Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 30, 2020 | |
Document Information [Line Items] | ||
Document Quarterly Report | true | |
Document Type | 10-Q | |
Document Transition Report | false | |
Entity Registrant Name | BLOOM ENERGY CORP | |
Entity Central Index Key | 0001664703 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 77-0565408 | |
Entity Address, Postal Zip Code | 95134 | |
Entity Address, Address Line One | 4353 North First Street | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
City Area Code | 408 | |
Local Phone Number | 543-1500 | |
Title of 12(b) Security | Class A Common Stock $0.0001 par value | |
Trading Symbol | BE | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-38598 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 103,162,077 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 29,391,554 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | |
Current assets: | |||
Cash and cash equivalents | [1] | $ 144,072 | $ 202,823 |
Restricted cash | [1] | 40,393 | 30,804 |
Accounts receivable | [1] | 49,614 | 37,828 |
Inventories | 112,479 | 109,606 | |
Deferred cost of revenue | 68,233 | 58,470 | |
Customer financing receivable | [1] | 5,254 | 5,108 |
Prepaid expense and other current assets | [1] | 20,747 | 28,068 |
Total current assets | 440,792 | 472,707 | |
Property, plant and equipment, net | [1] | 601,566 | 607,059 |
Customer financing receivable, non-current | [1] | 48,111 | 50,747 |
Restricted cash, non-current | [1] | 139,664 | 143,761 |
Deferred cost of revenue, non-current | 6,421 | 6,665 | |
Other long-term assets | [1] | 40,989 | 41,652 |
Total assets | 1,277,543 | 1,322,591 | |
Current liabilities: | |||
Accounts payable | [1] | 64,896 | 55,579 |
Accrued warranty | 10,175 | 10,333 | |
Accrued expenses and other current liabilities | [1] | 88,052 | 70,284 |
Deferred revenue and customer deposits | [1] | 102,944 | 89,192 |
Financing obligations | 11,603 | 10,993 | |
Current portion of recourse debt | 14,697 | 304,627 | |
Current portion of non-recourse debt | [1] | 11,367 | 8,273 |
Current portion of recourse debt from related parties | 0 | 20,801 | |
Current portion of non-recourse debt from related parties | [1] | 0 | 3,882 |
Total current liabilities | 303,734 | 573,964 | |
Derivative liabilities | [1] | 22,281 | 17,551 |
Deferred revenue and customer deposits, net of current portion | [1] | 114,684 | 125,529 |
Financing obligations, non-current | 440,444 | 446,165 | |
Long-term portion of recourse debt | 347,664 | 75,962 | |
Long-term portion of non-recourse debt | [1] | 218,316 | 192,180 |
Long-term portion of recourse debt from related parties | 53,675 | 0 | |
Long-term portion of non-recourse debt from related parties | [1] | 0 | 31,087 |
Other long-term liabilities | [1] | 27,276 | 28,013 |
Total liabilities | 1,528,074 | 1,490,451 | |
Commitments and contingencies (Note 14) | |||
Redeemable noncontrolling interest | 118 | 443 | |
Stockholders’ deficit: | |||
Preferred stock | 0 | 0 | |
Common stock | 13 | 12 | |
Additional paid-in capital | 2,747,890 | 2,686,759 | |
Accumulated other comprehensive income (loss) | (9) | 19 | |
Accumulated deficit | (3,064,845) | (2,946,384) | |
Total stockholders’ deficit | (316,951) | (259,594) | |
Noncontrolling interest | 66,302 | 91,291 | |
Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest | $ 1,277,543 | $ 1,322,591 | |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Total revenue | $ 187,856 | $ 200,326 | $ 344,555 | $ 347,327 |
Cost of revenue | 161,607 | 171,976 | 298,375 | 317,413 |
Gross profit | 26,249 | 28,350 | 46,180 | 29,914 |
Operating expenses: | ||||
Research and development | 19,377 | 29,772 | 42,656 | 58,631 |
Sales and marketing | 11,427 | 18,194 | 25,376 | 38,567 |
General and administrative | 24,945 | 43,662 | 54,043 | 82,736 |
Total operating expenses | 55,749 | 91,628 | 122,075 | 179,934 |
Loss from operations | (29,500) | (63,278) | (75,895) | (150,020) |
Interest income | 332 | 1,700 | 1,151 | 3,585 |
Interest expense | (14,374) | (22,722) | (35,128) | (44,522) |
Interest expense to related parties | (794) | (1,606) | (2,160) | (3,218) |
Other income (expense), net | (3,913) | (222) | (3,921) | 43 |
Loss on extinguishment of debt | 0 | 0 | (14,098) | 0 |
Gain (loss) on revaluation of embedded derivatives | 412 | (540) | 696 | (1,080) |
Loss before income taxes | (47,837) | (86,668) | (129,355) | (195,212) |
Income tax provision | 141 | 258 | 265 | 466 |
Net loss | (47,978) | (86,926) | (129,620) | (195,678) |
Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (5,466) | (5,015) | (11,159) | (8,847) |
Net loss attributable to Class A and Class B common stockholders | $ (42,512) | $ (81,911) | $ (118,461) | $ (186,831) |
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted (in dollars per share) | $ (0.34) | $ (0.72) | $ (0.95) | $ (1.66) |
Weighted average shares used to compute net loss per share attributable to Class A and Class B common stockholders, basic and diluted (in shares) | 125,928 | 113,622 | 124,823 | 112,737 |
Product | ||||
Total revenue | $ 116,197 | $ 144,081 | $ 215,756 | $ 235,007 |
Cost of revenue | 83,127 | 113,228 | 155,616 | 202,000 |
Installation | ||||
Total revenue | 29,839 | 13,076 | 46,457 | 25,295 |
Cost of revenue | 38,287 | 17,685 | 59,066 | 33,445 |
Service | ||||
Total revenue | 26,208 | 23,026 | 51,355 | 46,493 |
Cost of revenue | 28,652 | 18,763 | 59,622 | 46,684 |
Electricity | ||||
Total revenue | 15,612 | 20,143 | 30,987 | 40,532 |
Cost of revenue | $ 11,541 | $ 22,300 | $ 24,071 | $ 35,284 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (47,978) | $ (86,926) | $ (129,620) | $ (195,678) |
Other comprehensive income (loss), net of taxes: | ||||
Unrealized gain (loss) on available-for-sale securities | (23) | 9 | (23) | 26 |
Change in derivative instruments designated and qualifying in cash flow hedges | (503) | (3,502) | (8,717) | (5,693) |
Other comprehensive loss, net of taxes | (526) | (3,493) | (8,740) | (5,667) |
Comprehensive loss | (48,504) | (90,419) | (138,360) | (201,345) |
Less: comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests | (5,968) | (8,355) | (19,870) | (14,235) |
Comprehensive loss attributable to Class A and Class B stockholders | $ (42,536) | $ (82,064) | $ (118,490) | $ (187,110) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Noncontrolling Interest, Total Stockholders' Deficit and Noncontrolling Interest (Unaudited) - USD ($) $ in Thousands | Total | Total Stockholders' Deficit | Total Stockholders' DeficitCumulative effect upon adoption of new accounting standard | Redeemable Noncontrolling Interest | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative effect upon adoption of new accounting standard | Noncontrolling Interest | Noncontrolling InterestCumulative effect upon adoption of new accounting standard |
Beginning balance at Dec. 31, 2018 | $ (142,610) | $ 57,261 | $ 11 | $ 2,481,352 | $ 131 | $ (2,624,104) | $ 125,110 | ||||
Beginning balance (Accounting Standards Update 2017-12) at Dec. 31, 2018 | $ 130 | $ 130 | $ (130) | ||||||||
Beginning balance (Accounting Standards Update 2014-09) at Dec. 31, 2018 | $ (17,996) | $ (17,996) | |||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 109,421,183 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of restricted stock awards (in shares) | 3,504,098 | ||||||||||
ESPP purchase (in shares) | 696,036 | ||||||||||
ESPP purchase | 6,916 | 6,916 | |||||||||
Exercise of stock options (in shares) | 328,026 | ||||||||||
Exercise of stock options | 1,405 | 1,405 | |||||||||
Stock-based compensation expense | 114,361 | 114,361 | |||||||||
Unrealized gain (loss) on available-for-sale securities | $ 26 | 26 | 26 | ||||||||
Change in effective portion of interest rate swap agreement | (5,693) | (305) | (305) | (5,388) | |||||||
Distributions to noncontrolling interests | (3,537) | (4,208) | |||||||||
Mandatory redemption of noncontrolling interests | (55,684) | ||||||||||
Net income (loss) | (195,678) | (186,831) | 2,465 | (186,831) | (11,312) | ||||||
Ending balance at Jun. 30, 2019 | (224,904) | 505 | $ 11 | 2,604,034 | (148) | (2,828,801) | 104,072 | ||||
Ending balance (in shares) at Jun. 30, 2019 | 113,949,343 | ||||||||||
Beginning balance at Mar. 31, 2019 | (194,863) | 58,802 | $ 11 | 2,552,011 | 5 | (2,746,890) | 114,664 | ||||
Beginning balance (in shares) at Mar. 31, 2019 | 113,214,063 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of restricted stock awards (in shares) | 543,636 | ||||||||||
Issuance of restricted stock awards | 0 | $ 0 | |||||||||
Exercise of stock options (in shares) | 191,644 | ||||||||||
Exercise of stock options | 828 | 828 | |||||||||
Stock-based compensation expense | 51,195 | 51,195 | |||||||||
Unrealized gain (loss) on available-for-sale securities | 9 | 9 | 9 | ||||||||
Change in effective portion of interest rate swap agreement | (3,502) | (162) | (162) | (3,340) | |||||||
Distributions to noncontrolling interests | (3,255) | (1,595) | |||||||||
Mandatory redemption of noncontrolling interests | (55,684) | ||||||||||
Net income (loss) | (86,926) | (81,911) | 642 | (81,911) | (5,657) | ||||||
Ending balance at Jun. 30, 2019 | (224,904) | 505 | $ 11 | 2,604,034 | (148) | (2,828,801) | 104,072 | ||||
Ending balance (in shares) at Jun. 30, 2019 | 113,949,343 | ||||||||||
Beginning balance at Dec. 31, 2019 | (259,594) | 443 | $ 12 | 2,686,759 | 19 | (2,946,384) | 91,291 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 121,036,289 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Conversion of notes (in shares) | 4,718,128 | ||||||||||
Conversion of notes | 41,130 | $ 1 | 41,129 | ||||||||
Adjustment of embedded derivative for debt modification | (24,071) | (24,071) | |||||||||
Issuance of restricted stock awards (in shares) | 3,320,153 | ||||||||||
ESPP purchase (in shares) | 992,846 | ||||||||||
ESPP purchase | 4,177 | 4,177 | |||||||||
Exercise of stock options (in shares) | 170,873 | ||||||||||
Exercise of stock options | 1,008 | 1,008 | |||||||||
Stock-based compensation expense | 38,888 | 38,888 | |||||||||
Unrealized gain (loss) on available-for-sale securities | (23) | (23) | (23) | ||||||||
Change in effective portion of interest rate swap agreement | (8,717) | (5) | (5) | (8,712) | |||||||
Distributions to noncontrolling interests | (17) | (5,427) | |||||||||
Net income (loss) | (129,620) | (118,461) | (308) | (118,461) | (10,850) | ||||||
Ending balance at Jun. 30, 2020 | (316,951) | 118 | $ 13 | 2,747,890 | (9) | (3,064,845) | 66,302 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 130,238,289 | ||||||||||
Beginning balance at Mar. 31, 2020 | (333,099) | 67 | $ 12 | 2,689,208 | 14 | (3,022,333) | 73,867 | ||||
Beginning balance (in shares) at Mar. 31, 2020 | 125,150,690 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Conversion of notes (in shares) | 4,718,128 | ||||||||||
Conversion of notes | 41,130 | $ 1 | 41,129 | ||||||||
Issuance of restricted stock awards (in shares) | 309,547 | ||||||||||
Issuance of restricted stock awards | 0 | $ 0 | |||||||||
Exercise of stock options (in shares) | 59,924 | ||||||||||
Exercise of stock options | 341 | 341 | |||||||||
Stock-based compensation expense | 17,212 | 17,212 | |||||||||
Unrealized gain (loss) on available-for-sale securities | (23) | (23) | (23) | ||||||||
Change in effective portion of interest rate swap agreement | (503) | (503) | |||||||||
Distributions to noncontrolling interests | (16) | (1,530) | |||||||||
Net income (loss) | $ (47,978) | (42,512) | 67 | (42,512) | (5,532) | ||||||
Ending balance at Jun. 30, 2020 | $ (316,951) | $ 118 | $ 13 | $ 2,747,890 | $ (9) | $ (3,064,845) | $ 66,302 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 130,238,289 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (129,620,000) | $ (195,678,000) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 25,852,000 | 37,034,000 |
Write-off of property, plant and equipment, net | 0 | 2,704,000 |
Impairment of equity method investment | 4,236,000 | 0 |
Write-off of PPA II and PPA IIIb decommissioned assets | 0 | 25,613,000 |
Debt make-whole expense | 0 | 5,934,000 |
Revaluation of derivative contracts | (72,000) | 1,636,000 |
Stock-based compensation | 41,650,000 | 119,186,000 |
Loss on long-term REC purchase contract | 2,000 | 60,000 |
Loss on extinguishment of debt | 14,098,000 | 0 |
Amortization of debt issuance and premium cost, net | (470,000) | 11,255,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (11,787,000) | 49,741,000 |
Inventories | (3,532,000) | 22,197,000 |
Deferred cost of revenue | (9,995,000) | (38,793,000) |
Customer financing receivable and other | 2,490,000 | 2,713,000 |
Prepaid expenses and other current assets | 7,314,000 | 10,227,000 |
Other long-term assets | (3,574,000) | (272,000) |
Accounts payable | 8,831,000 | (5,461,000) |
Accrued warranty | (159,000) | (6,696,000) |
Accrued expenses and other current liabilities | 13,665,000 | 5,581,000 |
Deferred revenue and customer deposits | 2,907,000 | 51,913,000 |
Other long-term liabilities | (2,071,000) | 4,722,000 |
Net cash provided by (used in) operating activities | (40,235,000) | 103,616,000 |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (19,560,000) | (23,619,000) |
Payments for acquisition of intangible assets | 0 | (970,000) |
Proceeds from maturity of marketable securities | 0 | 104,500,000 |
Net cash provided by (used in) investing activities | (19,560,000) | 79,911,000 |
Cash flows from financing activities: | ||
Proceeds from issuance of debt | 70,000,000 | 0 |
Proceeds from issuance of debt to related parties | 30,000,000 | 0 |
Repayment of debt | (82,248,000) | (83,997,000) |
Repayment of debt to related parties | (2,105,000) | (1,220,000) |
Debt make-whole payment | 0 | (5,934,000) |
Debt issuance costs | (3,371,000) | 0 |
Proceeds from financing obligations | 0 | 20,333,000 |
Repayment of financing obligations | (5,111,000) | (4,006,000) |
Payments to noncontrolling and redeemable noncontrolling interests | 0 | (18,690,000) |
Distributions to noncontrolling and redeemable noncontrolling interests | (5,815,000) | (7,753,000) |
Proceeds from issuance of common stock | 5,186,000 | 8,321,000 |
Net cash provided by (used in) financing activities | 6,536,000 | (92,946,000) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | (53,259,000) | 90,581,000 |
Beginning of period | 377,388,000 | 280,485,000 |
End of period | 324,129,000 | 371,066,000 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 34,487,000 | 35,702,000 |
Cash paid during the period for taxes | 224,000 | 497,000 |
Non-cash investing and financing activities: | ||
Liabilities recorded for property, plant and equipment | 494,000 | 4,662,000 |
Liabilities recorded for noncontrolling and redeemable noncontrolling interest | 0 | 36,994,000 |
Equity investment in PPA II assets | 0 | 27,809,000 |
Accrued distributions to Equity Investors | 2,000 | 566,000 |
Accrued interest for notes | 0 | 888,000 |
Accrued debt issuance costs | 1,220,000 | |
Conversion of notes | 41,130,000 | $ 0 |
Adjustment of embedded derivative related to debt extinguishment | $ 24,071,000 |
Nature of Business, Liquidity,
Nature of Business, Liquidity, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business, Liquidity, Basis of Presentation and Summary of Significant Accounting Policies | Nature of Business, Liquidity, Basis of Presentation and Summary of Significant Accounting Policies Nature of Business We design, manufacture, sell and, in certain cases, install solid-oxide fuel cell systems ("Energy Servers") for on-site power generation. Our Energy Servers utilize an innovative fuel cell technology and provide efficient energy generation with reduced operating costs and lower greenhouse gas emissions as compared to conventional fossil fuel generation. By generating power where it is consumed, our energy producing systems offer increased electrical reliability and improved energy security while providing a path to energy independence. We were originally incorporated in Delaware under the name of Ion America Corporation on January 18, 2001 and on September 16, 2006, we changed our name to Bloom Energy Corporation. Liquidity We have generally incurred operating losses and negative cash flows from operations since our inception. On March 31, 2020, we extended the maturity of our current debt to reduce our required debt payments in the next 12 months. After the following debt extensions were completed, the current portion of our total recourse and non-recourse debt was $26.1 million as of June 30, 2020. Notable elements of our debt extension are as follows: • On March 31, 2020, we entered into an Amendment Support Agreement with the beneficial owners of our outstanding 6% Convertible Notes due December 1, 2020 pursuant to the maturity date of the outstanding 6% Convertible Notes was extended to December 1, 2021, the interest rate increased from 6% to 10%, and the strike price on the conversion feature was reduced from $11.25 to $8.00 per share. The Amendment Support Agreement required that we repay at least $70.0 million of these 10% Convertible Notes on or before September 1, 2020, which we satisfied through a cash payment of $70.0 million on May 1, 2020. The amended terms are reflected in the Amended and Restated Indenture between Bloom and US Bank National Association dated April 20, 2020. • In conjunction with entering into the Amendment Support Agreement on March 31, 2020, we also entered into a 10% Convertible Note Purchase Agreement with Foris Ventures, LLC, a new Noteholder, and New Enterprise Associates 10, Limited Partnership, an existing Noteholder, and we issued an additional $30.0 million aggregate principal amount of 10% Convertible Notes. The Amended and Restated Indenture was also amended to reflect a new principal amount of $290.0 million to accommodate the additional $30.0 million in new 10% Convertible Notes. • On March 31, 2020, we entered into an Amended and Restated Subordinated Secured Convertible Note Modification Agreement (the “Constellation Note Modification Agreement”) with Constellation NewEnergy, Inc. (“Constellation”), pursuant to which Constellation agreed to extend the maturity date to December 31, 2021, increase the interest rate from 5% to 10% and reduce the strike price on the conversion feature from $38.64 to $8.00 per share. • On May 1, 2020, we entered into a note purchase agreement pursuant to which certain investors purchased $70.0 million of 10.25% Senior Secured Notes due 2027 in a private placement. The proceeds from this note were used to extinguish the $70.0 million of 10% Convertible Notes on May 1, 2020. • On June 18, 2020, Constellation exercised their voluntary conversion feature and exchanged their entire Constellation Note at the conversion price of $8.00 per share into 4.7 million shares of Class A common stock. At the time of this exchange the unamortized premium of $3.4 million was recorded as an adjustment to additional paid-in capital. The impact of COVID-19 on our ability to execute our business strategy and on our financial position and results of operations is uncertain. Our future cash flow requirements may vary materially from those currently planned and will depend on many factors, including our rate of revenue growth, the timing and extent of spending on research and development efforts and other business initiatives, the rate of growth in the volume of system builds, the expansion of sales and marketing activities, market acceptance of our product, our ability to secure financing for customer use, the timing of installations, and overall economic conditions including the impact of COVID-19 on our ongoing and future operations. However, in the opinion of management, the combination of our existing cash and cash equivalents and operating cash flows is expected to be sufficient to meet our operational and capital cash flow requirements and other cash flow needs for the next 12 months from the date of issuance of this Quarterly Report on Form 10-Q, but we may access capital markets opportunistically to continue to improve our capital structure and to address outstanding debt principal repayments that are due in December 2021 if market conditions are favorable. For additional information, see Note 7, Outstanding Loans and Security Agreements and Note 17, Subsequent Events . Basis of Presentation We have prepared the unaudited condensed consolidated financial statements included herein pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), and as permitted by those rules, the condensed consolidated financial statements do not include all disclosures required by generally accepted accounting principles as applied in the United States (“U.S. GAAP”). However, we believe that the disclosures herein are adequate to ensure the information presented is not misleading. The condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 (the latter has been derived from the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019), and the condensed consolidated statements of operations, of comprehensive loss, of redeemable noncontrolling interest, total stockholders' deficit and noncontrolling interest, and of cash flows for the periods ended June 30, 2020 and 2019, and related notes, should be read in conjunction with the audited financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as filed with the SEC on March 31, 2020. We believe that all necessary adjustments, which consisted only of normal recurring items, have been included in the accompanying financial statements to fairly state the results of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for our fiscal year ending December 31, 2020. Principles of Consolidation These condensed consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest. We use a qualitative approach in assessing the consolidation requirement for each of our variable interest entities ("VIE"), which we refer to as our power purchase agreement entities ("PPA Entities"). This approach focuses on determining whether we haves the power to direct those activities of the PPA Entities that most significantly affect their economic performance and whether we have the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the PPA Entities. For all periods presented, we have determined that we are the primary beneficiary in all of our operational PPA Entities, other than with respect to the PPA II and PPA IIIb Entities, as discussed in Note 13, Power Purchase Agreement Programs . We evaluate our relationships with the PPA Entities on an ongoing basis to ensure that we continue to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and the accompanying notes. The most significant estimates include the determination of the stand-alone selling price, including material rights estimates, inventory valuation, specifically excess and obsolescence provisions for obsolete or unsellable inventory and, in relation to property, plant and equipment (specifically Energy Servers), assumptions relating to economic useful lives and impairment assessments. Other accounting estimates include variable consideration relating to product performance guaranties, assumptions to compute the fair value of lease and non-lease components and related financing obligations such as incremental borrowing rates, estimated output, efficiency and residual value of the Energy Servers, warranty, product performance guaranties and extended maintenance, derivative valuations, estimates for recapture of U.S. Treasury grants and similar grants, estimates relating to contractual indemnities provisions, estimates for income taxes and deferred tax asset valuation allowances, and stock-based compensation costs. