years |
Lessee, Operating Lease, Existence of Option to Extend [true false] | true |
Minimum | Fleet Vehicles Lease | |
Lessee Lease Description [Line Items] | |
Finance lease, agreement period | 3 years |
Minimum | Warehouse Lease Agreement | |
Lessee Lease Description [Line Items] | |
Operating lease, term of contract | 2 years |
Minimum | Equipment Lease Agreement | |
Lessee Lease Description [Line Items] | |
Operating lease, term of contract | 3 years |
Maximum | Fleet Vehicles Lease | |
Lessee Lease Description [Line Items] | |
Finance lease, agreement period | 5 years |
Maximum | Warehouse Lease Agreement | |
Lessee Lease Description [Line Items] | |
Operating lease, term of contract | 9 years |
Maximum | Equipment Lease Agreement | |
Lessee Lease Description [Line Items] | |
Operating lease, term of contract | 5 years |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Finance Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finance Lease Liabilities Payments Due [Abstract] | ||
2019 | $ 742 | |
2020 | 1,171 | |
2021 | 1,147 | |
2022 | 1,038 | |
2023 | 346 | |
Total minimum lease payments | 4,444 | |
Less: interest | 548 | |
Present value of finance lease obligations | 3,896 | |
Less: current portion | 1,089 | $ 1,921 |
Long-term portion | $ 2,807 | $ 505 |
Leases - Schedule of Future M_2
Leases - Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Operating Lease Liabilities Payments Due [Abstract] | |
2019 | $ 5,600 |
2020 | 10,195 |
2021 | 7,893 |
2022 | 5,806 |
2023 | 4,781 |
Thereafter | 36,680 |
Total minimum lease payments | 70,955 |
Less: present value impact | 22,259 |
Present value of operating lease obligations | 48,696 |
Less: current portion | 7,398 |
Long-term portion | $ 41,298 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Schedule of Derivative Financial Instruments at Fair Value (Details) - Interest Rate Swaps - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Other Noncurrent Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Fair Value, Derivatives designated as hedging instruments | $ 25,951 | $ 9,884 |
Fair Value, Derivatives not designated as hedging instruments | $ 3,882 | 1,262 |
Other Noncurrent Assets | ||
Derivatives Fair Value [Line Items] | ||
Fair Value, Derivatives not designated as hedging instruments | $ 130 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Amended Bank Of America Aggregation Credit Facility | Derivatives Not Designated as Hedging Instruments | |
Derivatives Fair Value [Line Items] | |
Notional amount | $ 40,000,000 |
2018-2 Notes | Interest Rate Swaps | |
Derivatives Fair Value [Line Items] | |
Notional amount | 325,200,000 |
Accumulated other comprehensive income, expected amount of cash flow hedge to be reclassified to interest expense within the next 12 months | $ 3,300,000 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Schedule of Losses (Gains) on Derivative Financial Instruments Recognized in OCI and Condensed Consolidated Statements of Operations Before Tax Effect (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total amounts presented in the income statement line items, Interest expense | $ 19,472 | $ 11,336 | $ 38,599 | $ 28,258 |
Total losses (gains) | 2,750 | (1,279) | ||
Total amounts presented in the income statement line items, Other (income) expense, net | 1,365 | (4,109) | 2,750 | (6,370) |
Interest Expense, Net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total losses (gains) | 238 | (22,335) | 560 | (22,716) |
Other (Income) Expense, Net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total losses (gains) | 1,366 | (1,990) | 2,750 | (4,252) |
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Interest Expense, Net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Losses (gains) reclassified from AOCI into income | 238 | (22,335) | 560 | (22,716) |
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Losses (gains) recognized in OCI | 9,967 | 825 | 16,627 | (4,318) |
Derivatives Not Designated as Hedging Instruments | Interest Rate Swaps | Other (Income) Expense, Net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Losses (gains) recognized in income | $ 1,366 | $ (1,990) | $ 2,750 | $ (4,252) |
Investment Funds - Additional I