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition, including sales, expenses, our allowance for doubtful accounts, stock-based compensation, the carrying value of our long-lived assets, inventory, financial assets, and valuation allowances for tax assets, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat it, as well as the economic impact on local, regional, national and international customers, suppliers and markets. We have made estimates of the impact of COVID-19 within our financial statements and there may be changes to those estimates in future periods as new information becomes available. Actual results could differ materially from these estimates under different assumptions and conditions. Concentration of Risk Geographic Risk - The majority of our revenue and long-lived assets are attributable to operations in the United States for all periods presented. Additionally, we sell our Energy Servers in Japan, China, India, and the Republic of Korea (collectively, the "Asia Pacific region"). In the three and six months ended June 30, 2020, total revenue in the Asia Pacific region was 30% and 33%, respectively, of our total revenue. In the three and six months ended June 30, 2019, total revenue in the Asia Pacific region was 21% and 26%, respectively, of our total revenue. Credit Risk - At June 30, 2020, one customer, Kaiser Foundation Hospitals, accounted for approximately 26% of accounts receivable. At December 31, 2019, two customers, Costco Wholesale Corporation and The Kraft Group LLC, accounted for approximately 19% and 17% of accounts receivable, respectively. At June 30, 2020 and December 31, 2019, we did not maintain any allowances for doubtful accounts as we deemed all of our receivables fully collectible. To date, we have neither provided an allowance for uncollectible accounts nor experienced any credit loss. Customer Risk - In the quarter ended June 30, 2020, revenue from three customers, Duke Energy, SK Engineering & Construction Co., Ltd. ("SK E&C") and NextEra Energy, accounted for approximately 32%, 29%, and 12%, respectively, of our total revenue. In the six months ended June 30, 2020, revenue from two customers, SK E&C and Duke Energy, accounted for approximately 32% and 32%, respectively, of our total revenue. In the quarter ended June 30, 2019, revenue from two customers, The Southern Company and SK E&C accounted for approximately 56% and 21%, respectively, of our total revenue. In the six months ended June 30, 2019, revenue from two customers, The Southern Company and SK E&C accounted for approximately 44% and 26%, respectively, of our total revenue. Duke Energy and The Southern Company wholly own a Third-Party PPA which purchases Energy Servers from us, however, such purchases and resulting revenue are made on behalf of various customers of these two Third-Party PPAs. Summary of Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements for the periods ended June 30, 2020 are consistent with those discussed in Note 1 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2019, except as described below. Recent Accounting Pronouncements Other than the adoption of the accounting guidance mentioned below, there have been no other significant changes in our reported financial position or results of operations and cash flows resulting from the adoption of new accounting pronouncements. Accounting Guidance Implemented in 2020 Fair Value Measurement - In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU 2018-13, Fair Value Measurement Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"). ASU 2018-13 has eliminated, amended and added disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of, and reasons for, transfers between Level 1 and Level 2 of the fair value hierarchy, the policy of timing of transfers between levels of the fair value hierarchy and the valuation processes for Level 3 fair value measurements. Companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. ASU 2018-13 was effective for annual and interim periods beginning after December 15, 2019. Early adoption was permitted. We adopted ASU 2018-13 as of January 1, 2020 and the adoption did not have a material effect on our financial statements and related disclosures. Stock Compensation - In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07") which aligns the accounting for share-based payment awards issued to employees and nonemployees. Measurement of equity-classified nonemployee awards will now be valued on the grant date and will no longer be remeasured through the performance completion date. ASU 2018-07 also changes the accounting for nonemployee awards with performance conditions to recognize compensation cost when achievement of the performance condition is probable, rather than upon achievement of the performance condition, as well as eliminating the requirement to reassess the equity or liability classification for nonemployee awards upon vesting, except for certain award types. ASU 2018-07 was effective for us for interim and annual reporting periods beginning after December 15, 2019. Early adoption was permitted. We adopted ASU 2018-07 using a modified retrospective approach in January 2020 and the adoption of ASU 2018-07 did not have a material effect on our financial statements and related disclosures. Accounting Guidance Not Yet Adopted Leases - In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), as amended (“ASC 842”), which provides new authoritative guidance on lease accounting. Among its provisions, the standard changes the definition of a lease, requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet for operating leases and also requires additional qualitative and quantitative disclosures about lease arrangements. All leases in scope will be classified as either operating or financing. Operating and financing leases will require the recognition of an asset and liability to be measured at the present value of the lease payments. ASC 842 also makes a distinction between operating and financing leases for purposes of reporting expenses on the income statement. We are the lessee under various agreements for facilities and equipment that are currently accounted for as operating leases and expect to continue to enter into new such leases. Additionally, we expect to continue to enter into Managed Services related financing leases in the future and are the lessor of Energy Servers that are subject to power purchase arrangements with customers under our PPA and Managed Services programs that are currently accounted for as leases. We are currently evaluating the impact of the adoption of this update on our financial statements. We will be assessing the impacts of whether new power purchase arrangements with customers meet the new definition of a lease and recognizing right of use assets and lease liabilities for arrangements currently accounted for as operating leases where we are the lessee. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. As a result, we expect to adopt this guidance on a modified retrospective basis on December 31, 2020 and to reflect the adoption as of January 1, 2020 in our annual results for the period ended December 31, 2020. Financial Instruments - In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses (Topic 326) as amended, ("Topic 326"), including in February 2020, the FASB issued ASU 2020-02, which provides guidance regarding methodologies, documentation, and internal controls related to expected credit losses. The pronouncement eliminates the incurred credit loss impairment methodology and replaces it with an expected credit loss concept based on historical experience, current conditions, and reasonable and supportable forecasts. Early adoption is permitted. Topic 326 requires a modified retrospective approach by recording a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. As a result, we expect to adopt this guidance on a modified retrospective basis on December 31, 2020 and reflect the adoption as of January 1, 2020 in our annual results for the period ended December 31, 2020. We are currently evaluating the impact of the adoption of this update on our financial statements. Income taxes - In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ("ASU 2019-12"), wherein the accounting for income taxes is simplified by eliminating certain exceptions and implementing additional requirements which result in a more consistent application of ASC 740 Income Taxes . ASU 2019-12 is effective as for public business entities, for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. We expect to adopt this guidance on a prospective basis on January 1, 2021. We are evaluating the effect on our financial statements and related disclosures. Cessation of LIBOR - In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04") which provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. The amendments in ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. We are currently evaluating the impact of the adoption of this update on our financial statements. We do not expect any other new accounting standards to have a material impact on our financial position, results of operations or cash flows when they become effective. |
Restatement of Previously Issue
Restatement of Previously Issued Condensed Consolidated Financial Statements | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Condensed Consolidated Financial Statements | Restatement of Previously Issued Condensed Consolidated Financial Statements We have restated herein our condensed consolidated financial statements as of and for the three and six months ended June 30, 2019. We have also restated related amounts within the accompanying footnotes to the condensed consolidated financial statements. Restatement Background As previously disclosed in our Annual Report on Form 10-K as filed on March 31, 2020, on February 11, 2020, our management, in consultation with the Audit Committee of our Board of Directors, determined that our previously issued consolidated financial statements as of and for the year ended December 31, 2018, as well as financial statements as of and for the three month period ended March 31, 2019, the three and six month periods ended June 30, 2019 and 2018 and the three and nine month periods ended September 30, 2019 and 2018 should no longer be relied upon due to misstatements related to our Managed Services Agreements and similar arrangements and we would restate such financial statements to make the necessary accounting corrections. The revenue for the Managed Services Agreements and similar transactions will now be recognized over the duration of the contract instead of upfront. The restatement also includes corrections for additional identified immaterial misstatements in certain of the impacted periods. The misstatements impacting as of and for the three and six months ended June 30, 2019 are described in greater detail below. Description of Misstatements Under our Managed Services program, we sell our equipment to a bank financing party under a sale-leaseback transaction, which pays us for the Energy Server and takes title to the Energy Server. We then enter into a service contract with an end customer, who pays the bank a fixed, monthly fee for its use of the Energy Server and pays us for our maintenance and operation of the Energy Server. The majority of these Managed Services Agreements and similar transactions were originally recorded as sales, subject to an operating lease, in which revenues and associated costs were recognized at the time of installation and acceptance of the Energy Server at the customer site. In December 2019, in the course of reviewing a Managed Services transaction that closed on November 27, 2019, an issue was identified related to the accounting for our Managed Services transactions. The issue primarily related to whether the terms of our Managed Services Agreements and similar arrangements, including the events of default provisions, satisfied the requirements for sales under the revenue accounting standards. Subsequently, it was determined that the previous accounting for the Managed Services Agreements and similar transactions was misstated, as the Managed Services Agreements and similar transactions should have been accounted for as financing transactions under lease accounting standards. The impact of the correction of the misstatement is to recognize amounts received from the bank financing party as a financing obligation, and the Energy Server is recorded within property, plant and equipment, net, on our consolidated balance sheets. We recognize revenue for the electricity generated by the systems, based on payments received by the bank from the customer, and the corresponding financing obligations to the bank is also amortized as these payments are received by the bank from the customer, with interest thereon being calculated on an effective interest rate basis. Depreciation expense is also recognized over the estimated useful life of the Energy Server. In addition, it was determined that stock-based compensation costs relating to manufacturing employees that were previously expensed as incurred incorrectly, should have been capitalized as a component of Energy Server manufacturing costs to inventory, deferred cost of revenues, construction-in-progress and property, plant and equipment in accordance with SEC Staff Accounting Bulletin Topic 14. These costs will now be expensed on consumption of the related inventory and over the economic useful life of the property, plant and equipment, as applicable. Also, as part of a review of historical revenue agreements as a result of the above errors, it was noted that we failed to identify embedded derivatives in certain revenue agreements for an escalator price protection (“EPP”) feature given to our customers. As a result, we have recorded a derivative liability, with an offset to product revenue, to account for the fair value of this feature at inception and will record the liability at its then fair value at each period end with any changes in fair value recognized in gain (loss) on revaluation of embedded derivatives. In addition to the impact of the restatement described above, in preparation of the condensed consolidated financial statements for the three months ended March 31, 2020, errors in our condensed consolidated statements of comprehensive loss were discovered. For the three and six month periods ended June 30, 2019, the presentation of this statement and other errors identified in this statement have been corrected, which resulted in an additional $5.0 million and $8.8 million increase to comprehensive loss, and an increase of $5.0 million and $8.8 million in comprehensive loss attributable to noncontrolling interest and redeemable noncontrolling interests, respectively. The condensed consolidated statements of comprehensive loss for the three and nine months ended September 30, 2019 will also be corrected when those periods are next reported. In the consolidated statements of comprehensive loss for the years ended December 31, 2019 and 2018, comprehensive loss as previously reported is understated by $5.8 million and overstated by $1.8 million, respectively. In addition, the reconciliation of comprehensive loss to comprehensive loss attributable to Class A and Class B stockholders was erroneously omitted. As it relates to the impact of the errors to the consolidated statements of comprehensive loss for the years ended December 31, 2019 and 2018, management evaluated the impact of the errors to the previously issued financial statements and concluded the impacts were not material. Accordingly, these items are and will be corrected when those periods are next reported. Finally, there were certain other immaterial misstatements identified or which had been previously identified that are also being corrected in connection with the restatement of previously issued financial statements. Description of Restatement Reconciliation Tables In the following tables, we have presented a reconciliation of our condensed consolidated balance sheet and statements of operations and cash flows from our prior periods as previously reported to the restated amounts as of and for the three and six months ended June 30, 2019. In addition to the errors to the condensed consolidated statement of comprehensive loss discussed above, that Statement has been restated for the restatement impact to net loss. The condensed consolidated statement of redeemable noncontrolling interest, total stockholders' deficit and noncontrolling interest for the three and six months ended June 30, 2019 has also been restated for the restatement impact to net loss. See the condensed consolidated statements of operations reconciliation table below for additional information on the restatement impact to net loss. Bloom Energy Corporation Condensed Consolidated Balance Sheet (in thousands) June 30, 2019 As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Assets Current assets: Cash and cash equivalents $ 308,009 $ — $ — $ 308,009 Restricted cash 23,706 — — 23,706 Accounts receivable 38,296 4,172 1 (2,430) 40,038 Inventories 104,934 1,955 2 — 106,889 Deferred cost of revenue 86,434 (6,127) 3 — 80,307 Customer financing receivable 5,817 — — 5,817 Prepaid expenses and other current assets 25,088 1,252 4 143 26,483 Total current assets 592,284 1,252 (2,287) 591,249 Property, plant and equipment, net 406,610 234,649 5 — 641,259 Customer financing receivable, non-current 64,146 — — 64,146 Restricted cash, non-current 39,351 — — 39,351 Deferred cost of revenue, non-current 59,213 (55,367) 3 — 3,846 Other long-term assets 60,975 9,118 6 2,743 72,836 Total assets $ 1,222,579 $ 189,652 $ 456 $ 1,412,687 Liabilities, Redeemable Noncontrolling Interest, Stockholders’ Deficit and Noncontrolling Interests Current liabilities: Accounts payable $ 61,427 $ — $ — $ 61,427 Accrued warranty 12,393 (1,154) 7 (999) 10,240 Accrued expenses and other current liabilities 109,722 (4,329) 8 — 105,393 Financing obligations — 10,027 9 — 10,027 Deferred revenue and customer deposits 129,321 (13,847) 10 3,264 118,738 Current portion of recourse debt 15,681 — — 15,681 Current portion of non-recourse debt 7,654 — — 7,654 Current portion of non-recourse debt from related parties 2,889 — — 2,889 Total current liabilities 339,087 (9,303) 2,265 332,049 Derivative liabilities 13,079 5,096 11 — 18,175 Deferred revenue and customer deposits, net of current portion 181,221 (95,840) 10 25,369 110,750 Financing obligations, non-current — 400,078 9 — 400,078 Long-term portion of recourse debt 362,424 — — 362,424 Long-term portion of non-recourse debt 219,182 — — 219,182 Long-term portion of recourse debt from related parties 27,734 — — 27,734 Long-term portion of non-recourse debt from related parties 32,643 — — 32,643 Other long-term liabilities 58,417 (28,438) 8 — 29,979 Total liabilities 1,233,787 271,593 27,634 1,533,014 Redeemable noncontrolling interest 505 — — 505 Stockholders’ deficit: Preferred stock — — — — Common stock 11 — — 11 Additional paid-in capital 2,603,279 755 12 — 2,604,034 Accumulated other comprehensive loss (148) — — (148) Accumulated deficit (2,718,927) (82,696) (27,178) (2,828,801) Total stockholders’ deficit (115,785) (81,941) (27,178) (224,904) Noncontrolling interest 104,072 — — 104,072 Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest $ 1,222,579 $ 189,652 $ 456 $ 1,412,687 1 Accounts receivable — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which the amount recorded to accounts receivable represents amounts invoiced for capacity billings to end customers which have not yet been collected by the financing entity as of the period end. 2 Inventories — The correction of these misstatements resulted from the change of accounting for inventory, including net capitalization of stock-based compensation cost of $2.0 million. 3 Deferred cost of revenue, current and non-current — The correction of these misstatements resulted from reclassifying deferred cost of revenue to property, plant and equipment, net, for the leased Energy Servers under the Managed Services Agreements and similar sale-leaseback arrangements of $7.4 million (short-term) and $55.4 million (long-term), net capitalization of stock-based compensation costs of $3.7 million into current deferred cost of revenue, and the correction of certain other immaterial misstatements identified to relieve installation deferred cost of revenue of $2.5 million. 4 Prepaid expenses and other current assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby prepaid property tax and insurance payments are now classified within prepaid expenses, rather than offset against deferred revenue. 5 Property, plant and equipment, net — The correction of these misstatements resulted from the change of accounting for Managed Services transactions and similar arrangements, whereby product and install cost of revenue are now recorded as property, plant and equipment, net in the cases where the risks of ownership have not completely transferred to the financing party of $230.9 million. This includes a net capitalization of stock-based compensation cost for these assets of $3.7 million. 6 Other long-term assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby the timing difference of capacity billings to end customers and the payments received from the financing entity is recorded within long term receivables and prepaid property tax and insurance payments are now classified within other long-term assets, rather than offset against long-term deferred revenue. 7 Accrued warranty — The correction of these misstatements resulted from the change of accounting for accrued warranty, which is now recorded on an as-incurred basis for our Managed Services Agreements and similar arrangements, reducing accrued warranty by $0.2 million and the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements, which are now recorded as derivative liabilities, reducing accrued warranty by $0.9 million. 8 Accrued expense and other current liabilities and other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which historical accrued liabilities recorded at inception of the agreements, as well as subsequent reductions of those liabilities, were reversed. 9 Financing obligations, current and non-current — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby instead of recognizing the upfront proceeds received from the bank as revenue, the proceeds received are classified as financing obligations. 10 Deferred revenue and customer deposits, current and non-current — The correction of these misstatements resulted from the change of accounting for the recognition of product and installation revenue from upfront or ratable recognition to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue. 11 Derivative liabilities — The correction of these misstatements resulted from the change of accounting for embedded derivatives related to grid pricing escalation guarantees we provided in some of our sales arrangements. These are now recorded as derivative liabilities and were previously treated as an accrued liability. 12 Additional paid-in capital — Relates to the correction of an unadjusted misstatement in the valuation of our 6% Notes derivative, resulting in a credit to additional paid-in capital and additional expense of $0.8 million recorded within other expense, net. . Bloom Energy Corporation Condensed Consolidated Statement of Operations (in thousands) Three Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Revenue: Product $ 179,899 $ (22,757) a $ (13,061) $ 144,081 Installation 17,285 (5,900) a 1,691 13,076 Service 23,659 (586) a (47) 23,026 Electricity 12,939 7,204 a — 20,143 Total revenue 233,782 (22,039) (11,417) 200,326 Cost of revenue: Product 131,952 (19,005) c, d 281 113,228 Installation 22,116 (4,431) c — 17,685 Service 19,599 920 b, d (1,756) 18,763 Electricity 18,442 3,858 c — 22,300 Total cost of revenue 192,109 (18,658) (1,475) 171,976 Gross profit 41,673 (3,381) (9,942) 28,350 Operating expenses: Research and development 29,772 — — 29,772 Sales and marketing 18,359 17 e (182) 18,194 General and administrative 43,662 — — 43,662 Total operating expenses 91,793 17 (182) 91,628 Loss from operations (50,120) (3,398) (9,760) (63,278) Interest income 1,700 — — 1,700 Interest expense (16,725) (5,997) f — (22,722) Interest expense to related parties (1,606) — — (1,606) Other expense, net (222) — — (222) Loss on revaluation of warrant liabilities and embedded derivatives — (540) g — (540) Loss before income taxes (66,973) (9,935) (9,760) (86,668) Income tax provision 258 — — 258 Net loss (67,231) (9,935) (9,760) (86,926) Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests (5,015) — — (5,015) Net loss attributable to Class A and Class B common stockholders $ (62,216) $ (9,935) $ (9,760) $ (81,911) a Revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation revenue to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue over the term of our Managed Services Agreements and similar sale-leaseback arrangements, which also impacted our service revenue allocation. b Service cost of revenue impacted by grid pricing escalation guarantees — The correction of these misstatements resulted in a change in the accounting for our grid escalation guarantees that resulted in a decrease in service cost of revenue of $0.1 million. c Cost of revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation cost of revenue to recognition of the depreciation expense on the capitalized Energy Servers over their useful life of 21 years for our Managed Services Agreements and similar sale-leaseback transactions, resulting in a decrease in product cost of revenue of $18.1 million and installation cost of revenue of $5.2 million, offset by an increase in electricity cost of revenue of $3.8 million, together with the correction of certain other immaterial misstatements identified to record installation cost of revenue of $0.8 million. d Cost of revenue impacted by stock-based compensation allocation — The correction of these misstatements resulted from the capitalization of stock-based compensation costs, with a net benefit to product cost of revenue of $0.9 million, and an increase in service cost of revenue of $1.0 million due to the expensing of stock-based compensation related to field replacement units. e Sales and marketing and general and administrative expenses — The correction of these misstatements primarily resulted from the change of accounting for sales commission expense on an as earned basis, to accounting for the expense over the term of our Managed Services Agreements and similar sale-leaseback arrangements. f Interest expense — The correction of these misstatements resulted from the change of accounting for sales that should have been accounted for as financing transactions, in which the upfront consideration received from the financing party is accounted for as a financing obligation and interest expense is recognized over the term of the Managed Services Agreement using the effective interest method. g Gain (loss) on revaluation of warrant liabilities and embedded derivatives — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements which is now recorded as a derivative liability that needs to be fair valued each period end. The fair value increased in the period, resulting in a loss of $0.5 million. Bloom Energy Corporation Condensed Consolidated Statement of Operations (in thousands) Six Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Revenue: Product $ 321,633 $ (70,928) a $ (15,698) $ 235,007 Installation 39,543 (17,095) a 2,847 25,295 Service 46,949 (1,160) a 704 46,493 Electricity 26,364 14,168 a — 40,532 Total revenue 434,489 (75,015) (12,147) 347,327 Cost of revenue: Product 255,952 (53,985) c, d 33 202,000 Installation 46,282 (12,837) c — 33,445 Service 47,156 2,251 b, d (2,723) 46,684 Electricity 27,671 7,613 c — 35,284 Total cost of revenue 377,061 (56,958) (2,690) 317,413 Gross profit 57,428 (18,057) (9,457) 29,914 Operating expenses: Research and development 58,631 — — 58,631 Sales and marketing 38,822 19 e (274) 38,567 General and administrative 82,736 — — 82,736 Total operating expenses 180,189 19 (274) 179,934 Loss from operations (122,761) (18,076) (9,183) (150,020) Interest income 3,585 — — 3,585 Interest expense (32,687) (11,835) f — (44,522) Interest expense to related parties (3,218) — — (3,218) Other expense, net 43 — — 43 Loss on revaluation of warrant liabilities and embedded derivatives — (1,080) g — (1,080) Loss before income taxes (155,038) (30,991) (9,183) (195,212) Income tax provision 466 — — 466 Net loss (155,504) (30,991) (9,183) (195,678) Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests (8,847) — — (8,847) Net loss attributable to Class A and Class B common stockholders $ (146,657) $ (30,991) $ (9,183) $ (186,831) a Revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation revenue to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue over the term of our Managed Services Agreements and similar sale-leaseback arrangements, which also impacted our service revenue allocation. b Service cost of revenue impacted by grid pricing escalation guarantees — The correction of these misstatements resulted in a change in the accounting for our grid escalation guarantees that resulted in a decrease in service cost of revenue of 0.2 million. c Cost of revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation cost of revenue to recognition of the depreciation expense on the capitalized Energy Servers over their useful life of 21 years for our Managed Services Agreements and similar sale-leaseback transactions, resulting in a decrease in product cost of revenue of $55.6 million and installation cost of revenue of $14.4 million, offset by an increase in electricity cost of revenue of $7.5 million, together with the correction of certain other immaterial misstatements identified to record installation cost of revenue of $1.6 million. d Cost of revenue impacted by stock-based compensation allocation — The correction of these misstatements resulted from the capitalization of stock-based compensation costs, with a net benefit to product cost of revenue of $1.6 million, and an increase in service cost of revenue of $2.4 million due to the expensing of stock-based compensation related to field replacement units. e Sales and marketing and general and administrative expenses — The correction of these misstatements primarily resulted from the change of accounting for sales commission expense on an as earned basis, to accounting for the expense over the term of our Managed Services Agreements and similar sale-leaseback arrangements. f Interest expense — The correction of these misstatements resulted from the change of accounting for sales that should have been accounted for as financing transactions, in which the upfront consideration received from the financing party is accounted for as a financing obligation and interest expense is recognized over the term of the Managed Services Agreement using the effective interest method. g Gain (loss) on revaluation of warrant liabilities and embedded derivatives — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements which is now recorded as a derivative liability that needs to be fair valued each period end. The fair value increased in the period, resulting in a loss of $1.1 million. Bloom Energy Corporation Condensed Consolidated Statements of Cash Flows (in thousands) Six Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Cash flows from operating activities: Net loss $ (155,504) $ (30,991) $ (9,183) $ (195,678) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 31,023 6,011 A — 37,034 Write-off of property, plant and equipment, net 2,704 — — 2,704 Write-off of PPA II decommissioned costs 25,613 — — 25,613 Debt make-whole payment 5,934 — — 5,934 Revaluation of derivative contracts 555 1,081 B — 1,636 Stock-based compensation 115,100 4,086 C — 119,186 Loss on long-term REC purchase contract 60 — — 60 Amortization of debt issuance cost 11,255 — — 11,255 Changes in operating assets and liabilities: Accounts receivable 46,591 (274) D 3,424 49,741 Inventories 27,542 (5,345) E — 22,197 Deferred cost of revenue 19,198 (57,991) F — (38,793) Customer financing receivable and other 2,713 — — 2,713 Prepaid expenses and other current assets 8,477 1,752 G (2) 10,227 Other long-term assets 1,028 (1,029) H (271) (272) Accounts payable (5,461) — — (5,461) Accrued warranty (6,843) 114 I 33 (6,696) Accrued expense and other current liabilities 7,213 (1,632) J — 5,581 Deferred revenue and customer deposits (25,411) 71,325 K 5,999 51,913 Other long-term liabilities 3,419 1,303 L — 4,722 Net cash provided by operating activities 115,206 (11,590) — 103,616 Cash flows from investing activities: Purchase of property, plant and equipment (18,882) (4,737) M — (23,619) Payments for acquisition of intangible assets (970) — — (970) Proceeds from maturity of marketable securities 104,500 — — 104,500 Net cash provided by investing activities 84,648 (4,737) — 79,911 Cash flows from financing activities: Repayment of debt (83,997) — — (83,997) Repayment of debt to related parties (1,220) — — (1,220) Debt make-whole payment (5,934) — — (5,934) Proceeds from financing obligations — 20,333 N — 20,333 Repayment of financing obligations — (4,006) N — (4,006) Payments to noncontrolling and redeemable noncontrolling interests (18,690) — — (18,690) Distributions to noncontrolling and redeemable noncontrolling interests (7,753) — — (7,753) Proceeds from issuance of common stock 8,321 — — 8,321 Net cash used in financing activities (109,273) 16,327 — (92,946) Net increase in cash, cash equivalents, and restricted cash 90,581 — — 90,581 Cash, cash equivalents, and restricted cash: Beginning of period 280,485 — — 280,485 End of period $ 371,066 $ — $ — $ 371,066 — — Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 23,867 $ 11,835 N $ — $ 35,702 Cash paid during the period for taxes 497 — — 497 A Depreciation and amortization — The correction of these misstatements resulted from the change of accounting for Energy Servers under our Managed Services Program and similar arrangements that were previously expensed as product and install cost of revenue, but are now recorded as property, plant and equipment, net and depreciated over their useful lives of 21 years. B Revaluation of derivative contracts — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements. These commitments were previously treated as an accrued liability. We now consider the commitments a derivative liability, with the initial value of recorded as a reduction in product revenue and then any changes in the value adjusted through other expense, net, each period thereafter. C Stock-based compensation — The correction of these misstatements resulted from the change of accounting for stock-based compensation, including net capitalization of stock-based compensation cost into inventory of $4.7 million. The correction of this misstatement also resulted in the capitalization of $0.6 million of stock-based compensation costs related to assets under the Managed Services Programs now recorded as construction in progress within property, plant and equipment, net. D Accounts receivable — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which the amount recorded to accounts receivable represents amounts invoiced for capacity billings to end customers which have not yet been collected by the financing entity as of the period end. E Inventories — The correction of these misstatements resulted from the change of accounting for inventories held for shipments planned to customers under our Managed Services Program and similar arrangements now being accounted for as construction in progress within property, plant and equipment, net. F Deferred cost of revenue, current and non-current — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby leased Energy Servers of $56.5 million previously classified as deferred cost of revenue is now recorded as construction in progress within property, plant and equipment, net, and the net release of stock-based compensation expenses of $1.5 million. G Prepaid expenses and other current assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby prepaid property tax and insurance payments are now classified within prepaid expenses. H Other long-term assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby the timing difference of capacity billings to end customers and the payments received from the financing entity is recorded within long term receivables and prepaid property tax and insurance payments are now classified within other long-term assets, rather than offset against long-term deferred revenue. I Accrued warranty — The correction of these misstatements resulted from the change of accounting for accrued warranty which is now recorded on an as-incurred basis for our Managed Services Agreements and similar arrangements. The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we've provided in some of our sales arrangements. These commitments were previously treated as a contingent liability that was considered remote. We now maintain a $0.3 million accrual, with the initial value treated as a reduction in product revenue and then any changes in the value adjusted through other expense, net each period thereafter. J Accrued expense and other current liabilities and other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements whereby instead of recognizing the bank financing as revenue, the bank financing loan proceeds received and due are classified as a financing liability. K Deferred revenue and customer deposits, current and non-current — The correction of these misstatements resulted from the change of accounting for the recognition of product and installation revenue from upfront or ratable recognition to the recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue. L Other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements whereby instead of recognizing the bank financing as revenue, the bank financing loan proceeds received and due beyond the next 12 months are classified as a financing obligation. M Purchase of property, plant and equipment — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby costs previously recognized as product and installation cost of revenue are now recorded as property, plant and equipment, net, in the cases where the risks of ownership have not completely transferred to the financing party. N Proceeds and repayments from financing obligations — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby instead of recognizing the upfront proceeds received from the bank as revenue, the proceeds received and due are classified as proceeds from financing obligations and the capacity payments received from the end customer are classified as repayment of financing obligations and interest paid. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Deferred Revenue and Customer Deposits Deferred revenue and customer deposits as of June 30, 2020 and December 31, 2019 consisted of the following (in thousands): June 30, December 31, 2019 Deferred revenue $ 162,186 $ 168,223 Deferred incentive revenue 7,067 7,397 Customer deposits 48,375 39,101 Deferred revenue and customer deposits $ 217,628 $ 214,721 Deferred revenue activity during the three and six months ended June 30, 2020 and 2019 consisted of the following (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Beginning balance $ 170,034 $ 140,734 $ 168,223 $ 140,130 Additions 159,142 189,138 297,254 307,497 Revenue recognized (166,990) (171,886) (303,291) (289,641) Ending balance $ 162,186 $ 157,986 $ 162,186 $ 157,986 Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of the end of the period. The significant component of deferred revenue at the end of the period consists of performance obligations relating to the provision of maintenance services under current contracts and future renewal periods. These obligations provide customers with material rights over a period that we estimate will be largely commensurate with the period of their expected use of the associated Energy Server. As a result, we expect to recognize these amounts as revenue over a period of up to 21 years, predominantly on a cost-to-cost basis that reflects the cost of providing these services. Deferred revenue also includes performance obligations relating to product acceptance and installation. A significant amount of this deferred revenue is reflected as additions and revenue recognized in the same period and we expect to recognize all amounts within a year. Revenue by source We disaggregate revenue from contracts with customers into four revenue categories: (i) product, (ii) installation, (iii) services and (iv) electricity (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Revenue from contracts with customers: Product revenue $ 116,197 $ 144,081 $ 215,756 $ 235,007 Installation revenue 29,839 13,076 46,457 25,295 Services revenue 26,208 23,026 51,355 46,493 Electricity revenue — 5,110 — 10,840 Total revenue from contract with customers 172,244 185,293 313,568 317,635 Revenue from contracts accounted for as leases: Electricity revenue 15,612 15,033 30,987 29,692 Total revenue $ 187,856 $ 200,326 $ 344,555 $ 347,327 |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Financial Instruments | Financial Instruments Cash, Cash Equivalents and Restricted Cash The carrying value of cash and cash equivalents approximate fair value are as follows (in thousands): June 30, December 31, 2019 As Held: Cash $ 88,092 $ 100,773 Money market funds 236,037 276,615 $ 324,129 $ 377,388 As Reported: Cash and cash equivalents $ 144,072 $ 202,823 Restricted cash 180,057 174,565 $ 324,129 $ 377,388 Restricted cash consisted of the following (in thousands): June 30, December 31, 2019 Current: Restricted cash $ 35,073 $ 28,494 Restricted cash related to PPA Entities 1 5,320 2,310 Restricted cash, current 40,393 30,804 Non-current: Restricted cash 51 10 Restricted cash related to PPA Entities 1 139,613 143,751 Restricted cash, non-current 139,664 143,761 $ 180,057 $ 174,565 1 We have variable interest entities that represent a portion of the consolidated balances recorded within the "restricted cash," and other financial statement line items in the consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). In addition, the restricted cash held in PPA II and PPA IIIb entities as of June 30, 2020, includes $4.2 million and $0.3 million of current restricted cash, and $104.5 million and $20.0 million of non-current restricted cash, respectively, and these entities are not considered variable interest entities. The restricted cash held in PPA II and PPA IIIb entities as of December 31, 2019, includes $108.7 million and $20.0 million of non-current restricted cash, respectively, and these entities are not considered variable interest entities. Derivative Instruments We have derivative financial instruments related to natural gas fixed price forward contracts, embedded derivatives in sales contracts, and interest rate swaps. See Note 8, Derivative Financial Instruments for a full description of our derivative financial instruments. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The tables below set forth, by level, our financial assets that were accounted for at fair value for the respective periods. The table does not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands): Fair Value Measured at Reporting Date Using June 30, 2020 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 236,037 $ — $ — $ 236,037 $ 236,037 $ — $ — $ 236,037 Liabilities Accrued expenses and other current liabilities $ 1,451 $ — $ — $ 1,451 Derivatives: Natural gas fixed price forward contracts — — 5,185 5,185 Embedded EPP derivatives — — 5,480 5,480 Interest rate swap agreements — 17,881 — 17,881 $ 1,451 $ 17,881 $ 10,665 $ 29,997 Fair Value Measured at Reporting Date Using December 31, 2019 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 276,615 $ — $ — $ 276,615 Interest rate swap agreements — 3 — 3 $ 276,615 $ 3 $ — $ 276,618 Liabilities Accrued expenses and other current liabilities $ 996 $ — $ — $ 996 Derivatives: Natural gas fixed price forward contracts — — 6,968 6,968 Embedded EPP derivatives — — 6,176 6,176 Interest rate swap agreements — 9,241 — 9,241 $ 996 $ 9,241 $ 13,144 $ 23,381 Money Market Funds - Money market funds are valued using quoted market prices for identical securities and are therefore classified as Level 1 financial assets. Interest Rate Swap Agreements - Interest rate swap agreements are valued using quoted prices for similar contracts and are therefore classified as Level 2 financial assets. Interest rate swaps are designed as hedging instruments and are recognized at fair value on our condensed consolidated balance sheets. As of June 30, 2020, $2.0 million of the loss on the interest rate swaps accumulated in other comprehensive income (loss) is expected to be reclassified into earnings in the next 12 months. Natural Gas Fixed Price Forward Contracts - Natural gas fixed price forward contracts are valued using a combination of factors including the counterparty's credit rating and estimates of future natural gas prices and therefore, as no observable inputs to support market activity are available, are classified as Level 3 liabilities. The following table provides the number and fair value of our natural gas fixed price forward contracts (in thousands): June 30, 2020 December 31, 2019 Number of Contracts (MMBTU) ² Fair Number of Fair Liabilities ¹: Natural gas fixed price forward contracts (not under hedging relationships) 1,407 $ 5,185 1,991 $ 6,968 ¹ Recorded in current liabilities and derivative liabilities in the consolidated balance sheets. ² One MMBTU is a traditional unit of energy used to describe the heat value (energy content) of fuels. For the three months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contracts and recorded an unrealized loss of $0.1 million and an unrealized loss of $1.1 million, respectively. For the three months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contracts and recorded a realized gain of $1.5 million and a realized gain of $1.1 million, respectively, on the settlement of these contracts in cost of revenue on our condensed consolidated statement of operations. For the six months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contracts and recorded an unrealized loss of $0.7 million and an unrealized loss of $0.7 million, respectively. For the six months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contracts and recorded a realized gain of $2.5 million and a realized gain of $1.6 million, respectively, on the settlement of these contracts in cost of revenue on our condensed consolidated statement of operations. Embedded EPP Derivative Liability in Sales Contracts - We estimated the fair value of the embedded EPP derivatives in certain sales contracts using a Monte Carlo simulation model which considers various potential electricity price curves over the sales contracts' terms. We use historical grid prices and available forecasts of future electricity prices to estimate future electricity prices. We have classified these derivatives as a Level 3 financial liability. For the three months ended June 30, 2020 and 2019, we marked-to-market the fair value of our embedded EPP derivatives and recorded an unrealized gain of $0.4 million and an unrealized loss of $0.5 million, respectively, in gain (loss) on revaluation of embedded derivatives on our condensed consolidated statement of operations. For the six months ended June 30, 2020 and 2019, we marked-to-market the fair value of our embedded EPP derivatives and recorded an unrealized loss of $0.7 million and an unrealized loss of $1.1 million, respectively, in gain (loss) on revaluation of embedded derivatives on our condensed consolidated statement of operations. There were no transfers between fair value measurement classifications during the three and six months ended June 30, 2020 and 2019. The changes in the Level 3 financial liabilities were as follows (in thousands): Natural Embedded EPP Derivative Liability Total Liabilities at December 31, 2019 $ 6,968 $ 6,176 $ 13,144 Settlement of natural gas fixed price forward contracts (2,478) — (2,478) Changes in fair value 695 (696) (1) Liabilities at June 30, 2020 $ 5,185 $ 5,480 $ 10,665 The following table presents the unobservable inputs related to our Level 3 liabilities: As of June 30, 2020 Commodity Contracts Derivative Liabilities Valuation Technique Unobservable Input Units Range Average (in thousands) ($ per Units) Natural Gas $ 5,185 Discounted Cash Flow Forward basis price MMBtu $2.25 - $4.62 $ 3.07 As of December 31, 2019 Commodity Contracts Derivative Liabilities Valuation Technique Unobservable Input Units Range Average (in thousands) ($ per Units) Natural Gas $ 6,968 Discounted Cash Flow Forward basis price MMBtu $2.39 - $5.65 $ 3.23 The unobservable inputs used in the fair value measurement of the natural gas commodity types consist of inputs that are less observable due in part to lack of available broker quotes, supported by little, if any, market activity at the measurement date or are based on internally developed models. Certain basis prices (i.e., the difference in pricing between two locations) included in the valuation of natural gas contracts were deemed unobservable. To estimate the liabilities related to the EPP contracts an option pricing method was implemented through a Monte Carlo simulation. The unobservable inputs were simulated based on the available values for Avoided Cost and Cost of Electricity as calculated for June 30, 2020 and December 31, 2019, using an expected growth rate of 7% over the contracts life and volatility of 20%. The estimated growth rate and volatility were estimated based on the historical tariff changes for the period 2008 to 2020. Avoided Cost is the Transmission and Distribution cost expressed in dollars per kilowatt hours avoided in the given year of the contract, calculated using the billing rates of the effective utility tariff applied during the year to the host account for which usage is offset by the generator. If the billing rates within the utility tariff change during the measurement period, the average of the amount of charge for each rate shall be weighted by the number of effective months for each amount. The inputs listed above would have had a direct impact on the fair values of the above derivatives if they were adjusted. Generally, an increase in natural gas prices and a decrease in electric grid prices would each result in an increase in the estimated fair value of our derivative liabilities. Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis Customer Receivables and Debt Instruments - We estimate fair value for customer financing receivables, senior secured notes, term loans and convertible promissory notes based on rates currently offered for instruments with similar maturities and terms (Level 3). The following table presents the estimated fair values and carrying values of customer receivables and debt instruments (in thousands): June 30, 2020 December 31, 2019 Net Carrying Fair Value Net Carrying Fair Value Customer receivables Customer financing receivables $ 53,365 $ 44,157 $ 55,855 $ 44,002 Debt instruments Recourse: LIBOR + 4% term loan due November 2020 697 713 1,536 1,590 5% convertible promissory Constellation note due December 2021 — — 36,482 32,070 10% convertible promissory notes due December 2021 1 263,405 411,448 273,410 302,047 10% notes due July 2024 83,497 83,977 89,962 97,512 10.25% senior secured notes due March 2027 68,437 63,690 — — Non-recourse: 7.5% term loan due September 2028 32,645 37,651 34,969 41,108 6.07% senior secured notes due March 2030 78,565 89,032 80,016 87,618 LIBOR + 2.5% term loan due December 2021 118,473 117,855 120,436 120,510 1 The fair value on the 10% convertible notes increased due to the increase in the fair value of the conversion feature. Long-Lived Assets - Our long-lived assets include property, plant and equipment and Energy Servers capitalized in connection with our Managed Services Program, Purchase Power Agreement Programs and other similar arrangements. The carrying amounts of our long-lived assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. During the six months ended June 30, 2020, we upgraded 0.4 megawatts of Energy Servers in PPA IIIb by decommissioning these systems and selling and installing new Energy Servers. As a result of these upgrades, the useful lives of all other remaining Energy Servers included within our long-lived assets were reassessed and we concluded that no change in the useful lives or impairment of these remaining Energy Servers was identified in the period ended June 30, 2020. See Note 13, Purchase Power Agreement Programs for further information. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Inventories The components of inventory consisted of the following (in thousands): June 30, December 31, 2019 Raw materials $ 70,555 $ 67,829 Work-in-progress 25,075 21,207 Finished goods 16,849 20,570 $ 112,479 $ 109,606 The inventory reserves were $14.0 million and $14.6 million as of June 30, 2020 and December 31, 2019, respectively. In addition, we held Energy Server product inventory at customer locations pending installation and acceptance of $24.0 million and $14.6 million as of June 30, 2020 and December 31, 2019, respectively. As this Energy Server inventory was shipped to customer locations as a result of a signed sales contract, but where title has not transferred until acceptance occurs, these balances are recorded as deferred cost of revenues on the consolidated balance sheets. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2019 Government incentives receivable $ 832 $ 893 Prepaid maintenance 3,158 3,763 Receivables from employees 6,089 6,130 Other prepaid expenses and other current assets 10,668 17,282 $ 20,747 $ 28,068 Property, Plant and Equipment, Net Property, plant and equipment, net consisted of the following (in thousands): June 30, December 31, 2019 Energy Servers $ 648,273 $ 650,600 Computers, software and hardware 20,884 20,275 Machinery and equipment 103,892 101,650 Furniture and fixtures 8,313 8,339 Leasehold improvements 35,784 35,694 Building 46,686 40,512 Construction in progress 22,633 12,611 886,465 869,681 Less: Accumulated depreciation (284,899) (262,622) $ 601,566 $ 607,059 Construction in progress increased $10.0 million from 2019, primarily due to an increase of $13.5 million of Energy Servers under our Managed Services sale-leaseback program pending acceptance, partially offset by $3.5 million primarily due to completion of Delaware plant expansion. Depreciation expense related to property, plant and equipment was $12.8 million and $22.5 million for the three months ended June 30, 2020 and 2019, respectively. Depreciation expense related to property, plant and equipment was $25.9 million and $36.4 million for the six months ended June 30, 2020 and 2019, respectively. Property, plant and equipment under operating leases by the PPA Entities was $368.0 million and $371.4 million as of June 30, 2020 and December 31, 2019, respectively. The accumulated depreciation for these assets was $104.2 million and $95.5 million as of June 30, 2020 and December 31, 2019, respectively. Depreciation expense related to our property, plant and equipment under operating leases by the PPA Entities was $5.9 million and $6.4 million for the three months ended June 30, 2020 and 2019, respectively. Depreciation expense related to our property, plant and equipment under operating leases by the PPA Entities was $12.1 million and $12.7 million for the six months ended June 30, 2020 and 2019, respectively. Customer Financing Receivable The components of investment in sales-type financing leases consisted of the following (in thousands): June 30, December 31, 2019 Total minimum lease payments to be received $ 73,015 $ 76,886 Less: Amounts representing estimated executory costs (18,759) (19,931) Net present value of minimum lease payments to be received 54,256 56,955 Estimated residual value of leased assets 890 890 Less: Unearned income (1,781) (1,990) Net investment in sales-type financing leases 53,365 55,855 Less: Current portion (5,254) (5,108) Non-current portion of investment in sales-type financing leases $ 48,111 $ 50,747 The future scheduled customer payments from sales-type financing leases were as follows as of June 30, 2020 (in thousands): Remainder of 2020 2021 2022 2023 2024 Thereafter Future minimum lease payments, less interest $ 2,618 $ 5,428 $ 5,784 $ 6,155 $ 6,567 $ 25,923 Other Long-Term Assets Other long-term assets consisted of the following (in thousands): June 30, December 31, 2019 Prepaid and other long-term assets $ 30,862 $ 29,153 Deferred commissions 6,143 5,007 Equity-method investments 2,119 5,733 Long-term deposits 1,865 1,759 $ 40,989 $ 41,652 Accrued Warranty Accrued warranty liabilities consisted of the following (in thousands): June 30, December 31, 2019 Product warranty $ 3,156 $ 2,345 Product performance 6,275 7,535 Maintenance services contracts 744 453 $ 10,175 $ 10,333 Changes in the product warranty and product performance liabilities were as follows (in thousands): Balances at December 31, 2019 $ 9,881 Accrued warranty, net 4,164 Warranty expenditures during period (4,614) Balances at June 30, 2020 $ 9,431 Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 Compensation and benefits $ 22,678 $ 17,173 Current portion of derivative liabilities 6,265 4,834 Sales related liabilities 393 416 Accrued installation 12,185 10,348 Sales tax liabilities 3,190 3,849 Interest payable 5,664 3,875 Accrued payables 26,640 18,650 Other 11,037 11,139 $ 88,052 $ 70,284 Other Long-Term Liabilities Other long-term liabilities consisted of the following (in thousands): June 30, December 31, 2019 Delaware grant $ 10,469 $ 10,469 Other 16,807 17,544 $ 27,276 $ 28,013 In March 2012, we entered into an agreement with the Delaware Economic Development Authority to provide a grant of $16.5 million to us as an incentive to establish a new manufacturing facility in Delaware and to provide employment for full- time workers at the facility over a certain period of time. We have received $12.0 million of the grant which is contingent upon us meeting certain milestones related to the construction of the manufacturing facility and the employment of full-time workers at the facility through September 30, 2023. We paid $1.5 million in 2017 for recapture provisions, and no additional amounts have been paid. As of June 30, 2020, we have recorded $10.5 million in other long-term liabilities for potential repayments. See Note 14, Commitments and Contingencies for a full description of the grant. |
Outstanding Loans and Security
Outstanding Loans and Security Agreements | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Outstanding Loans and Security Agreements | Outstanding Loans and Security Agreements The following is a summary of our debt as of June 30, 2020 (in thousands): Unpaid Net Carrying Value Unused Interest Maturity Dates Entity Recourse Current Long- Total LIBOR + 4% term loan due November 2020 $ 714 $ 697 $ — $ 697 $ — LIBOR plus November 2020 Company Yes 10% convertible promissory notes due December 2021 249,299 — 263,405 263,405 — 10.0% December 2021 Company Yes 10% notes due July 2024 86,000 14,000 69,497 83,497 — 10.0% July 2024 Company Yes 10.25% senior secured notes due March 2027 70,000 — 68,437 68,437 — 10.25% March 2027 Company Yes Total recourse debt 406,013 14,697 401,339 416,036 — 7.5% term loan due September 2028 35,675 2,567 30,078 32,645 — 7.5% September PPA IIIa No 6.07% senior secured notes due March 2030 79,466 3,511 75,054 78,565 — 6.1% March 2030 PPA IV No LIBOR + 2.5% term loan due December 2021 119,472 5,289 113,184 118,473 — LIBOR plus December 2021 PPA V No Letters of Credit due December 2021 — — — — 968 2.25% December 2021 PPA V No Total non-recourse debt 234,613 11,367 218,316 229,683 968 Total debt $ 640,626 $ 26,064 $ 619,655 $ 645,719 $ 968 The following is a summary of our debt as of December 31, 2019 (in thousands): Unpaid Net Carrying Value Unused Interest Maturity Dates Entity Recourse Current Long- Total LIBOR + 4% term loan due November 2020 $ 1,571 $ 1,536 $ — $ 1,536 $ — LIBOR November 2020 Company Yes 5% convertible promissory note due December 2020 33,104 36,482 — 36,482 — 5.0% December 2020 Company Yes 6% convertible promissory notes due December 2020 289,299 273,410 — 273,410 — 6.0% December 2020 Company Yes 10% notes due July 2024 93,000 14,000 75,962 89,962 — 10.0% July 2024 Company Yes Total recourse debt 416,974 325,428 75,962 401,390 — 7.5% term loan due September 2028 38,337 3,882 31,087 34,969 — 7.5% September 2028 PPA IIIa No 6.07% senior secured notes due March 2030 80,988 3,151 76,865 80,016 — 6.1% March 2030 PPA IV No LIBOR + 2.5% term loan due December 2021 121,784 5,122 115,315 120,437 — LIBOR plus December 2021 PPA V No Letters of Credit due December 2021 — — — — 1,220 2.25% December 2021 PPA V No Total non-recourse debt 241,109 12,155 223,267 235,422 1,220 Total debt $ 658,083 $ 337,583 $ 299,229 $ 636,812 $ 1,220 Recourse debt refers to debt that Bloom Energy Corporation has an obligation to pay. Non-recourse debt refers to debt that is recourse to only specified assets or our subsidiaries. The differences between the unpaid principal balances and the net carrying values apply to debt discounts and deferred financing costs. We were in compliance with all financial covenants as of June 30, 2020 and December 31, 2019. Recourse Debt Facilities LIBOR + 4% Term Loan due November 2020 - The weighted average interest rate as of June 30, 2020 and December 31, 2019 was 4.5% and 6.3%, respectively. As of June 30, 2020 and December 31, 2019, the unpaid principal balance of debt outstanding was $0.7 million and $1.6 million, respectively, and we are in compliance with all covenants, respectively. 10% Constellation Convertible Promissory Note due 2021 - On March 31, 2020, we entered into an Amended and Restated Subordinated Secured Convertible Note Modification Agreement (the “Constellation Note Modification Agreement”) which amended the terms of the 5% Constellation Note to extend the maturity date to December 31, 2021 and increased the interest rate from 5% to 10% ("10% Constellation Note"). We further amended the 10% Constellation Note by reducing the strike price on the conversion feature from $38.64 per share to $8.00 per share. When we evaluated the Constellation Note Modification Agreement in accordance with ASC 470-60, Debt - Troubled Debt Restructurings by Debtors ("ASC 470-60") and ASC 470-50, Debt - Modifications and Extinguishments ("ASC 470-50"), we concluded that the amendment did not constitute a troubled debt restructuring and, furthermore, the amendment qualified as a substantial modification as a result of the increase in the fair value of the conversion feature due to the reduced strike price. As a result, on March 31, 2020, the 10% Constellation Note, which consisted of $33.1 million in principal and $3.8 million in accrued and unpaid interest, was extinguished and the 10% Constellation Note was recorded at their fair market value which equaled $40.7 million. The difference between the fair market value of the 10% Constellation Note and the carrying value of the 5% Constellation Note of $3.8 million was recorded as a loss on extinguishment of debt in the condensed consolidated statement of operations. On June 18, 2020, Constellation NewEnergy, Inc. exchanged their entire 10% Constellation Note at the conversion price of $8.00 per share into 4.7 million shares of Class A common stock. At the time of this exchange the unamortized premium of $3.4 million was recorded as an adjustment to additional paid-in capital. 10% Convertible Promissory Notes due December 2021 - On March 31, 2020, we entered into an Amendment Support Agreement (the “Amendment Support Agreement”) with the noteholders of our outstanding 6% Convertible Notes pursuant to which such Noteholders agreed to extend the maturity date of the outstanding 6% Convertible Notes to December 1, 2021 and increase the interest rate from 6% to 10%, ("10% Convertible Notes"). Additionally, the debt is convertible at the option of the Noteholders into common stock at any time through the maturity date and we further amended the 10% Convertible Notes by reducing the strike price on the conversion feature from $11.25 to $8.00 per share. In conjunction with entering into the Amendment Support Agreement, on March 31, 2020, we also entered into a Convertible Note Purchase Agreement (the “10% Convertible Note Purchase Agreement”) and issued an additional $30.0 million aggregate principal amount of 10% Convertible Notes to Foris Ventures, LLC, a new Noteholder, and New Enterprise Associates 10, Limited Partnership, an existing Noteholder. The 10% Convertible Notes and the $30.0 million new 10% Convertible Notes were all reflected in the Amended and Restated Indenture between the Company and U.S. Bank National Association dated April 20, 2020. The Amendment Support Agreement required that we repay at least $70.0 million of the 10% Convertible Notes on or before September 1, 2020. In return, collateral was released to support the collateral required under the 10.25% Senior Secured Notes, and 50% of the proceeds from the consummation of certain transactions, including equity offerings or additional indebtedness, will be applied to redeem the 10% Convertible Notes at a redemption price equal to 100% of the principal amount of the 10% Convertible Notes, plus accrued and unpaid interest, the aggregate sum of all remaining scheduled interest payments, discounted by a rate equal to the treasury rate plus fifty basis points, multiplied by a certain percentage (“Applicable Percentage”) that ranges from 0% to 100% which is determined based on the time of redemption. If the redemption were to occur on or before October 21, 2020, the Applicable Percentage would be 0% and therefore no redemption penalty would be incurred. If the redemption were to happen after October 21, 2020, the Applicable Percentage would be between 25% and 100%, determined based on the time of redemption. On May 1, 2020, we repaid $70.0 million of the 10% Convertible Notes and accrued and unpaid interest and recorded an adjustment to the unamortized debt premium of $4.3 million. We evaluated the Amendment Support Agreement in accordance with ASC 470-60 and 470-50 and concluded that the amendment did not constitute a troubled debt restructuring and, furthermore, the amendment qualified as a substantial modification as a result of the increase in the fair value of the conversion feature due to the reduced strike price. As a result, on March 31, 2020, we recorded a $10.3 million loss on extinguishment of debt in the condensed consolidated statement of operations, which was calculated as the difference between the reacquisition price of the 6% Convertible Notes and the carrying value of the 6% Convertible Notes. The total carrying value of the 6% Convertible Notes equaled $279.0 million, which consisted of $289.3 million in principal and $1.4 million in accrued and unpaid interest, reduced by $10.7 million in unamortized discount and $1.0 million in unamortized debt issuance costs. The total reacquisition price of the 6% Convertible Notes equaled $289.3 million which consisted of the $340.7 million fair value of the 10% Convertible Notes, $1.4 million in accrued and unpaid interest, and $1.2 million of fees paid to Noteholders as part of the amendment, reduced by $24.0 million, the fair value at March 31, 2020 of the embedded derivative relating to the equity classified conversion feature was reclassified from additional paid-in capital at the time of the debt extinguishment, $20.0 million cash received from the additional 10% Convertible Notes that were issued to New Enterprise Associates 10, Limited Partnership, and the $10.0 million issuance to Foris Ventures, LLC. The new net carrying amount of the 10% Convertible Notes of $263.4 million, which consists of the $249.3 million principal of the 10% Convertible Notes, $14.1 million net of premium paid for the 10% Convertible Notes and debt issuance costs was classified as non-current as of June 30, 2020. Furthermore, the $14.1 million deemed premium net of debt issuance cost is being amortized over the term of the 10% Convertible Notes using the effective interest method. 10% Notes due July 2024 - The outstanding unpaid principal balance of the 10% Notes of $14.0 million and $14.0 million were classified as current as of June 30, 2020 and December 31, 2019, respectively, and the net carrying amount of the 10% Notes of $69.5 million and $76.0 million were classified as non-current as of June 30, 2020 and December 31, 2019, respectively. The accrued unpaid interest balance on the 10% Notes was $3.6 million and $3.9 million as on June 30, 2020 and December 31, 2019, respectively. 10.25% Senior Secured Notes due March 2027 - On May 1, 2020, we issued $70.0 million of 10.25% Senior Secured Notes due 2027 (the “10.25% Senior Secured Notes”) in a private placement (the “Senior Secured Notes Private Placement”). The 10.25% Senior Secured Notes are governed by an indenture (the “Senior Secured Notes Indenture”) entered into among us, the guarantors party thereto and U.S. Bank National Association, in its capacity as trustee and collateral agent. The 10.25% Senior Secured Notes are secured by certain of our operations and maintenance agreements that previously were part of the security for the 6% Convertible Notes. We used the proceeds of this issuance to repay $70.0 million of our 10% Convertible Notes on May 1, 2020. The 10.25% Senior Secured Notes are supported by a $150.0 million indenture between us and US Bank National Association which contains an accordion feature for an additional $80.0 million of notes that can be issued within the next 18 months. Interest on the 10.25% Senior Secured Notes is payable on March 31, June 30, September 30 and December 31 of each year, commencing June 30, 2020. The 10.25% Senior Secured Notes Indenture contains customary events of default and covenants relating to, among other things, the incurrence of new debt, affiliate transactions, liens and restricted payments. On or after March 27, 2022, we may redeem all of the 10.25% Senior Secured Notes at a price equal to 108% of the principal amount of the 10.25% Senior Secured Notes plus accrued and unpaid interest, with such optional redemption prices decreasing to 104% on and after March 27, 2023, 102% on and after March 27, 2024 and 100% on and after March 27, 2026. Before March 27, 2022, we may redeem the 10.25% Senior Secured Notes upon repayment of a make-whole premium. If we experience a change of control, we must offer to purchase for cash all or any part of each holder’s 10.25% Senior Secured Notes at a purchase price equal to 101% of the principal amount of the 10.25% Senior Secured Notes, plus accrued and unpaid interest. The outstanding unpaid principal of the 10.25% Senior Secured Notes of $70.0 million was classified as non-current as of June 30, 2020. Non-recourse Debt Facilities 7.5% Term Loan due September 2028 - In December 2012 and later amended in August 2013, PPA IIIa entered into a $46.8 million credit agreement to help fund the purchase and installation of our Energy Servers. The loan bears a fixed interest rate of 7.5% payable quarterly. The loan requires quarterly principal payments which began in March 2014. The credit agreement requires us to maintain a debt service reserve for all funded systems, the balance of which was $3.8 million and $3.8 million as of June 30, 2020 and December 31, 2019, respectively, and which was included as part of long-term restricted cash in the condensed consolidated balance sheets. The loan is secured by all assets of PPA IIIa. 6.07% Senior Secured Notes due March 2025 - The notes bear a fixed interest rate of 6.07% per annum payable quarterly which began in December 2015 and ends in March 2030. The notes are secured by all the assets of the PPA IV. The note purchase agreement requires us to maintain a debt service reserve, the balance of which was $8.3 million as of June 30, 2020 and $8.0 million as of December 31, 2019, and which was included as part of long-term restricted cash in the condensed consolidated balance sheets. The notes are secured by all the assets of the PPA IV. LIBOR + 2.5% Term Loan due December 2021 - The outstanding debt balance of the Term Loan of $5.3 million and $5.1 million were classified as current and $113.2 million and $115.3 million were classified as non-current as of June 30, 2020 and December 31, 2019, respectively. In accordance with the credit agreement, PPA V was issued a floating rate debt based on LIBOR plus a margin, paid quarterly. The applicable margins used for calculating interest expense are 2.25% for years 1-3 following the Term Conversion Date and 2.5% thereafter. For the Lenders’ commitments to the loan and the commitments to a letter of credit ("LC") facility, the PPA V also pays commitment fees at 0.50% per annum over the outstanding commitments, paid quarterly. The loan is secured by all the assets of the PPA V and requires quarterly principal payments which began in March 2017. In connection with the floating-rate credit agreement, in July 2015 PPA V entered into pay-fixed, receive-float interest rate swap agreements to convert its floating-rate loan into a fixed-rate loan. Letters of Credit due December 2021 - In June 2015, PPA V entered into a $131.2 million term loan due December 2021. The agreement also included commitments to a LC facility with the aggregate principal amount of $6.4 million, later adjusted down to $6.2 million. The amount reserved under the letter of credit as of June 30, 2020 and December 31, 2019 was $5.2 million and $5.0 million, respectively. The unused capacity as of June 30, 2020 and December 31, 2019 was $1.0 million and $1.2 million, respectively. Related Party Debt Portions of the above described recourse and non-recourse debt are held by various related parties. See Note 16, Related Party Transactions for a full description. Repayment Schedule and Interest Expense The following table presents detail of our outstanding loan principal repayment schedule as of June 30, 2020 (in thousands): Remainder of 2020 $ 20,373 2021 395,201 2022 38,480 2023 44,768 2024 39,615 Thereafter 102,189 $ 640,626 |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Interest Rate Swaps We use various financial instruments to minimize the impact of variable market conditions on our results of operations. We use interest rate swaps to minimize the impact of fluctuations of interest rate changes on our outstanding debt where LIBOR is applied. We do not enter into derivative contracts for trading or speculative purposes. The fair values of the derivatives designated as cash flow hedges as of June 30, 2020 and December 31, 2019 on our condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, 2019 Assets Prepaid expenses and other current assets $ — $ 3 $ — $ 3 Liabilities Accrued expenses and other current liabilities $ 2,098 $ 782 Derivative liabilities 15,783 8,459 $ 17,881 $ 9,241 PPA Company V - In July 2015, PPA Company V entered into nine interest rate swap agreements to convert a variable interest rate debt to a fixed rate and we designated and documented the interest rate swap arrangements as cash flow hedges. Three of these swaps matured in 2016, three will mature on December 21, 2021 and the remaining three will mature on September 30, 2031. We evaluate and calculate the effectiveness of the hedge at each reporting date. The effective change was recorded in accumulated other comprehensive income (loss) and was recognized as interest expense on settlement. The notional amounts of the swaps were $183.2 million and $184.2 million as of June 30, 2020 and December 31, 2019, respectively. We measure the swaps at fair value on a recurring basis. Fair value is determined by discounting future cash flows using LIBOR rates with appropriate adjustment for credit risk. We recorded a gain of $35,600 and a gain of $36,000 attributable to the change in valuation during the three months ended June 30, 2020 and 2019, respectively, and were included in other income (expense), net in the condensed consolidated statements of operations. We recorded a gain of $71,000 and a gain of $12,000 attributable to the change in valuation during the six months ended June 30, 2020 and 2019, respectively, and were included in other income (expense), net in the condensed consolidated statement of operations. The changes in fair value of the derivative contracts designated as cash flow hedges and the amounts recognized in accumulated other comprehensive loss and in earnings were as follows (in thousands): Three Months Ended June 30, Six months ended June 30, 2020 2019 2020 2019 Beginning balance $ 17,415 $ 5,692 $ 9,238 $ 3,548 Loss recognized in other comprehensive loss 928 3,460 9,284 5,590 Amounts reclassified from other comprehensive loss to earnings (425) 42 (567) 103 Net loss recognized in other comprehensive loss 503 3,502 8,717 5,693 Gain recognized in earnings (37) (48) (74) (95) Ending balance $ 17,881 $ 9,146 $ 17,881 $ 9,146 For the three months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contract and recorded an unrealized loss of $0.1 million and an unrealized loss of $1.1 million, respectively. For the six months ended June 30, 2020 and 2019, we marked-to-market the fair value of our natural gas fixed price forward contract and recorded an unrealized loss of $0.7 million and an unrealized loss of $0.7 million, respectively. For the three months ended June 30, 2020 and 2019, we recorded a realized gain of $1.5 million and realized gain of $1.1 million, respectively, on the settlement of these contracts. Gains and losses are recorded in cost of revenue on the condensed consolidated statement of operations. For the six months ended June 30, 2020 and 2019, we recorded a realized gain of $2.5 million and realized gain of $1.6 million, respectively, on the settlement of these contracts. Gains and losses are recorded in cost of revenue on the condensed consolidated statement of operations. Embedded EPP Derivatives in Sales Contracts |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Our capitalization as of June 30, 2020 and December 31, 2019 is described as follows: Authorized Shares Issued and Outstanding June 30, 2020 December 31, 2019 Total common stock - Class A 1 600,000,000 99,233,074 84,549,511 Total common stock - Class B 1 600,000,000 31,005,215 36,486,778 Total preferred stock 10,000,000 — — 130,238,289 121,036,289 Rights to acquire stock Stock Plans' options and awards outstanding: 2002 stock plan 1,684,718 1,856,154 2012 equity incentive plan 13,530,104 16,638,850 2018 equity incentive plan 9,664,887 9,454,578 24,879,709 27,949,582 Warrants outstanding: Common warrants 2 494,121 494,121 25,373,830 28,443,703 Total diluted shares 155,612,119 149,479,992 Total options/RSUs available for grant - 2018 EIP plan 22,789,740 17,233,144 Total shares available for grant - 2018 ESPP plan 3,532,380 3,030,407 181,934,239 169,743,543 Unreserved Stock 503,245,441 Total authorized shares 1 We have two classes of authorized common stock, Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible into one share of Class A common stock at the discretion of its holder, or automatically upon the earliest to occur of (i) immediately prior to the close of business on July 27, 2023, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B common stock represent less than five percent (5%) of the aggregate number of shares of Class A common stock and Class B common stock then outstanding, (iii) the date and time or the occurrence of an event specified in a written conversion election delivered by KR Sridhar to our Secretary or Chairman of the Board to so convert all shares of Class B common stock, or (iv) immediately following the date of the death of KR Sridhar. 2 As of June 30, 2020 and December 31, 2019, we had Class B common stock warrants outstanding to purchase 481,181 and 12,940 shares of Class B common stock at exercise prices of $27.78 and $38.64, respectively. |