Investment Funds - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Investment Holdings [Line Items] | |||
Summary of investment fund | The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. | ||
Investors cash contribution to variable interest equity | $ 1,725,000,000 | $ 1,725,000,000 | $ 1,565,300,000 |
Solar energy systems, net | 1,637,905,000 | 1,637,905,000 | 1,938,874,000 |
Prepaid insurance balance | 8,100,000 | 8,100,000 | 8,300,000 |
Distributions paid to reimburse fund investors | 0 | 0 | |
Accrued distribution | 0 | 0 | |
Restricted cash | 78,567,000 | 78,567,000 | 71,305,000 |
Minimum | |||
Investment Holdings [Line Items] | |||
Restricted cash | 10,000,000 | 10,000,000 | 10,000,000 |
Variable Interest Entities | |||
Investment Holdings [Line Items] | |||
Solar energy systems, net | 1,478,530,000 | 1,478,530,000 | 1,752,271,000 |
Investment tax credit repayment | 0 | ||
Restricted cash | 5,405,000 | 5,405,000 | 2,443,000 |
Financing Obligation | |||
Investment Holdings [Line Items] | |||
Solar energy systems, net | 44,800,000 | 44,800,000 | 55,800,000 |
Financing liabilities | 5,100,000 | 5,100,000 | $ 5,300,000 |
Investor | |||
Investment Holdings [Line Items] | |||
Investors cash contribution to variable interest equity | $ 110,000,000 | $ 110,000,000 |
Investment Funds - Aggregate Ca
Investment Funds - Aggregate Carrying Value of Funds Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash and cash equivalents | $ 198,951 | $ 219,591 | |
Accounts receivable, net | 28,186 | 14,207 | |
Prepaid expenses and other current assets | 30,783 | 31,201 | |
Total current assets | 270,991 | 278,256 | |
Restricted cash and cash equivalents | 78,567 | 71,305 | |
Solar energy systems, net | 1,637,905 | 1,938,874 | |
Other non-current assets, net | 510,537 | 28,090 | |
TOTAL ASSETS | [1] | 2,510,650 | 2,327,255 |
Current liabilities: | |||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 11,221 | 7,846 | |
Current portion of long-term debt | 144,243 | 12,155 | |
Current portion of deferred revenue | 28,911 | 30,199 | |
Accrued and other current liabilities | 53,557 | 42,860 | |
Total current liabilities | 303,741 | 166,430 | |
Long-term debt, net of current portion | 1,181,797 | 1,203,282 | |
Deferred revenue, net of current portion | 15,529 | 13,524 | |
Other non-current liabilities | 76,994 | 24,610 | |
Total liabilities | [1] | 2,071,364 | 1,845,471 |
Variable Interest Entities | |||
Current assets: | |||
Cash and cash equivalents | 105,175 | 62,350 | |
Accounts receivable, net | 19,082 | 6,593 | |
Prepaid expenses and other current assets | 2,291 | 1,289 | |
Total current assets | 126,548 | 70,232 | |
Restricted cash and cash equivalents | 5,405 | 2,443 | |
Solar energy systems, net | 1,478,530 | 1,752,271 | |
Other non-current assets, net | 410,322 | 10,888 | |
TOTAL ASSETS | 2,020,805 | 1,835,834 | |
Current liabilities: | |||
Distributions payable to non-controlling interests and redeemable non-controlling interests | 11,221 | 7,846 | |
Current portion of long-term debt | 2,174 | 1,512 | |
Current portion of deferred revenue | 2,328 | 2,320 | |
Accrued and other current liabilities | 5,529 | 4,860 | |
Total current liabilities | 21,252 | 16,538 | |
Long-term debt, net of current portion | 118,171 | 53,505 | |
Deferred revenue, net of current portion | 10,980 | 9,694 | |
Other non-current liabilities | 745 | 1,023 | |
Total liabilities | $ 151,148 | $ 80,760 | |
[1] | The assets of Vivint Solar, Inc. (the “Company”) as of June 30, 2019 and December 31, 2018 include $2,020.8 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,478.5 million and $1,752.3 million as of June 30, 2019 and December 31, 2018; other non-current assets, net of $410.3 million and $10.9 million as of June 30, 2019 and December 31, 2018; cash and cash equivalents of $105.2 million and $62.4 million as of June 30, 2019 and December 31, 2018; accounts receivable, net, of $19.1 million and $6.6 million as of June 30, 2019 and December 31, 2018; restricted cash and cash equivalents of $5.4 million and $2.4 million as of June 30, 2019 and December 31, 2018; and prepaid expenses and other current assets of $2.3 million and $1.3 million as of June 30, 2019 and December 31, 2018. The Company’s liabilities as of June 30, 2019 and December 31, 2018 included $151.1 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $11.2 million and $7.8 million as of June 30, 2019 and December 31, 2018; deferred revenue of $13.3 million and $12.0 million as of June 30, 2019 and December 31, 2018; long-term debt of $120.3 million and $55.0 million as of June 30, 2019 and December 31, 2018; accrued and other current liabilities of $5.5 million and $4.9 million as of June 30, 2019 and December 31, 2018; and other non-current liabilities of $0.7 million and $1.0 million as of June 30, 2019 and December 31, 2018. For further information see Note 14—Investment Funds. |