Stock-Based Compensation and Em
Stock-Based Compensation and Employee Benefit Plan | 6 Months Ended |
Jun. 30, 2020 | |
Compensation Related Costs [Abstract] | |
Stock-Based Compensation and Employee Benefit Plan | Stock-Based Compensation and Employee Benefit Plans Share-based grants are designed to reward employees for their long-term contributions to us and provide incentives for them to remain with us. 2002 Stock Plan As of June 30, 2020, options to purchase 1,684,718 shares of Class B common stock were outstanding with a weighted average exercise price of $24.80 per share. 2012 Equity Incentive Plan As of June 30, 2020, options to purchase 9,510,910 shares of Class B common stock were outstanding with a weighted average exercise price of $27.15 per share and no shares were available for future grant. As of June 30, 2020, we had outstanding RSUs that may be settled for 4,019,194 shares of Class B common stock under the plan. 2018 Equity Incentive Plan As of June 30, 2020, options to purchase 5,975,977 shares of Class A common stock were outstanding with a weighted average exercise price of $9.25 per share and 3,688,910 shares of outstanding RSUs that may be settled for Class A common stock which were granted pursuant to the plan. Stock-Based Compensation Expense We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of options: Three Months Ended Six Months Ended 2020 2019 2020 2019 Risk-free interest rate 0.6% 2.4%- 2.5% 0.6% 2.4% - 2.6% Expected term (years) 6.6 6.4 - 6.7 6.6 6.4 - 6.7 Expected dividend yield — — — — Expected volatility 71.0% 47.5% 71.0% 47.5% - 50.2% The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Cost of revenue $ 4,736 $ 10,538 $ 10,243 $ 28,850 Research and development 4,714 12,218 10,810 26,448 Sales and marketing 2,234 8,935 6,124 20,447 General and administrative 6,947 19,673 14,473 43,441 $ 18,631 $ 51,364 $ 41,650 $ 119,186 Stock-based Compensation - During the three months ended June 30, 2020 and 2019, we recognized $18.6 million and $51.4 million of total stock-based compensation costs, respectively. During the six months ended June 30, 2020 and 2019, we recognized $41.7 million and $119.2 million of total stock-based compensation costs, respectively. During the three months ended June 30, 2020 and 2019, we recognized $0.9 million and $6.2 million, respectively, of stock-based compensation expense previously capitalized in inventory and property, plant and equipment. During the six months ended June 30, 2020 and 2019, we recognized $1.8 million and $17.0 million, respectively, of stock-based compensation expense previously capitalized in inventory and property, plant and equipment. Stock Option and RSU Activity The following table summarizes the stock option activity under our stock plans during the reporting period: Outstanding Options Number of Weighted Remaining Aggregate (in thousands) December 31, 2019 17,837,316 $ 20.76 6.94 $ 14,964 Granted 200,000 7.30 Exercised (170,873) 5.90 Cancelled (694,838) 22.46 Balances at June 30, 2020 17,171,605 20.69 6.46 26,824 Vested and expected to vest at Current period end 16,555,245 21.08 6.37 24,325 Exercisable at Current period end 9,515,698 28.48 4.67 384 Stock Options - During the three months ended June 30, 2020 and 2019, we recognized $4.9 million and $9.0 million of stock-based compensation costs for stock options, respectively. During the six months ended June 30, 2020 and 2019, we recognized $10.5 million and $18.2 million of stock-based compensation costs for stock options, respectively. We granted 200,000 options of Class A common stock during the three and six months ended June 30, 2020 and the weighted average grant-date fair value of those options was $7.30 per share. As of June 30, 2020 and 2019, we had unrecognized compensation costs related to unvested stock options of $31.0 million and $56.8 million, respectively. This cost is expected to be recognized over the remaining weighted-average period of 2.2 years and 2.6 years, respectively. We had no excess tax benefits in the quarters ended June 30, 2020 and 2019. Cash received from stock options exercised totaled $1.0 million and $ 1.4 million ended June 30, 2020 and 2019, respectively. A summary of our RSUs activity and related information is as follows: Number of Weighted Unvested Balance at December 31, 2019 10,112,266 $ 17.29 Granted 1,214,942 8.75 Vested (3,320,153) 19.06 Forfeited (298,951) 15.50 Balances at June 30, 2020 7,708,104 15.26 Restricted Stock Units - The estimated fair value of RSU awards is based on the fair value of our Class A common stock on the date of grant. For the three months ended June 30, 2020 and June 30, 2019, we recognized $10.5 million and $39.7 million of stock-based compensation costs for RSUs, respectively. For the six months ended June 30, 2020 and June 30, 2019, we recognized $23.7 million and $90.7 million of stock-based compensation costs for RSUs, respectively. As of June 30, 2020, we had $35.3 million of unrecognized stock-based compensation cost related to unvested RSUs. This cost is expected to be recognized over a weighted average period of 1.2 years. As of June 30, 2019, we had $108.2 million of unrecognized stock-based compensation cost related to unvested RSUs. This expense was expected to be recognized over a weighted average period of 1.1 years. The following table presents the stock activity and the total number of RSUs available for grant under our stock plans as of June 30, 2020: Plan Shares Available Balances at December 31, 2019 17,233,144 Added to plan 6,654,552 Granted (1,414,942) Cancelled 992,262 Expired (675,276) Balances at June 30, 2020 22,789,740 2018 Employee Stock Purchase Plan During the three months ended June 30, 2020 and 2019, we recognized $1.8 million and $2.4 million of stock-based compensation costs under our 2018 Employee Stock Purchase Plan (the "2018 ESPP"), respectively. During the six months ended June 30, 2020 and 2019, we recognized $4.7 million and $5.2 million of stock-based compensation costs for the 2018 ESPP, respectively. We issued 992,846 shares in the six months ended June 30, 2020. During the first six months of 2020, we added an additional 1,494,819 shares and there were 3,532,380 shares available for issuance as of June 30, 2020. 2019 and 2020 Executive Awards In November 2019, the Board approved stock options ("2019 Executive Awards") to certain executive staff. The 2019 Executive Awards consist of three vesting tranches with a vesting schedule based on the attainment of market conditions and assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2019 Executive Awards are recognized over the service period, even though no tranches of the 2019 Performance Awards vest unless a market condition is achieved. The grant date fair value of the options is determined using a Monte Carlo simulation. In June 2020, the Board approved stock awards ("2020 Executive Awards") to certain executive staff. The 2020 Executive Awards consist of three vesting tranches with an annual vesting schedule based on the attainment of performance conditions and assuming continued employment and service through each vesting date. Stock-based compensation costs associated with the 2020 Executive Awards is recognized over the service period as we evaluate the probability of the achievement of the performance conditions. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended June 30, 2020 and 2019, we recorded provisions for income taxes of $0.1 million and $0.3 million on pre-tax losses of $47.8 million and $86.7 million for effective tax rates of (0.3)% and (0.3)%, respectively. For the six months ended June 30, 2020 and 2019, we recorded provisions for income taxes of $0.3 million and $0.5 million on pre-tax losses of $129.4 million and $195.2 million for effective tax rates of (0.2)%, and (0.2)%, respectively. The effective tax rate for the three and six months ended June 30, 2020 and 2019 is lower than the statutory federal tax rate primarily due to a full valuation allowance against U.S. deferred tax assets. |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders The following table sets forth the computation of our net loss per share attributable to common stockholders, basic and diluted (in thousands, except per share amounts): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated Restated Numerator: Net loss attributable to Class A and Class B common stockholders $ (42,512) $ (81,911) $ (118,461) $ (186,831) Denominator: Weighted average shares of common stock, basic and diluted 125,928 113,622 124,823 112,737 Net loss per share available to Class A and Class B common stockholders, basic and diluted $ (0.34) $ (0.72) $ (0.95) $ (1.66) The following common stock equivalents (in thousands) were excluded from the computation of our net loss per share attributable to common stockholders, diluted, for the periods presented as their inclusion would have been antidilutive: Three Months Ended Six Months Ended 2020 2019 2020 2019 Convertible notes $ 31,162 $ 27,253 $ 31,162 $ 27,253 Stock options and awards 4,788 6,480 4,889 5,811 $ 35,950 $ 33,733 $ 36,051 $ 33,064 |
Power Purchase Agreement Progra
Power Purchase Agreement Programs | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Power Purchase Agreement Programs | Power Purchase Agreement Programs Overview In mid-2010, we began offering our Energy Servers through our Bloom Electrons program, which we denote as Power Purchase Agreement Programs, financed via investment entities. For additional information, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2019. PPA Entities' Activities Summary The table below shows the details of the three Investment Companies' VIEs that were active during the six months ended June 30, 2020 and their cumulative activities from inception to the periods indicated (dollars in thousands): PPA IIIa PPA IV PPA V Overview: Maximum size of installation (in megawatts) 10 21 40 Installed size (in megawatts) 10 19 37 Term of power purchase agreements (in years) 15 15 15 First system installed Feb-13 Sep-14 Jun-15 Last system installed Jun-14 Mar-16 Dec-16 Income (loss) and tax benefits allocation to Equity Investor 99% 90% 99% Cash allocation to Equity Investor 99% 90% 90% Income (loss), tax and cash allocations to Equity Investor after the flip date 5% No flip No flip Equity Investor 1 US Bank Exelon Corporation Exelon Corporation Put option date 2 1st anniversary of flip point N/A N/A Company cash contributions $ 32,223 $ 11,669 $ 27,932 Company non-cash contributions 3 $ 8,655 $ — $ — Equity Investor cash contributions $ 36,967 $ 84,782 $ 227,344 Debt financing $ 44,968 $ 99,000 $ 131,237 Activity as of June 30, 2020: Distributions to Equity Investor $ 4,819 $ 8,582 $ 74,128 Debt repayment—principal $ 9,293 $ 19,534 $ 11,765 Activity as of December 31, 2019: Distributions to Equity Investor $ 4,803 $ 6,692 $ 70,591 Debt repayment—principal $ 6,631 $ 18,012 $ 9,453 1 Investor name represents ultimate parent of subsidiary financing the project. 2 Investor right on the certain date, upon giving us advance written notice, to sell the membership interests to us or resign or withdraw from the investment partnership. 3 Non-cash contributions consisted of warrants that were issued by us to respective lenders to each PPA Entity, as required by such entity’s credit agreements. The corresponding values are amortized using the effective interest method over the debt term. The noncontrolling interests in PPA IIIa are redeemable as a result of the put option held by the Equity Investors as of June 30, 2020 and December 31, 2019. At June 30, 2020 and December 31, 2019, the carrying value of redeemable noncontrolling interests of $0.1 million and $0.4 million, respectively, exceeded the maximum redemption value. PPA Entities’ Aggregate Assets and Liabilities Generally, Operating Company assets can be used to settle only the Operating Company obligations and Operating Company creditors do not have recourse to us. The aggregate carrying values of our VIEs, including PPA IIIa, PPA IV and PPA V , for their assets and liabilities in our condensed consolidated balance sheets, after eliminations of intercompany transactions and balances, were (in thousands): June 30, December 31, 2019 Assets Current assets: Cash and cash equivalents $ 4,600 $ 1,894 Restricted cash 827 2,244 Accounts receivable 4,004 4,194 Customer financing receivable 5,254 5,108 Prepaid expenses and other current assets 1,030 3,587 Total current assets 15,715 17,027 Property and equipment, net 263,793 275,481 Customer financing receivable, non-current 48,111 50,747 Restricted cash 15,123 15,045 Other long-term assets 241 607 Total assets $ 342,983 $ 358,907 Liabilities Current liabilities: Accrued expenses and other current liabilities $ 2,312 $ 1,391 Deferred revenue and customer deposits 662 662 Current portion of debt 11,366 12,155 Total current liabilities 14,340 14,208 Derivative liabilities 15,783 8,459 Deferred revenue 6,405 6,735 Long-term portion of debt 218,316 223,267 Other long-term liabilities 2,627 2,355 Total liabilities $ 257,471 $ 255,024 As of January 1, 2020, the flip date, we are the majority owner shareholder in the PPA IIIa entity receiving 95% of all cash distributions and profits and losses. In PPA IV and PPA V we consolidate as VIEs, we are the minority shareholder. PPA Entities contain debt that is non-recourse to us. The PPA Entities also own Energy Server assets for which we do not have title. Although we will continue to have Power Purchase Agreement Program entities in the future and offer customers the ability to purchase electricity without the purchase of our Energy Servers, we do not intend to be a minority investor in any new Power Purchase Agreement Program entities. We believe that by presenting assets and liabilities separate from the PPA Entities, we provide a better view of the true operations of our core business. The table below provides detail into the assets and liabilities of Bloom Energy separate from the PPA Entities. The following table shows Bloom Energy's stand-alone, the PPA Entities combined and these consolidated balances as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 December 31, 2019 Bloom Energy PPA Entities Consolidated Bloom Energy PPA Entities Consolidated Assets Current assets $ 425,077 $ 15,715 $ 440,792 $ 455,680 $ 17,027 $ 472,707 Long-term assets 509,483 327,268 836,751 508,004 341,880 849,884 Total assets $ 934,560 $ 342,983 $ 1,277,543 $ 963,684 $ 358,907 $ 1,322,591 Liabilities Current liabilities $ 274,696 $ 2,974 $ 277,670 $ 234,328 $ 2,053 $ 236,381 Current portion of debt 14,698 11,366 26,064 325,428 12,155 337,583 Long-term liabilities 579,870 24,815 604,685 599,709 17,549 617,258 Long-term portion of debt 401,339 218,316 619,655 75,962 223,267 299,229 Total liabilities $ 1,270,603 $ 257,471 $ 1,528,074 $ 1,235,427 $ 255,024 $ 1,490,451 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Facilities Leases We lease most of our facilities, office buildings and equipment under operating leases that expire at various dates through December 2028. Our headquarters is used for administration, research and development and sales and marketing. Additionally, we lease various manufacturing facilities in Sunnyvale, California and Mountain View, California. Our current lease for our Sunnyvale manufacturing facilities, entered into in April 2005, expires in 2020. Our current lease for our manufacturing facilities at Mountain View, entered into in December 2011, expired in December 2019 and is extended on a month to month arrangement. In June 2020, we signed a lease to replace a manufacturing facility in Mountain View, California that will expire in 2027. The existing leased plants together comprise approximately 370,601 square feet of space. We lease additional office space as field offices in the United States and around the world including in India, the Republic of Korea, China and Taiwan. During the three months ended June 30, 2020 and 2019, rent expense for all occupied facilities was $1.9 million and $1.8 million, respectively. During the six months ended June 30, 2020 and 2019, rent expense for all occupied facilities was $4.0 million and $3.8 million, respectively. Equipment Leases We are a party to master lease agreements that provide for the sale of our Energy Servers to third parties and the simultaneous leaseback of the systems which we then sublease to customers. The lease agreements expire on various dates through 2025 and there was no recorded rent expense for the three and six months ended June 30, 2020 and 2019. At June 30, 2020, future minimum lease payments under operating leases and financing obligations were as follows (in thousands): Operating Leases Obligations Financing Obligations Sublease Payments 1 Remainder of 2020 $ 4,214 $ 19,054 $ (19,054) 2021 10,005 38,726 (38,726) 2022 6,110 39,680 (39,680) 2023 6,230 40,582 (40,582) 2024 6,416 38,442 (38,442) Thereafter 24,087 117,592 (117,592) Total lease payments $ 57,062 294,076 $ (294,076) Less: imputed interest (170,557) Total lease obligations 123,519 Less: current obligations (11,603) Long-term lease obligations $ 111,916 1 Sublease Payments primarily represents the fees received by the bank from our end customer for the electricity generated by our Energy Servers leased under our Managed Services and other similar arrangements, which also pay down our financing obligation to the bank. Managed Services Financing Obligations - Our Managed Services arrangements are classified as capital leases and are recorded as financing transactions, while the sublease arrangements with the end customer are classified as operating leases. Payments received from the financier are recorded as financing obligations. These obligations are included in each agreements' contract value and are recorded as short-term or long-term liabilities based on the estimated payment dates. The long-term financing obligations were $440.4 million and $446.2 million as of June 30, 2020 and December 31, 2019, respectively. The difference between these obligations and the principal obligations in the table above will be offset against the carrying value of the related Energy Servers at the end of the lease and the remainder recognized as a gain at that point. We recognize revenue for the electricity generated by allocating the total proceeds of the sublease payments based on the relative standalone selling prices to electricity revenue and to service revenue. Purchase Commitments with Suppliers and Contract Manufacturers - In order to reduce manufacturing lead-times and to ensure an adequate supply of inventories, we have agreements with our component suppliers and contract manufacturers to allow long lead-time component inventory procurement based on a rolling production forecast. We are contractually obligated to purchase long lead-time component inventory procured by certain manufacturers in accordance with its forecasts. We can generally give notice of order cancellation at least 90 days prior to the delivery date. However, we issue purchase orders to our component suppliers and third-party manufacturers that may not be cancellable. As of June 30, 2020 and December 31, 2019, we had no material open purchase orders with our component suppliers and third-party manufacturers that are not cancellable. Power Purchase Agreement Program - Under the terms of the Bloom Electrons program, customers agree to purchase power from our Energy Servers at negotiated rates, generally for periods of up to fifteen years. We are responsible for all operating costs necessary to maintain, monitor and repair the Energy Servers, including the fuel necessary to operate the systems under certain PPA contracts. The risk associated with the future market price of fuel purchase obligations is mitigated with commodity contract futures. For additional information on the Bloom Electrons program, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and Note 13, Power Purchase Agreement Programs The PPA Entities guarantee the performance of Energy Servers at certain levels of output and efficiency to its customers over the contractual term. The PPA Entities monitor the need for any accruals arising from such guaranties, which are calculated as the difference between committed and actual power output or between natural gas consumption at warranted efficiency levels and actual consumption, multiplied by the contractual rates with the customer. Amounts payable under these guaranties are accrued in periods when the guaranties are not met and are recorded in cost of service revenue in the condensed consolidated statements of operations. We paid $5.7 million and $3.5 million for the six months ended June 30, 2020 and the year ended December 31, 2019, respectively. Letters of Credit - In June 2015, PPA V entered into a $131.2 million credit agreement to fund the purchase and installation of our Energy Servers. The lenders have commitments to a LC facility with the aggregate principal amount of $6.2 million. The LC facility is to fund the Debt Service Reserve Account. The amount reserved under the LC as of June 30, 2020 was $5.2 million. In 2019, pursuant to the PPA II upgrade of Energy Servers, we agreed to indemnify SPDS for losses that may be incurred in the event of certain regulatory, legal or legislative development and established a cash-collateralized letter of credit for this purpose. As of June 30, 2020, the balance of this cash-collateralized LC was $108.7 million, of which $4.2 million and $104.5 million is recorded as short-term and long-term restricted cash, respectively. Pledged Funds - In 2019, pursuant to the PPA IIIb upgrade of Energy Servers, we have restricted cash of $20.0 million which has been pledged for a seven-year period to secure our operations and maintenance obligations with respect to the totality of our obligations to the financier. All or a portion of such funds would be released if we meet certain credit rating and/or market capitalization milestones prior to the end of the pledge period. If we do not meet the required criteria within the first five-year period, the funds would still be released to us over the following two years as long as the Energy Servers continue to perform in compliance with our warranty obligations. Contingencies Indemnification Agreements - We enter into standard indemnification agreements with our customers and certain other business partners in the ordinary course of business. Our exposure under these agreements is unknown because it involves future claims that may be made against us but have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations. Delaware Economic Development Authority - In March 2012, we entered into an agreement with the Delaware Economic Development Authority to provide a grant of $16.5 million as an incentive to establish a new manufacturing facility in Delaware and to provide employment for full time workers at the facility over a certain period of time. The grant contains two types of milestones that we must complete to retain the entire amount of the grant proceeds. The first milestone was to provide employment for 900 full time workers in Delaware by the end of the first recapture period of September 30, 2017. The second milestone was to pay these full-time workers a cumulative total of $108.0 million in compensation by September 30, 2017. There are two additional recapture periods at which time we must continue to employ 900 full time workers and the cumulative total compensation paid by us is required to be at least $324.0 million by September 30, 2023. As of June 30, 2020, we had 380 full time workers in Delaware and paid $135.1 million in cumulative compensation. As of December 31, 2019, we had 323 full time workers in Delaware and paid $120.1 million in cumulative compensation. We have so far received $12.0 million of the grant which is contingent upon meeting the milestones through September 30, 2023. In the event that we do not meet the milestones, we may have to repay the Delaware Economic Development Authority, including up to $2.6 million on September 30, 2021 and up to an additional $2.5 million on September 30, 2023. As of June 30, 2020, we paid $1.5 million for recapture provisions and have recorded $10.5 million in other long-term liabilities for potential recapture. Investment Tax Credits ("ITCs") - Our Energy Servers are eligible for federal ITCs that accrued to qualified property under Internal Revenue Code Section 48 when placed into service. However, the ITC program has operational criteria that extend for five years. If the energy property is disposed or otherwise ceases to be qualified investment credit property before the close of the five-year recapture period is fulfilled, it could result in a partial reduction of the incentives. Energy Servers are purchased by the PPA Entities, other financial sponsors or customers and, therefore, these bear the risk of repayment if the assets placed in service do not meet the ITC operational criteria in the future although in certain limited circumstances we do provide indemnification for such risk. Legal Matters - We are involved in various legal proceedings that arise in the ordinary course of business. We review all legal matters at least quarterly and assess whether an accrual for loss contingencies needs to be recorded. We record an accrual for loss contingencies when management believes that it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal matters are subject to uncertainties and are inherently unpredictable, so the actual liability in any such matters may be materially different from our estimates. If an unfavorable resolution were to occur, there exists the possibility of a material adverse impact on our consolidated financial condition, results of operations or cash flows for the period in which the resolution occurs or on future periods. In July 2018, two former executives of Advanced Equities, Inc., Keith Daubenspeck and Dwight Badger, filed a statement of claim with the American Arbitration Association in Santa Clara, CA, against us, Kleiner Perkins, Caufield & Byers, LLC (“KPCB”), New Enterprise Associates, LLC (“NEA”) and affiliated entities of both KPCB and NEA seeking to compel arbitration and alleging a breach of a confidential agreement executed between the parties on June 27, 2014 (the “Confidential Agreement”). On May 7, 2019, KPCB and NEA were dismissed with prejudice. On June 15, 2019, a second amended statement of claim was filed against us alleging securities fraud, fraudulent inducement, a breach of the Confidential Agreement, and violation of the California unfair competition law. On July 16, 2019, we filed our answering statement and affirmative defenses. On September 27, 2019, we filed a motion to dismiss the statement of claim. On March 24, 2020, the Tribunal denied our motion to dismiss in part, and ordered that Claimant’s relief is limited to rescission of the Confidential Agreement or remedies consistent with rescission, and not expectation damages. We do not believe claimant’s claims supporting rescission have merit nor that claimants can remit to us the monetary benefits they already obtained under the Confidential Agreement. We have recorded no loss contingency related to this claim. On July 30, 2020, Claimants notified us that they intend to file a complaint in the Northern District of California seeking to stay the arbitration, and disqualify the arbitration panel on procedural grounds. We believe Claimants have no basis to bring this Complaint and that doing so will breach the Confidential Agreement. In June 2019, Messrs. Daubenspeck and Badger filed a complaint against our Chief Executive Officer ("CEO") and our former Chief Financial Officer ("CFO") in the United States District Court for the Northern District of Illinois asserting nearly identical claims as those in the pending arbitration discussed above. The lawsuit has been stayed pending the outcome of the arbitration. We believe the complaint to be without merit and we have recorded no loss contingency related to this claim. In March 2019, the Lincolnshire Police Pension Fund filed a class action complaint in the Superior Court of the State of California, County of Santa Clara, against us, certain members of our senior management, certain of our directors and the underwriters in our initial public offering alleging violations under Sections 11 and 15 of the Securities Act of 1933, as amended (the "Securities Act") for alleged misleading statements or omissions in our Registration Statement on Form S-1 filed with the SEC in connection with our July 25, 2018 initial public offering ("IPO"). Two related class action cases were subsequently filed in the Santa Clara County Superior Court against the same defendants containing the same allegations; Rodriquez vs Bloom Energy et al. was filed on April 22, 2019 and Evans vs Bloom Energy et al. was filed on May 7, 2019. These cases have been consolidated. Plaintiffs' Consolidated Amended Complaint was filed with the court on September 12, 2019. On October 4, 2019, defendants moved to stay the lawsuit pending the federal district court action discussed below. On December 7, 2019, the Superior Court issued an order staying the action through resolution of the parallel federal litigation mentioned below. We believe the complaint to be without merit and we intend to vigorously defend. In May 2019, Elissa Roberts filed a class action complaint in the federal district court for the Northern District of California against us, certain members of our senior management team, and certain of our directors alleging violations under Section 11 and 15 of the Securities Act for alleged misleading statements or omissions in our Registration Statement on Form S-1 filed with the SEC in connection with our IPO. On September 3, 2019, James Hunt was appointed as lead plaintiff and Levi & Korsinsky was appointed as plaintiff’s counsel. On November 4, 2019, plaintiffs filed an amended complaint adding the underwriters in our initial public offering, claims under Sections 10b and 20a of the Securities Exchange Act of 1934 (the Exchange Act") and extending the class period to September 16, 2019. On April 21, 2020, plaintiffs filed a second amended complaint adding claims under the Securities Act. The second amended complaint also adds allegations pertaining to the Restatement and, as to claims under the Exchange Act, extends the class period through February 12, 2020. We believe the complaint to be without merit and we intend to vigorously defend. On July 1, 2020, we filed a motion to dismiss the second amended complaint. I n September 2019, we received a books and records demand from purported stockholder Dennis Jacob (“Jacob Demand”). The Jacob Demand cites allegations from the September 17, 2019 report prepared by admitted short seller Hindenburg Research. In November 2019, we received a substantially similar books and records demand from the same law firm on behalf of purported stockholder Michael Bolouri (“Bolouri Demand” and, together with the Jacob Demand, the “Demands”). On January 13, 2020, Messrs. Jacob and Bolouri filed a complaint in the Delaware Court of Chancery to enforce the Demands in the matter styled Jacob v. Bloom Energy Corp. , C.A. No. 2020-0023-JRS. On March 9, 2020, Messrs. Jacob and Bolouri filed an amended complaint in the Delaware Court of Chancery to add allegations regarding the restatement. A trial date for this matter has been set for December 7, 2020. We believe the complaint to be without merit. In March 2020, Francisco Sanchez filed a class action complaint in Santa Clara County Superior Court against us a lleging certain wage and hour violations under the California Labor Code and Industrial Welfare Commission Wage Orders and that we engaged in unfair business practices under the California Business and Professions Code, and in July 2020 he amended his complaint to add claims under the California Labor Code Private Attorneys General Act (PAGA). We are still investigating the Plantiff's allegations and intend to vigorously defend against the complaint, but any range of potential loss is not currently estimable. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
Segment Information | Segment Information Segment and the Chief Operating Decision MakerOur chief operating decision makers ("CODMs"), our CEO and the CFO, review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The CODMs allocate resources and make operational decisions based on direct involvement with our operations and product development efforts. We are managed under a functionally-based organizational structure with the head of each function reporting to the Chief Executive Officer. The CODMs assess performance, including incentive compensation, based upon consolidated operations performance and financial results on a consolidated basis. As such, we have a single operating unit structure and are a single reporting segment. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Our operations included the following related party transactions (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Total revenue from related parties $ 881 $ 81,572 $ 1,930 $ 82,354 Interest expense to related parties 794 1,606 2,160 3,218 Bloom Energy Japan Limited In May 2013, we entered into a joint venture with Softbank Corp., which is accounted for as an equity method investment. Under this arrangement, we sell Energy Servers and provide maintenance services to the joint venture. For the three months ended June 30, 2020 and June 30, 2019, we recognized related-party total revenue of $0.9 million and $0.8 million, respectively. For the six months ended June 30, 2020 and June 30, 2019, we recognized related-party total revenue of $1.9 million and $1.6 million, respectively. Accounts receivable from this joint venture was $0.1 million as of June 30, 2020 and $2.4 million as of December 31, 2019. Debt to Related Parties The following is a summary of our debt and convertible notes from investors considered to be related parties as of June 30, 2020 (in thousands): Unpaid Net Carrying Value Current Long- Total Recourse debt from related parties: 10% convertible promissory notes due December 2021 from related parties $ 50,801 $ — $ 53,675 $ 53,675 Total debt from related parties $ 50,801 $ — $ 53,675 $ 53,675 The following is a summary of our debt and convertible notes from investors considered to be related parties as of December 31, 2019 (in thousands): Unpaid Net Carrying Value Current Long- Total Recourse debt from related parties: 6% convertible promissory notes due December 2020 from related parties $ 20,801 $ 20,801 $ — $ 20,801 Non-recourse debt from related parties: 7.5% term loan due September 2028 from related parties 38,337 3,882 31,088 34,970 Total debt from related parties $ 59,138 $ 24,683 $ 31,088 $ 55,771 In November 2019, one related-party note holder exchanged $6.9 million of their 6% Convertible Notes at the conversion price of $11.25 per share into 616,302 shares of Class A common stock. On March 31, 2020, we issued $30.0 million of new 10% Convertible Notes to two related-party note holders. In May 2020, the 7.5% term loan note holder ceased to be considered a related party. We made no payments to this note holder prior to them terminating their related party relationship with us in the three months ended June 30, 2020, and we paid $0.4 million on this non-recourse 7.5% term loan principal balance in the three months ended June 30, 2019. We paid no interest and $0.7 million of interest in the three months ended June 30, 2020 and June 30, 2019, respectively. We repaid $2.1 million and $1.2 million of the non-recourse 7.5% term loan principal balance in the six months ended June 30, 2020 and June 30, 2019, respectively, and we paid $0.7 million and $1.5 million of interest in the six months ended June 30, 2020 and June 30, 2019, respectively. See Note 7, Outstanding Loans and Security Agreements |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Other Events There have been no other subsequent events that occurred during the period subsequent to the date of these financial statements that would require adjustment to our disclosure in the financial statements as presented. |
Nature of Business, Liquidity_2
Nature of Business, Liquidity, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation We have prepared the unaudited condensed consolidated financial statements included herein pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), and as permitted by those rules, the condensed consolidated financial statements do not include all disclosures required by generally accepted accounting principles as applied in the United States (“U.S. GAAP”). However, we believe that the disclosures herein are adequate to ensure the information presented is not misleading. The condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 (the latter has been derived from the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019), and the condensed consolidated statements of operations, of comprehensive loss, of redeemable noncontrolling interest, total stockholders' deficit and noncontrolling interest, and of cash flows for the periods ended June 30, 2020 and 2019, and related notes, should be read in conjunction with the audited financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as filed with the SEC on March 31, 2020. We believe that all necessary adjustments, which consisted only of normal recurring items, have been included in the accompanying financial statements to fairly state the results of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for our fiscal year ending December 31, 2020. |
Principles of Consolidation | Principles of Consolidation These condensed consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest. We use a qualitative approach in assessing the consolidation requirement for each of our variable interest entities ("VIE"), which we refer to as our power purchase agreement entities ("PPA Entities"). This approach focuses on determining whether we haves the power to direct those activities of the PPA Entities that most significantly affect their economic performance and whether we have the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the PPA Entities. For all periods presented, we have determined that we are the primary beneficiary in all of our operational PPA Entities, other than with respect to the PPA II and PPA IIIb Entities, as discussed in Note 13, Power Purchase Agreement Programs . We evaluate our relationships with the PPA Entities on an ongoing basis to ensure that we continue to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and the accompanying notes. The most significant estimates include the determination of the stand-alone selling price, including material rights estimates, inventory valuation, specifically excess and obsolescence provisions for obsolete or unsellable inventory and, in relation to property, plant and equipment (specifically Energy Servers), assumptions relating to economic useful lives and impairment assessments. Other accounting estimates include variable consideration relating to product performance guaranties, assumptions to compute the fair value of lease and non-lease components and related financing obligations such as incremental borrowing rates, estimated output, efficiency and residual value of the Energy Servers, warranty, product performance guaranties and extended maintenance, derivative valuations, estimates for recapture of U.S. Treasury grants and similar grants, estimates relating to contractual indemnities provisions, estimates for income taxes and deferred tax asset valuation allowances, and stock-based compensation costs. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition, including sales, expenses, our allowance for doubtful accounts, stock-based compensation, the carrying value of our long-lived assets, inventory, financial assets, and valuation allowances for tax assets, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat it, as well as the economic impact on local, regional, national and international customers, suppliers and markets. We have made estimates of the impact of COVID-19 within our financial statements and there may be changes to those estimates in future periods as new information becomes available. Actual results could differ materially from these estimates under different assumptions and conditions. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Other than the adoption of the accounting guidance mentioned below, there have been no other significant changes in our reported financial position or results of operations and cash flows resulting from the adoption of new accounting pronouncements. Accounting Guidance Implemented in 2020 Fair Value Measurement - In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU 2018-13, Fair Value Measurement Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"). ASU 2018-13 has eliminated, amended and added disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of, and reasons for, transfers between Level 1 and Level 2 of the fair value hierarchy, the policy of timing of transfers between levels of the fair value hierarchy and the valuation processes for Level 3 fair value measurements. Companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. ASU 2018-13 was effective for annual and interim periods beginning after December 15, 2019. Early adoption was permitted. We adopted ASU 2018-13 as of January 1, 2020 and the adoption did not have a material effect on our financial statements and related disclosures. Stock Compensation - In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07") which aligns the accounting for share-based payment awards issued to employees and nonemployees. Measurement of equity-classified nonemployee awards will now be valued on the grant date and will no longer be remeasured through the performance completion date. ASU 2018-07 also changes the accounting for nonemployee awards with performance conditions to recognize compensation cost when achievement of the performance condition is probable, rather than upon achievement of the performance condition, as well as eliminating the requirement to reassess the equity or liability classification for nonemployee awards upon vesting, except for certain award types. ASU 2018-07 was effective for us for interim and annual reporting periods beginning after December 15, 2019. Early adoption was permitted. We adopted ASU 2018-07 using a modified retrospective approach in January 2020 and the adoption of ASU 2018-07 did not have a material effect on our financial statements and related disclosures. Accounting Guidance Not Yet Adopted Leases - In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), as amended (“ASC 842”), which provides new authoritative guidance on lease accounting. Among its provisions, the standard changes the definition of a lease, requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet for operating leases and also requires additional qualitative and quantitative disclosures about lease arrangements. All leases in scope will be classified as either operating or financing. Operating and financing leases will require the recognition of an asset and liability to be measured at the present value of the lease payments. ASC 842 also makes a distinction between operating and financing leases for purposes of reporting expenses on the income statement. We are the lessee under various agreements for facilities and equipment that are currently accounted for as operating leases and expect to continue to enter into new such leases. Additionally, we expect to continue to enter into Managed Services related financing leases in the future and are the lessor of Energy Servers that are subject to power purchase arrangements with customers under our PPA and Managed Services programs that are currently accounted for as leases. We are currently evaluating the impact of the adoption of this update on our financial statements. We will be assessing the impacts of whether new power purchase arrangements with customers meet the new definition of a lease and recognizing right of use assets and lease liabilities for arrangements currently accounted for as operating leases where we are the lessee. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. As a result, we expect to adopt this guidance on a modified retrospective basis on December 31, 2020 and to reflect the adoption as of January 1, 2020 in our annual results for the period ended December 31, 2020. Financial Instruments - In June 2016, the FASB issued ASU 2016-13, Financial Instruments- Credit Losses (Topic 326) as amended, ("Topic 326"), including in February 2020, the FASB issued ASU 2020-02, which provides guidance regarding methodologies, documentation, and internal controls related to expected credit losses. The pronouncement eliminates the incurred credit loss impairment methodology and replaces it with an expected credit loss concept based on historical experience, current conditions, and reasonable and supportable forecasts. Early adoption is permitted. Topic 326 requires a modified retrospective approach by recording a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. As a result, we expect to adopt this guidance on a modified retrospective basis on December 31, 2020 and reflect the adoption as of January 1, 2020 in our annual results for the period ended December 31, 2020. We are currently evaluating the impact of the adoption of this update on our financial statements. Income taxes - In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ("ASU 2019-12"), wherein the accounting for income taxes is simplified by eliminating certain exceptions and implementing additional requirements which result in a more consistent application of ASC 740 Income Taxes . ASU 2019-12 is effective as for public business entities, for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. We anticipate that we will no longer be an emerging growth company beginning on December 31, 2020, after which we will not be able to take advantage of the reduced disclosure requirements applicable to emerging growth companies. We expect to adopt this guidance on a prospective basis on January 1, 2021. We are evaluating the effect on our financial statements and related disclosures. Cessation of LIBOR - In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04") which provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. The amendments in ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. We are currently evaluating the impact of the adoption of this update on our financial statements. We do not expect any other new accounting standards to have a material impact on our financial position, results of operations or cash flows when they become effective. |
Restatement of Previously Iss_2