Redeemable Non-Controlling In_3
Redeemable Non-Controlling Interests and Equity - Schedule of Shares of Common Stock Reserved for Issuance (Details) - shares | Jun. 30, 2019 | Dec. 31, 2018 |
Equity [Abstract] | ||
Shares available for grant under equity incentive plans | 13,544,000 | 13,323,000 |
Restricted stock units issued and outstanding | 7,284,000 | 6,172,000 |
Stock options issued and outstanding | 5,373,000 | 3,394,000 |
Long-term incentive plan | 2,706,000 | 2,706,000 |
Total | 28,907,000 | 25,595,000 |
Redeemable Non-Controlling In_4
Redeemable Non-Controlling Interests and Equity - Additional Information (Details) $ in Millions | Jun. 30, 2019USD ($) |
Put Option | Minimum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | $ 2.1 |
Put Option | Maximum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | 4.1 |
Call Option | Minimum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | 1.2 |
Call Option | Maximum | |
Redeemable Noncontrolling Interest [Line Items] | |
Purchase price for investors' interest in funds under Put Options | $ 7 |
Equity Compensation Plans - Add
Equity Compensation Plans - Additional Information (Details) - shares | 1 Months Ended | ||
Jan. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares available for grant under equity incentive plans | 13,544,000 | 13,323,000 | |
2014 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares available for grant under equity incentive plans | 13,500,000 | ||
Number of additional shares available for issuance | 4,800,000 |
Equity Compensation Plans - Sum
Equity Compensation Plans - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Shares Underlying Options, Outstanding, Balance | 3,394,000 | |
Shares Underlying Options, Granted | 2,101,000 | |
Shares Underlying Options, Exercised | (122,000) | |
Shares Underlying Options, Outstanding, Balance | 5,373,000 | |
Shares Underlying Options, Options vested and exercisable | 2,143,000 | |
Weighted-Average Exercise Price, Outstanding, Balance | $ 2.77 | |
Weighted-Average Exercise Price, Granted | 5.06 | |
Weighted-Average Exercise Price, Exercised | 2.21 | |
Weighted-Average Exercise Price, Outstanding, Balance | 3.68 | |
Weighted-Average Exercise Price, Options vested and exercisable | $ 2.30 | |
Weighted-Average Remaining Contractual Term, Outstanding, Balance | 7 years 9 months 18 days | |
Weighted-Average Remaining Contractual Term, Options vested and exercisable | 5 years 8 months 12 days | |
Aggregate Intrinsic Value | $ 19,888 | $ 4,689 |
Aggregate Intrinsic Value, Options vested and exercisable | $ 11,142 |
Equity Compensation Plans - RSU
Equity Compensation Plans - RSU Activity (Details) | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Awards, Outstanding at December 31, 2018 | shares | 6,172,000 |
Number of Awards, Granted | shares | 2,666,000 |
Number of Awards, Vested | shares | (1,370,000) |
Number of Awards, Forfeited | shares | (184,000) |
Number of Awards, Outstanding at June 30, 2019 | shares | 7,284,000 |
Weighted Average Grant Date Fair Value, Outstanding at December 31, 2018 | $ / shares | $ 3.84 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 5.74 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 3.85 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 4.07 |
Weighted Average Grant Date Fair Value, Outstanding at June 30, 2019 | $ / shares | $ 4.53 |
Equity Compensation Plans - S_2
Equity Compensation Plans - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Schedule Of Stock Options [Line Items] | ||||
Stock-based compensation expense | $ 4,156 | $ 3,812 | $ 7,835 | $ 6,781 |
Cost of Revenue | ||||
Schedule Of Stock Options [Line Items] | ||||