Restatement of Previously Issued Condensed Consolidated Financial Statements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | Bloom Energy Corporation Condensed Consolidated Balance Sheet (in thousands) June 30, 2019 As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Assets Current assets: Cash and cash equivalents $ 308,009 $ — $ — $ 308,009 Restricted cash 23,706 — — 23,706 Accounts receivable 38,296 4,172 1 (2,430) 40,038 Inventories 104,934 1,955 2 — 106,889 Deferred cost of revenue 86,434 (6,127) 3 — 80,307 Customer financing receivable 5,817 — — 5,817 Prepaid expenses and other current assets 25,088 1,252 4 143 26,483 Total current assets 592,284 1,252 (2,287) 591,249 Property, plant and equipment, net 406,610 234,649 5 — 641,259 Customer financing receivable, non-current 64,146 — — 64,146 Restricted cash, non-current 39,351 — — 39,351 Deferred cost of revenue, non-current 59,213 (55,367) 3 — 3,846 Other long-term assets 60,975 9,118 6 2,743 72,836 Total assets $ 1,222,579 $ 189,652 $ 456 $ 1,412,687 Liabilities, Redeemable Noncontrolling Interest, Stockholders’ Deficit and Noncontrolling Interests Current liabilities: Accounts payable $ 61,427 $ — $ — $ 61,427 Accrued warranty 12,393 (1,154) 7 (999) 10,240 Accrued expenses and other current liabilities 109,722 (4,329) 8 — 105,393 Financing obligations — 10,027 9 — 10,027 Deferred revenue and customer deposits 129,321 (13,847) 10 3,264 118,738 Current portion of recourse debt 15,681 — — 15,681 Current portion of non-recourse debt 7,654 — — 7,654 Current portion of non-recourse debt from related parties 2,889 — — 2,889 Total current liabilities 339,087 (9,303) 2,265 332,049 Derivative liabilities 13,079 5,096 11 — 18,175 Deferred revenue and customer deposits, net of current portion 181,221 (95,840) 10 25,369 110,750 Financing obligations, non-current — 400,078 9 — 400,078 Long-term portion of recourse debt 362,424 — — 362,424 Long-term portion of non-recourse debt 219,182 — — 219,182 Long-term portion of recourse debt from related parties 27,734 — — 27,734 Long-term portion of non-recourse debt from related parties 32,643 — — 32,643 Other long-term liabilities 58,417 (28,438) 8 — 29,979 Total liabilities 1,233,787 271,593 27,634 1,533,014 Redeemable noncontrolling interest 505 — — 505 Stockholders’ deficit: Preferred stock — — — — Common stock 11 — — 11 Additional paid-in capital 2,603,279 755 12 — 2,604,034 Accumulated other comprehensive loss (148) — — (148) Accumulated deficit (2,718,927) (82,696) (27,178) (2,828,801) Total stockholders’ deficit (115,785) (81,941) (27,178) (224,904) Noncontrolling interest 104,072 — — 104,072 Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest $ 1,222,579 $ 189,652 $ 456 $ 1,412,687 1 Accounts receivable — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which the amount recorded to accounts receivable represents amounts invoiced for capacity billings to end customers which have not yet been collected by the financing entity as of the period end. 2 Inventories — The correction of these misstatements resulted from the change of accounting for inventory, including net capitalization of stock-based compensation cost of $2.0 million. 3 Deferred cost of revenue, current and non-current — The correction of these misstatements resulted from reclassifying deferred cost of revenue to property, plant and equipment, net, for the leased Energy Servers under the Managed Services Agreements and similar sale-leaseback arrangements of $7.4 million (short-term) and $55.4 million (long-term), net capitalization of stock-based compensation costs of $3.7 million into current deferred cost of revenue, and the correction of certain other immaterial misstatements identified to relieve installation deferred cost of revenue of $2.5 million. 4 Prepaid expenses and other current assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby prepaid property tax and insurance payments are now classified within prepaid expenses, rather than offset against deferred revenue. 5 Property, plant and equipment, net — The correction of these misstatements resulted from the change of accounting for Managed Services transactions and similar arrangements, whereby product and install cost of revenue are now recorded as property, plant and equipment, net in the cases where the risks of ownership have not completely transferred to the financing party of $230.9 million. This includes a net capitalization of stock-based compensation cost for these assets of $3.7 million. 6 Other long-term assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby the timing difference of capacity billings to end customers and the payments received from the financing entity is recorded within long term receivables and prepaid property tax and insurance payments are now classified within other long-term assets, rather than offset against long-term deferred revenue. 7 Accrued warranty — The correction of these misstatements resulted from the change of accounting for accrued warranty, which is now recorded on an as-incurred basis for our Managed Services Agreements and similar arrangements, reducing accrued warranty by $0.2 million and the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements, which are now recorded as derivative liabilities, reducing accrued warranty by $0.9 million. 8 Accrued expense and other current liabilities and other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which historical accrued liabilities recorded at inception of the agreements, as well as subsequent reductions of those liabilities, were reversed. 9 Financing obligations, current and non-current — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby instead of recognizing the upfront proceeds received from the bank as revenue, the proceeds received are classified as financing obligations. 10 Deferred revenue and customer deposits, current and non-current — The correction of these misstatements resulted from the change of accounting for the recognition of product and installation revenue from upfront or ratable recognition to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue. 11 Derivative liabilities — The correction of these misstatements resulted from the change of accounting for embedded derivatives related to grid pricing escalation guarantees we provided in some of our sales arrangements. These are now recorded as derivative liabilities and were previously treated as an accrued liability. 12 Additional paid-in capital — Relates to the correction of an unadjusted misstatement in the valuation of our 6% Notes derivative, resulting in a credit to additional paid-in capital and additional expense of $0.8 million recorded within other expense, net. . Bloom Energy Corporation Condensed Consolidated Statement of Operations (in thousands) Three Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Revenue: Product $ 179,899 $ (22,757) a $ (13,061) $ 144,081 Installation 17,285 (5,900) a 1,691 13,076 Service 23,659 (586) a (47) 23,026 Electricity 12,939 7,204 a — 20,143 Total revenue 233,782 (22,039) (11,417) 200,326 Cost of revenue: Product 131,952 (19,005) c, d 281 113,228 Installation 22,116 (4,431) c — 17,685 Service 19,599 920 b, d (1,756) 18,763 Electricity 18,442 3,858 c — 22,300 Total cost of revenue 192,109 (18,658) (1,475) 171,976 Gross profit 41,673 (3,381) (9,942) 28,350 Operating expenses: Research and development 29,772 — — 29,772 Sales and marketing 18,359 17 e (182) 18,194 General and administrative 43,662 — — 43,662 Total operating expenses 91,793 17 (182) 91,628 Loss from operations (50,120) (3,398) (9,760) (63,278) Interest income 1,700 — — 1,700 Interest expense (16,725) (5,997) f — (22,722) Interest expense to related parties (1,606) — — (1,606) Other expense, net (222) — — (222) Loss on revaluation of warrant liabilities and embedded derivatives — (540) g — (540) Loss before income taxes (66,973) (9,935) (9,760) (86,668) Income tax provision 258 — — 258 Net loss (67,231) (9,935) (9,760) (86,926) Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests (5,015) — — (5,015) Net loss attributable to Class A and Class B common stockholders $ (62,216) $ (9,935) $ (9,760) $ (81,911) a Revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation revenue to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue over the term of our Managed Services Agreements and similar sale-leaseback arrangements, which also impacted our service revenue allocation. b Service cost of revenue impacted by grid pricing escalation guarantees — The correction of these misstatements resulted in a change in the accounting for our grid escalation guarantees that resulted in a decrease in service cost of revenue of $0.1 million. c Cost of revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation cost of revenue to recognition of the depreciation expense on the capitalized Energy Servers over their useful life of 21 years for our Managed Services Agreements and similar sale-leaseback transactions, resulting in a decrease in product cost of revenue of $18.1 million and installation cost of revenue of $5.2 million, offset by an increase in electricity cost of revenue of $3.8 million, together with the correction of certain other immaterial misstatements identified to record installation cost of revenue of $0.8 million. d Cost of revenue impacted by stock-based compensation allocation — The correction of these misstatements resulted from the capitalization of stock-based compensation costs, with a net benefit to product cost of revenue of $0.9 million, and an increase in service cost of revenue of $1.0 million due to the expensing of stock-based compensation related to field replacement units. e Sales and marketing and general and administrative expenses — The correction of these misstatements primarily resulted from the change of accounting for sales commission expense on an as earned basis, to accounting for the expense over the term of our Managed Services Agreements and similar sale-leaseback arrangements. f Interest expense — The correction of these misstatements resulted from the change of accounting for sales that should have been accounted for as financing transactions, in which the upfront consideration received from the financing party is accounted for as a financing obligation and interest expense is recognized over the term of the Managed Services Agreement using the effective interest method. g Gain (loss) on revaluation of warrant liabilities and embedded derivatives — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements which is now recorded as a derivative liability that needs to be fair valued each period end. The fair value increased in the period, resulting in a loss of $0.5 million. Bloom Energy Corporation Condensed Consolidated Statement of Operations (in thousands) Six Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Revenue: Product $ 321,633 $ (70,928) a $ (15,698) $ 235,007 Installation 39,543 (17,095) a 2,847 25,295 Service 46,949 (1,160) a 704 46,493 Electricity 26,364 14,168 a — 40,532 Total revenue 434,489 (75,015) (12,147) 347,327 Cost of revenue: Product 255,952 (53,985) c, d 33 202,000 Installation 46,282 (12,837) c — 33,445 Service 47,156 2,251 b, d (2,723) 46,684 Electricity 27,671 7,613 c — 35,284 Total cost of revenue 377,061 (56,958) (2,690) 317,413 Gross profit 57,428 (18,057) (9,457) 29,914 Operating expenses: Research and development 58,631 — — 58,631 Sales and marketing 38,822 19 e (274) 38,567 General and administrative 82,736 — — 82,736 Total operating expenses 180,189 19 (274) 179,934 Loss from operations (122,761) (18,076) (9,183) (150,020) Interest income 3,585 — — 3,585 Interest expense (32,687) (11,835) f — (44,522) Interest expense to related parties (3,218) — — (3,218) Other expense, net 43 — — 43 Loss on revaluation of warrant liabilities and embedded derivatives — (1,080) g — (1,080) Loss before income taxes (155,038) (30,991) (9,183) (195,212) Income tax provision 466 — — 466 Net loss (155,504) (30,991) (9,183) (195,678) Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests (8,847) — — (8,847) Net loss attributable to Class A and Class B common stockholders $ (146,657) $ (30,991) $ (9,183) $ (186,831) a Revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation revenue to recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue over the term of our Managed Services Agreements and similar sale-leaseback arrangements, which also impacted our service revenue allocation. b Service cost of revenue impacted by grid pricing escalation guarantees — The correction of these misstatements resulted in a change in the accounting for our grid escalation guarantees that resulted in a decrease in service cost of revenue of 0.2 million. c Cost of revenue impacted by Managed Services restatements — The correction of these misstatements resulted from the change from upfront recognition of product and installation cost of revenue to recognition of the depreciation expense on the capitalized Energy Servers over their useful life of 21 years for our Managed Services Agreements and similar sale-leaseback transactions, resulting in a decrease in product cost of revenue of $55.6 million and installation cost of revenue of $14.4 million, offset by an increase in electricity cost of revenue of $7.5 million, together with the correction of certain other immaterial misstatements identified to record installation cost of revenue of $1.6 million. d Cost of revenue impacted by stock-based compensation allocation — The correction of these misstatements resulted from the capitalization of stock-based compensation costs, with a net benefit to product cost of revenue of $1.6 million, and an increase in service cost of revenue of $2.4 million due to the expensing of stock-based compensation related to field replacement units. e Sales and marketing and general and administrative expenses — The correction of these misstatements primarily resulted from the change of accounting for sales commission expense on an as earned basis, to accounting for the expense over the term of our Managed Services Agreements and similar sale-leaseback arrangements. f Interest expense — The correction of these misstatements resulted from the change of accounting for sales that should have been accounted for as financing transactions, in which the upfront consideration received from the financing party is accounted for as a financing obligation and interest expense is recognized over the term of the Managed Services Agreement using the effective interest method. g Gain (loss) on revaluation of warrant liabilities and embedded derivatives — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements which is now recorded as a derivative liability that needs to be fair valued each period end. The fair value increased in the period, resulting in a loss of $1.1 million. Bloom Energy Corporation Condensed Consolidated Statements of Cash Flows (in thousands) Six Months Ended As Previously Reported Restatement Impacts Restatement Reference ASC 606 Adoption Impacts As Restated And Recast Cash flows from operating activities: Net loss $ (155,504) $ (30,991) $ (9,183) $ (195,678) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 31,023 6,011 A — 37,034 Write-off of property, plant and equipment, net 2,704 — — 2,704 Write-off of PPA II decommissioned costs 25,613 — — 25,613 Debt make-whole payment 5,934 — — 5,934 Revaluation of derivative contracts 555 1,081 B — 1,636 Stock-based compensation 115,100 4,086 C — 119,186 Loss on long-term REC purchase contract 60 — — 60 Amortization of debt issuance cost 11,255 — — 11,255 Changes in operating assets and liabilities: Accounts receivable 46,591 (274) D 3,424 49,741 Inventories 27,542 (5,345) E — 22,197 Deferred cost of revenue 19,198 (57,991) F — (38,793) Customer financing receivable and other 2,713 — — 2,713 Prepaid expenses and other current assets 8,477 1,752 G (2) 10,227 Other long-term assets 1,028 (1,029) H (271) (272) Accounts payable (5,461) — — (5,461) Accrued warranty (6,843) 114 I 33 (6,696) Accrued expense and other current liabilities 7,213 (1,632) J — 5,581 Deferred revenue and customer deposits (25,411) 71,325 K 5,999 51,913 Other long-term liabilities 3,419 1,303 L — 4,722 Net cash provided by operating activities 115,206 (11,590) — 103,616 Cash flows from investing activities: Purchase of property, plant and equipment (18,882) (4,737) M — (23,619) Payments for acquisition of intangible assets (970) — — (970) Proceeds from maturity of marketable securities 104,500 — — 104,500 Net cash provided by investing activities 84,648 (4,737) — 79,911 Cash flows from financing activities: Repayment of debt (83,997) — — (83,997) Repayment of debt to related parties (1,220) — — (1,220) Debt make-whole payment (5,934) — — (5,934) Proceeds from financing obligations — 20,333 N — 20,333 Repayment of financing obligations — (4,006) N — (4,006) Payments to noncontrolling and redeemable noncontrolling interests (18,690) — — (18,690) Distributions to noncontrolling and redeemable noncontrolling interests (7,753) — — (7,753) Proceeds from issuance of common stock 8,321 — — 8,321 Net cash used in financing activities (109,273) 16,327 — (92,946) Net increase in cash, cash equivalents, and restricted cash 90,581 — — 90,581 Cash, cash equivalents, and restricted cash: Beginning of period 280,485 — — 280,485 End of period $ 371,066 $ — $ — $ 371,066 — — Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 23,867 $ 11,835 N $ — $ 35,702 Cash paid during the period for taxes 497 — — 497 A Depreciation and amortization — The correction of these misstatements resulted from the change of accounting for Energy Servers under our Managed Services Program and similar arrangements that were previously expensed as product and install cost of revenue, but are now recorded as property, plant and equipment, net and depreciated over their useful lives of 21 years. B Revaluation of derivative contracts — The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we provided in some of our sales arrangements. These commitments were previously treated as an accrued liability. We now consider the commitments a derivative liability, with the initial value of recorded as a reduction in product revenue and then any changes in the value adjusted through other expense, net, each period thereafter. C Stock-based compensation — The correction of these misstatements resulted from the change of accounting for stock-based compensation, including net capitalization of stock-based compensation cost into inventory of $4.7 million. The correction of this misstatement also resulted in the capitalization of $0.6 million of stock-based compensation costs related to assets under the Managed Services Programs now recorded as construction in progress within property, plant and equipment, net. D Accounts receivable — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements, for which the amount recorded to accounts receivable represents amounts invoiced for capacity billings to end customers which have not yet been collected by the financing entity as of the period end. E Inventories — The correction of these misstatements resulted from the change of accounting for inventories held for shipments planned to customers under our Managed Services Program and similar arrangements now being accounted for as construction in progress within property, plant and equipment, net. F Deferred cost of revenue, current and non-current — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby leased Energy Servers of $56.5 million previously classified as deferred cost of revenue is now recorded as construction in progress within property, plant and equipment, net, and the net release of stock-based compensation expenses of $1.5 million. G Prepaid expenses and other current assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby prepaid property tax and insurance payments are now classified within prepaid expenses. H Other long-term assets — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby the timing difference of capacity billings to end customers and the payments received from the financing entity is recorded within long term receivables and prepaid property tax and insurance payments are now classified within other long-term assets, rather than offset against long-term deferred revenue. I Accrued warranty — The correction of these misstatements resulted from the change of accounting for accrued warranty which is now recorded on an as-incurred basis for our Managed Services Agreements and similar arrangements. The correction of these misstatements resulted from the change of accounting for the grid pricing escalation guarantees we've provided in some of our sales arrangements. These commitments were previously treated as a contingent liability that was considered remote. We now maintain a $0.3 million accrual, with the initial value treated as a reduction in product revenue and then any changes in the value adjusted through other expense, net each period thereafter. J Accrued expense and other current liabilities and other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements whereby instead of recognizing the bank financing as revenue, the bank financing loan proceeds received and due are classified as a financing liability. K Deferred revenue and customer deposits, current and non-current — The correction of these misstatements resulted from the change of accounting for the recognition of product and installation revenue from upfront or ratable recognition to the recognition of the capacity payments received from the end customer as power is generated by the Energy Servers as electricity revenue. L Other long-term liabilities — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements whereby instead of recognizing the bank financing as revenue, the bank financing loan proceeds received and due beyond the next 12 months are classified as a financing obligation. M Purchase of property, plant and equipment — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby costs previously recognized as product and installation cost of revenue are now recorded as property, plant and equipment, net, in the cases where the risks of ownership have not completely transferred to the financing party. N Proceeds and repayments from financing obligations — The correction of these misstatements resulted from the change of accounting for Managed Services Agreements and similar arrangements, whereby instead of recognizing the upfront proceeds received from the bank as revenue, the proceeds received and due are classified as proceeds from financing obligations and the capacity payments received from the end customer are classified as repayment of financing obligations and interest paid. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Prospective Adoption of New Accounting Pronouncements | Deferred revenue and customer deposits as of June 30, 2020 and December 31, 2019 consisted of the following (in thousands): June 30, December 31, 2019 Deferred revenue $ 162,186 $ 168,223 Deferred incentive revenue 7,067 7,397 Customer deposits 48,375 39,101 Deferred revenue and customer deposits $ 217,628 $ 214,721 |
Contract with Customer, Asset and Liability | Deferred revenue activity during the three and six months ended June 30, 2020 and 2019 consisted of the following (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Beginning balance $ 170,034 $ 140,734 $ 168,223 $ 140,130 Additions 159,142 189,138 297,254 307,497 Revenue recognized (166,990) (171,886) (303,291) (289,641) Ending balance $ 162,186 $ 157,986 $ 162,186 $ 157,986 |
Disaggregation of Revenue | We disaggregate revenue from contracts with customers into four revenue categories: (i) product, (ii) installation, (iii) services and (iv) electricity (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Revenue from contracts with customers: Product revenue $ 116,197 $ 144,081 $ 215,756 $ 235,007 Installation revenue 29,839 13,076 46,457 25,295 Services revenue 26,208 23,026 51,355 46,493 Electricity revenue — 5,110 — 10,840 Total revenue from contract with customers 172,244 185,293 313,568 317,635 Revenue from contracts accounted for as leases: Electricity revenue 15,612 15,033 30,987 29,692 Total revenue $ 187,856 $ 200,326 $ 344,555 $ 347,327 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents | The carrying value of cash and cash equivalents approximate fair value are as follows (in thousands): June 30, December 31, 2019 As Held: Cash $ 88,092 $ 100,773 Money market funds 236,037 276,615 $ 324,129 $ 377,388 As Reported: Cash and cash equivalents $ 144,072 $ 202,823 Restricted cash 180,057 174,565 $ 324,129 $ 377,388 |