Stock-based compensation expense | 404 | 349 | 736 | 623 |
Sales and Marketing | ||||
Schedule Of Stock Options [Line Items] | ||||
Stock-based compensation expense | 806 | 1,083 | 1,541 | 1,914 |
General and Administrative | ||||
Schedule Of Stock Options [Line Items] | ||||
Stock-based compensation expense | 2,915 | 2,349 | 5,499 | 4,169 |
Research and Development | ||||
Schedule Of Stock Options [Line Items] | ||||
Stock-based compensation expense | $ 31 | $ 31 | $ 59 | $ 75 |
Equity Compensation Plans - S_3
Equity Compensation Plans - Summary of Unrecognized Stock-Based Compensation Expense (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Schedule Of Stock Options [Line Items] | |
Unrecognized Stock-Based Compensation Expense | $ 30,802 |
RSUs | |
Schedule Of Stock Options [Line Items] | |
Unrecognized Stock-Based Compensation Expense, other than stock options | $ 23,806 |
Weighted- Average Period of Recognition | 1 year 10 months 24 days |
Stock Options | |
Schedule Of Stock Options [Line Items] | |
Unrecognized Stock-Based Compensation Expense, stock options | $ 6,996 |
Weighted- Average Period of Recognition | 2 years 2 months 12 days |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | (51.90%) | (151.50%) | (48.10%) | (81.70%) |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||||||
Sales and marketing | $ 37,037 | $ 14,033 | $ 66,671 | $ 25,158 | ||
Accounts payable—related party | 500 | 500 | $ 200 | |||
Accrued equity distributions | 11,221 | 11,221 | 7,846 | |||
Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Sales and marketing | 200 | 600 | 1,000 | 1,300 | ||
Amounts due from direct-sales personnel | 4,900 | 4,900 | 5,200 | |||
Provision for advances to direct-sales personnel | 1,000 | 900 | ||||
Accrued equity distributions | 1,600 | 1,600 | $ 1,500 | |||
Vivint Services | ||||||
Related Party Transaction [Line Items] | ||||||
Initial term of agreement period | 2 years | |||||
Fees incurred in conjunction with agreements entered | $ 3,800 | $ 4,300 | $ 6,200 | $ 5,300 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Apr. 30, 2018 | Sep. 30, 2016 | Jun. 30, 2019 | |
Other Commitments [Line Items] | |||
Standby letter of credit outstanding | $ 18.9 | ||
Total estimated obligation earned over deferment period | $ 17.9 | ||
Sun Edison Inc | |||
Other Commitments [Line Items] | |||
Unsecured claim initial amount | $ 1,000 | ||
Claim amount received from other party | $ 590 | ||
Received initial distribution amount | $ 2.1 |
Basic and Diluted Net Loss Pe_3
Basic and Diluted Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||||
Net (loss attributable) income available to common stockholders | $ (28,567) | $ 18,116 | $ (54,809) | $ 5,140 |
Denominator: | ||||
Shares used in computing net (loss attributable) income available per share to common stockholders, basic | 120,869 | 116,650 | 120,589 | 115,907 |
Weighted-average effect of potentially dilutive shares to purchase common stock | 5,103 | 5,062 | ||
Shares used in computing net (loss attributable) income available per share to common stockholders, diluted | 120,869 | 121,753 | 120,589 | 120,969 |
Net (loss attributable) income available per share to common stockholders: | ||||
Basic | $ (0.24) | $ 0.16 | $ (0.45) | $ 0.04 |
Diluted | $ (0.24) | $ 0.15 | $ (0.45) | $ 0.04 |
Basic and Diluted Net Loss Pe_4
Basic and Diluted Net Loss Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Earnings Per Share [Abstract] | ||
Number of shares excluded from dilutive shares | 1.5 | 1.5 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - Revolving Warehouse Facility | Aug. 08, 2019USD ($) |
Subsequent Event [Line Items] | |
Maximum borrowing amount under credit agreement | $ 325,000,000 |
Line of credit facility option to expand maximum borrowing capacity | 400,000,000 |
Proceeds from line of credit | $ 121,400,000 |
Debt instrument maturity period | 4 years |
Interest Rate Swaps | Minimum | |
Subsequent Event [Line Items] | |
Percentage of outstanding term loans in interest rate hedged | 90.00% |
L I B O R Plus | |
Subsequent Event [Line Items] | |
Debt instrument interest rate | 2.375% |
L I B O R Plus | After Three Years Term of Facility | |
Subsequent Event [Line Items] | |
Debt instrument interest rate | 3.375% |