Restrictions on Cash and Cash Equivalents | The carrying value of cash and cash equivalents approximate fair value are as follows (in thousands): June 30, December 31, 2019 As Held: Cash $ 88,092 $ 100,773 Money market funds 236,037 276,615 $ 324,129 $ 377,388 As Reported: Cash and cash equivalents $ 144,072 $ 202,823 Restricted cash 180,057 174,565 $ 324,129 $ 377,388 Restricted cash consisted of the following (in thousands): June 30, December 31, 2019 Current: Restricted cash $ 35,073 $ 28,494 Restricted cash related to PPA Entities 1 5,320 2,310 Restricted cash, current 40,393 30,804 Non-current: Restricted cash 51 10 Restricted cash related to PPA Entities 1 139,613 143,751 Restricted cash, non-current 139,664 143,761 $ 180,057 $ 174,565 1 We have variable interest entities that represent a portion of the consolidated balances recorded within the "restricted cash," and other financial statement line items in the consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). In addition, the restricted cash held in PPA II and PPA IIIb entities as of June 30, 2020, includes $4.2 million and $0.3 million of current restricted cash, and $104.5 million and $20.0 million of non-current restricted cash, respectively, and these entities are not considered variable interest entities. The restricted cash held in PPA II and PPA IIIb entities as of December 31, 2019, includes $108.7 million and $20.0 million of non-current restricted cash, respectively, and these entities are not considered variable interest entities. |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets and Liabilities Measured on Recurring Basis | The tables below set forth, by level, our financial assets that were accounted for at fair value for the respective periods. The table does not include assets and liabilities that are measured at historical cost or any basis other than fair value (in thousands): Fair Value Measured at Reporting Date Using June 30, 2020 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 236,037 $ — $ — $ 236,037 $ 236,037 $ — $ — $ 236,037 Liabilities Accrued expenses and other current liabilities $ 1,451 $ — $ — $ 1,451 Derivatives: Natural gas fixed price forward contracts — — 5,185 5,185 Embedded EPP derivatives — — 5,480 5,480 Interest rate swap agreements — 17,881 — 17,881 $ 1,451 $ 17,881 $ 10,665 $ 29,997 Fair Value Measured at Reporting Date Using December 31, 2019 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 276,615 $ — $ — $ 276,615 Interest rate swap agreements — 3 — 3 $ 276,615 $ 3 $ — $ 276,618 Liabilities Accrued expenses and other current liabilities $ 996 $ — $ — $ 996 Derivatives: Natural gas fixed price forward contracts — — 6,968 6,968 Embedded EPP derivatives — — 6,176 6,176 Interest rate swap agreements — 9,241 — 9,241 $ 996 $ 9,241 $ 13,144 $ 23,381 |
Schedule of Natural Gas Forward Contracts | The following table provides the number and fair value of our natural gas fixed price forward contracts (in thousands): June 30, 2020 December 31, 2019 Number of Contracts (MMBTU) ² Fair Number of Fair Liabilities ¹: Natural gas fixed price forward contracts (not under hedging relationships) 1,407 $ 5,185 1,991 $ 6,968 ¹ Recorded in current liabilities and derivative liabilities in the consolidated balance sheets. ² One MMBTU is a traditional unit of energy used to describe the heat value (energy content) of fuels. |
Change in Level 3 Financial Liabilities | The changes in the Level 3 financial liabilities were as follows (in thousands): Natural Embedded EPP Derivative Liability Total Liabilities at December 31, 2019 $ 6,968 $ 6,176 $ 13,144 Settlement of natural gas fixed price forward contracts (2,478) — (2,478) Changes in fair value 695 (696) (1) Liabilities at June 30, 2020 $ 5,185 $ 5,480 $ 10,665 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the unobservable inputs related to our Level 3 liabilities: As of June 30, 2020 Commodity Contracts Derivative Liabilities Valuation Technique Unobservable Input Units Range Average (in thousands) ($ per Units) Natural Gas $ 5,185 Discounted Cash Flow Forward basis price MMBtu $2.25 - $4.62 $ 3.07 As of December 31, 2019 Commodity Contracts Derivative Liabilities Valuation Technique Unobservable Input Units Range Average (in thousands) ($ per Units) Natural Gas $ 6,968 Discounted Cash Flow Forward basis price MMBtu $2.39 - $5.65 $ 3.23 |
Schedule of Fair Values and Carrying Values of Customer Receivables and Debt Instruments | The following table presents the estimated fair values and carrying values of customer receivables and debt instruments (in thousands): June 30, 2020 December 31, 2019 Net Carrying Fair Value Net Carrying Fair Value Customer receivables Customer financing receivables $ 53,365 $ 44,157 $ 55,855 $ 44,002 Debt instruments Recourse: LIBOR + 4% term loan due November 2020 697 713 1,536 1,590 5% convertible promissory Constellation note due December 2021 — — 36,482 32,070 10% convertible promissory notes due December 2021 1 263,405 411,448 273,410 302,047 10% notes due July 2024 83,497 83,977 89,962 97,512 10.25% senior secured notes due March 2027 68,437 63,690 — — Non-recourse: 7.5% term loan due September 2028 32,645 37,651 34,969 41,108 6.07% senior secured notes due March 2030 78,565 89,032 80,016 87,618 LIBOR + 2.5% term loan due December 2021 118,473 117,855 120,436 120,510 1 The fair value on the 10% convertible notes increased due to the increase in the fair value of the conversion feature. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Inventory, net | The components of inventory consisted of the following (in thousands): June 30, December 31, 2019 Raw materials $ 70,555 $ 67,829 Work-in-progress 25,075 21,207 Finished goods 16,849 20,570 $ 112,479 $ 109,606 |
Prepaid Expense and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2019 Government incentives receivable $ 832 $ 893 Prepaid maintenance 3,158 3,763 Receivables from employees 6,089 6,130 Other prepaid expenses and other current assets 10,668 17,282 $ 20,747 $ 28,068 |
Property, Plant and Equipment, Net | Property, plant and equipment, net consisted of the following (in thousands): June 30, December 31, 2019 Energy Servers $ 648,273 $ 650,600 Computers, software and hardware 20,884 20,275 Machinery and equipment 103,892 101,650 Furniture and fixtures 8,313 8,339 Leasehold improvements 35,784 35,694 Building 46,686 40,512 Construction in progress 22,633 12,611 886,465 869,681 Less: Accumulated depreciation (284,899) (262,622) $ 601,566 $ 607,059 |
Customer Financing Leases, Receivable | The components of investment in sales-type financing leases consisted of the following (in thousands): June 30, December 31, 2019 Total minimum lease payments to be received $ 73,015 $ 76,886 Less: Amounts representing estimated executory costs (18,759) (19,931) Net present value of minimum lease payments to be received 54,256 56,955 Estimated residual value of leased assets 890 890 Less: Unearned income (1,781) (1,990) Net investment in sales-type financing leases 53,365 55,855 Less: Current portion (5,254) (5,108) Non-current portion of investment in sales-type financing leases $ 48,111 $ 50,747 |
Schedule of Customer Payments from Sales-Type Financing Leases | The future scheduled customer payments from sales-type financing leases were as follows as of June 30, 2020 (in thousands): Remainder of 2020 2021 2022 2023 2024 Thereafter Future minimum lease payments, less interest $ 2,618 $ 5,428 $ 5,784 $ 6,155 $ 6,567 $ 25,923 |
Other Long-Term Assets | Other long-term assets consisted of the following (in thousands): June 30, December 31, 2019 Prepaid and other long-term assets $ 30,862 $ 29,153 Deferred commissions 6,143 5,007 Equity-method investments 2,119 5,733 Long-term deposits 1,865 1,759 $ 40,989 $ 41,652 |
Accrued Warranty | Accrued warranty liabilities consisted of the following (in thousands): June 30, December 31, 2019 Product warranty $ 3,156 $ 2,345 Product performance 6,275 7,535 Maintenance services contracts 744 453 $ 10,175 $ 10,333 Changes in the product warranty and product performance liabilities were as follows (in thousands): Balances at December 31, 2019 $ 9,881 Accrued warranty, net 4,164 Warranty expenditures during period (4,614) Balances at June 30, 2020 $ 9,431 |
Accrued Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 Compensation and benefits $ 22,678 $ 17,173 Current portion of derivative liabilities 6,265 4,834 Sales related liabilities 393 416 Accrued installation 12,185 10,348 Sales tax liabilities 3,190 3,849 Interest payable 5,664 3,875 Accrued payables 26,640 18,650 Other 11,037 11,139 $ 88,052 $ 70,284 |
Other Long-Term Liabilities | Other long-term liabilities consisted of the following (in thousands): June 30, December 31, 2019 Delaware grant $ 10,469 $ 10,469 Other 16,807 17,544 $ 27,276 $ 28,013 |
Outstanding Loans and Securit_2
Outstanding Loans and Security Agreements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The following is a summary of our debt as of June 30, 2020 (in thousands): Unpaid Net Carrying Value Unused Interest Maturity Dates Entity Recourse Current Long- Total LIBOR + 4% term loan due November 2020 $ 714 $ 697 $ — $ 697 $ — LIBOR plus November 2020 Company Yes 10% convertible promissory notes due December 2021 249,299 — 263,405 263,405 — 10.0% December 2021 Company Yes 10% notes due July 2024 86,000 14,000 69,497 83,497 — 10.0% July 2024 Company Yes 10.25% senior secured notes due March 2027 70,000 — 68,437 68,437 — 10.25% March 2027 Company Yes Total recourse debt 406,013 14,697 401,339 416,036 — 7.5% term loan due September 2028 35,675 2,567 30,078 32,645 — 7.5% September PPA IIIa No 6.07% senior secured notes due March 2030 79,466 3,511 75,054 78,565 — 6.1% March 2030 PPA IV No LIBOR + 2.5% term loan due December 2021 119,472 5,289 113,184 118,473 — LIBOR plus December 2021 PPA V No Letters of Credit due December 2021 — — — — 968 2.25% December 2021 PPA V No Total non-recourse debt 234,613 11,367 218,316 229,683 968 Total debt $ 640,626 $ 26,064 $ 619,655 $ 645,719 $ 968 The following is a summary of our debt as of December 31, 2019 (in thousands): Unpaid Net Carrying Value Unused Interest Maturity Dates Entity Recourse Current Long- Total LIBOR + 4% term loan due November 2020 $ 1,571 $ 1,536 $ — $ 1,536 $ — LIBOR November 2020 Company Yes 5% convertible promissory note due December 2020 33,104 36,482 — 36,482 — 5.0% December 2020 Company Yes 6% convertible promissory notes due December 2020 289,299 273,410 — 273,410 — 6.0% December 2020 Company Yes 10% notes due July 2024 93,000 14,000 75,962 89,962 — 10.0% July 2024 Company Yes Total recourse debt 416,974 325,428 75,962 401,390 — 7.5% term loan due September 2028 38,337 3,882 31,087 34,969 — 7.5% September 2028 PPA IIIa No 6.07% senior secured notes due March 2030 80,988 3,151 76,865 80,016 — 6.1% March 2030 PPA IV No LIBOR + 2.5% term loan due December 2021 121,784 5,122 115,315 120,437 — LIBOR plus December 2021 PPA V No Letters of Credit due December 2021 — — — — 1,220 2.25% December 2021 PPA V No Total non-recourse debt 241,109 12,155 223,267 235,422 1,220 Total debt $ 658,083 $ 337,583 $ 299,229 $ 636,812 $ 1,220 |
Schedule of repayment | The following table presents detail of our outstanding loan principal repayment schedule as of June 30, 2020 (in thousands): Remainder of 2020 $ 20,373 2021 395,201 2022 38,480 2023 44,768 2024 39,615 Thereafter 102,189 $ 640,626 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value Derivatives | The fair values of the derivatives designated as cash flow hedges as of June 30, 2020 and December 31, 2019 on our condensed consolidated balance sheets were as follows (in thousands): June 30, December 31, 2019 Assets Prepaid expenses and other current assets $ — $ 3 $ — $ 3 Liabilities Accrued expenses and other current liabilities $ 2,098 $ 782 Derivative liabilities 15,783 8,459 $ 17,881 $ 9,241 |
Changes in Fair Value of Derivative Contracts | The changes in fair value of the derivative contracts designated as cash flow hedges and the amounts recognized in accumulated other comprehensive loss and in earnings were as follows (in thousands): Three Months Ended June 30, Six months ended June 30, 2020 2019 2020 2019 Beginning balance $ 17,415 $ 5,692 $ 9,238 $ 3,548 Loss recognized in other comprehensive loss 928 3,460 9,284 5,590 Amounts reclassified from other comprehensive loss to earnings (425) 42 (567) 103 Net loss recognized in other comprehensive loss 503 3,502 8,717 5,693 Gain recognized in earnings (37) (48) (74) (95) Ending balance $ 17,881 $ 9,146 $ 17,881 $ 9,146 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class | Our capitalization as of June 30, 2020 and December 31, 2019 is described as follows: Authorized Shares Issued and Outstanding June 30, 2020 December 31, 2019 Total common stock - Class A 1 600,000,000 99,233,074 84,549,511 Total common stock - Class B 1 600,000,000 31,005,215 36,486,778 Total preferred stock 10,000,000 — — 130,238,289 121,036,289 Rights to acquire stock Stock Plans' options and awards outstanding: 2002 stock plan 1,684,718 1,856,154 2012 equity incentive plan 13,530,104 16,638,850 2018 equity incentive plan 9,664,887 9,454,578 24,879,709 27,949,582 Warrants outstanding: Common warrants 2 494,121 494,121 25,373,830 28,443,703 Total diluted shares 155,612,119 149,479,992 Total options/RSUs available for grant - 2018 EIP plan 22,789,740 17,233,144 Total shares available for grant - 2018 ESPP plan 3,532,380 3,030,407 181,934,239 169,743,543 Unreserved Stock 503,245,441 Total authorized shares 1 We have two classes of authorized common stock, Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible into one share of Class A common stock at the discretion of its holder, or automatically upon the earliest to occur of (i) immediately prior to the close of business on July 27, 2023, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B common stock represent less than five percent (5%) of the aggregate number of shares of Class A common stock and Class B common stock then outstanding, (iii) the date and time or the occurrence of an event specified in a written conversion election delivered by KR Sridhar to our Secretary or Chairman of the Board to so convert all shares of Class B common stock, or (iv) immediately following the date of the death of KR Sridhar. 2 As of June 30, 2020 and December 31, 2019, we had Class B common stock warrants outstanding to purchase 481,181 and 12,940 shares of Class B common stock at exercise prices of $27.78 and $38.64, respectively. |
Stock-Based Compensation and _2
Stock-Based Compensation and Employee Benefit Plan (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Compensation Related Costs [Abstract] | |
Weighted-Average Valuation Assumptions | We used the following weighted-average assumptions in applying the Black-Scholes valuation model for determination of options: Three Months Ended Six Months Ended 2020 2019 2020 2019 Risk-free interest rate 0.6% 2.4%- 2.5% 0.6% 2.4% - 2.6% Expected term (years) 6.6 6.4 - 6.7 6.6 6.4 - 6.7 Expected dividend yield — — — — Expected volatility 71.0% 47.5% 71.0% 47.5% - 50.2% |
Employee and Non-Employee Stock-Based Compensation Expense | The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated As Restated Cost of revenue $ 4,736 $ 10,538 $ 10,243 $ 28,850 Research and development 4,714 12,218 10,810 26,448 Sales and marketing 2,234 8,935 6,124 20,447 General and administrative 6,947 19,673 14,473 43,441 $ 18,631 $ 51,364 $ 41,650 $ 119,186 |
Stock Option and RSU Activity | The following table summarizes the stock option activity under our stock plans during the reporting period: Outstanding Options Number of Weighted Remaining Aggregate (in thousands) December 31, 2019 17,837,316 $ 20.76 6.94 $ 14,964 Granted 200,000 7.30 Exercised (170,873) 5.90 Cancelled (694,838) 22.46 Balances at June 30, 2020 17,171,605 20.69 6.46 26,824 Vested and expected to vest at Current period end 16,555,245 21.08 6.37 24,325 Exercisable at Current period end 9,515,698 28.48 4.67 384 The following table presents the stock activity and the total number of RSUs available for grant under our stock plans as of June 30, 2020: Plan Shares Available Balances at December 31, 2019 17,233,144 Added to plan 6,654,552 Granted (1,414,942) Cancelled 992,262 Expired (675,276) Balances at June 30, 2020 22,789,740 |
RSU Activity and Related Information | A summary of our RSUs activity and related information is as follows: Number of Weighted Unvested Balance at December 31, 2019 10,112,266 $ 17.29 Granted 1,214,942 8.75 Vested (3,320,153) 19.06 Forfeited (298,951) 15.50 Balances at June 30, 2020 7,708,104 15.26 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of our net loss per share attributable to common stockholders, basic and diluted (in thousands, except per share amounts): Three Months Ended Six Months Ended 2020 2019 2020 2019 As Restated Restated Numerator: Net loss attributable to Class A and Class B common stockholders $ (42,512) $ (81,911) $ (118,461) $ (186,831) Denominator: Weighted average shares of common stock, basic and diluted 125,928 113,622 124,823 112,737 Net loss per share available to Class A and Class B common stockholders, basic and diluted $ (0.34) $ (0.72) $ (0.95) $ (1.66) |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Share | The following common stock equivalents (in thousands) were excluded from the computation of our net loss per share attributable to common stockholders, diluted, for the periods presented as their inclusion would have been antidilutive: Three Months Ended Six Months Ended 2020 2019 2020 2019 Convertible notes $ 31,162 $ 27,253 $ 31,162 $ 27,253 Stock options and awards 4,788 6,480 4,889 5,811 $ 35,950 $ 33,733 $ 36,051 $ 33,064 |
Power Purchase Agreement Prog_2
Power Purchase Agreement Programs (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The table below shows the details of the three Investment Companies' VIEs that were active during the six months ended June 30, 2020 and their cumulative activities from inception to the periods indicated (dollars in thousands): PPA IIIa PPA IV PPA V Overview: Maximum size of installation (in megawatts) 10 21 40 Installed size (in megawatts) 10 19 37 Term of power purchase agreements (in years) 15 15 15 First system installed Feb-13 Sep-14 Jun-15 Last system installed Jun-14 Mar-16 Dec-16 Income (loss) and tax benefits allocation to Equity Investor 99% 90% 99% Cash allocation to Equity Investor 99% 90% 90% Income (loss), tax and cash allocations to Equity Investor after the flip date 5% No flip No flip Equity Investor 1 US Bank Exelon Corporation Exelon Corporation Put option date 2 1st anniversary of flip point N/A N/A Company cash contributions $ 32,223 $ 11,669 $ 27,932 Company non-cash contributions 3 $ 8,655 $ — $ — Equity Investor cash contributions $ 36,967 $ 84,782 $ 227,344 Debt financing $ 44,968 $ 99,000 $ 131,237 Activity as of June 30, 2020: Distributions to Equity Investor $ 4,819 $ 8,582 $ 74,128 Debt repayment—principal $ 9,293 $ 19,534 $ 11,765 Activity as of December 31, 2019: Distributions to Equity Investor $ 4,803 $ 6,692 $ 70,591 Debt repayment—principal $ 6,631 $ 18,012 $ 9,453 1 Investor name represents ultimate parent of subsidiary financing the project. 2 Investor right on the certain date, upon giving us advance written notice, to sell the membership interests to us or resign or withdraw from the investment partnership. 3 Non-cash contributions consisted of warrants that were issued by us to respective lenders to each PPA Entity, as required by such entity’s credit agreements. The corresponding values are amortized using the effective interest method over the debt term. , for their assets and liabilities in our condensed consolidated balance sheets, after eliminations of intercompany transactions and balances, were (in thousands): June 30, December 31, 2019 Assets Current assets: Cash and cash equivalents $ 4,600 $ 1,894 Restricted cash 827 2,244 Accounts receivable 4,004 4,194 Customer financing receivable 5,254 5,108 Prepaid expenses and other current assets 1,030 3,587 Total current assets 15,715 17,027 Property and equipment, net 263,793 275,481 Customer financing receivable, non-current 48,111 50,747 Restricted cash 15,123 15,045 Other long-term assets 241 607 Total assets $ 342,983 $ 358,907 Liabilities Current liabilities: Accrued expenses and other current liabilities $ 2,312 $ 1,391 Deferred revenue and customer deposits 662 662 Current portion of debt 11,366 12,155 Total current liabilities 14,340 14,208 Derivative liabilities 15,783 8,459 Deferred revenue 6,405 6,735 Long-term portion of debt 218,316 223,267 Other long-term liabilities 2,627 2,355 Total liabilities $ 257,471 $ 255,024 June 30, 2020 December 31, 2019 Bloom Energy PPA Entities Consolidated Bloom Energy PPA Entities Consolidated Assets Current assets $ 425,077 $ 15,715 $ 440,792 $ 455,680 $ 17,027 $ 472,707 Long-term assets 509,483 327,268 836,751 508,004 341,880 849,884 Total assets $ 934,560 $ 342,983 $ 1,277,543 $ 963,684 $ 358,907 $ 1,322,591 Liabilities Current liabilities $ 274,696 $ 2,974 $ 277,670 $ 234,328 $ 2,053 $ 236,381 Current portion of debt 14,698 11,366 26,064 325,428 12,155 337,583 Long-term liabilities 579,870 24,815 604,685 599,709 17,549 617,258 Long-term portion of debt 401,339 218,316 619,655 75,962 223,267 299,229 Total liabilities $ 1,270,603 $ 257,471 $ 1,528,074 $ 1,235,427 $ 255,024 $ 1,490,451 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At June 30, 2020, future minimum lease payments under operating leases and financing obligations were as follows (in thousands): Operating Leases Obligations Financing Obligations Sublease Payments 1 Remainder of 2020 $ 4,214 $ 19,054 $ (19,054) 2021 10,005 38,726 (38,726) 2022 6,110 39,680 (39,680) 2023 6,230 40,582 (40,582) 2024 6,416 38,442 (38,442) Thereafter 24,087 117,592 (117,592) Total lease payments $ 57,062 294,076 $ (294,076) Less: imputed interest (170,557) Total lease obligations 123,519 Less: current obligations (11,603) Long-term lease obligations $ 111,916 1 Sublease Payments primarily represents the fees received by the bank from our end customer for the electricity generated by our Energy Servers leased under our Managed Services and other similar arrangements, which also pay down our financing obligation to the bank. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Our operations included the following related party transactions (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Total revenue from related parties $ 881 $ 81,572 $ 1,930 $ 82,354 Interest expense to related parties 794 1,606 2,160 3,218 The following is a summary of our debt and convertible notes from investors considered to be related parties as of June 30, 2020 (in thousands): Unpaid Net Carrying Value Current Long- Total Recourse debt from related parties: 10% convertible promissory notes due December 2021 from related parties $ 50,801 $ — $ 53,675 $ 53,675 Total debt from related parties $ 50,801 $ — $ 53,675 $ 53,675 The following is a summary of our debt and convertible notes from investors considered to be related parties as of December 31, 2019 (in thousands): Unpaid Net Carrying Value Current Long- Total Recourse debt from related parties: 6% convertible promissory notes due December 2020 from related parties $ 20,801 $ 20,801 $ — $ 20,801 Non-recourse debt from related parties: 7.5% term loan due September 2028 from related parties 38,337 3,882 31,088 34,970 Total debt from related parties $ 59,138 $ 24,683 $ 31,088 $ 55,771 |
Nature of Business, Liquidity_3
Nature of Business, Liquidity, Basis of Presentation and Summary of Significant Accounting Policies - (Additional Information) (Details) $ / shares in Units, $ in Thousands | Jun. 18, 2020USD ($)shares$ / shares | May 01, 2020USD ($) | Jun. 30, 2020USD ($)shares | Jun. 30, 2019 | Jun. 30, 2020USD ($)shares | Jun. 30, 2019 | Dec. 31, 2019USD ($)shares | Mar. 31, 2020USD ($)$ / shares | Mar. 30, 2020$ / shares |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Current portion of debt | $ 26,064 | $ 26,064 | $ 337,583 | ||||||
Affiliated entity | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Current portion of debt | $ 0 | $ 0 | $ 24,683 | ||||||
Sales Revenue, Net | Customer Concentration Risk | The Southern Company | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 56.00% | 44.00% | |||||||
Sales Revenue, Net | Customer Concentration Risk | Duke Energy | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 32.00% | 32.00% | |||||||
Sales Revenue, Net | Customer Concentration Risk | SK Engineering & Construction Co., Ltd. | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 29.00% | 21.00% | 32.00% | 26.00% | |||||
Sales Revenue, Net | Customer Concentration Risk | Nextera Energy [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 12.00% | ||||||||
Accounts Receivable | Customer Concentration Risk | Costco Wholesale Corporation | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 19.00% | ||||||||
Accounts Receivable | Customer Concentration Risk | The Kraft Group LLC | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 17.00% | ||||||||
Accounts Receivable | Customer Concentration Risk | Kaiser Foundation Hospital | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 26.00% | ||||||||
Asia Pacific [Member] | Sales Revenue, Net | Geographic Concentration Risk [Member] | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Concentration risk, percentage | 30.00% | 21.00% | 33.00% | 26.00% | |||||
Senior Notes Due 2027 [Member] | Senior secured notes | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Interest rate percentage | 10.25% | ||||||||
Debt face amount | $ 70,000 | ||||||||
Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse, Amendment | Convertible promissory notes | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Interest rate percentage | 10.00% | 6.00% | |||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 8 | $ 11.25 | ||||||
Convertible, number of equity instruments (in shares) | shares | 4,700,000 | ||||||||
Debt instrument, unamortized premium | $ 3,400 | ||||||||
Additional Convertible Notes | Convertible debt | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Interest rate percentage | 10.00% | ||||||||
Debt face amount | $ 30,000 | ||||||||
Convertible Promissory Notes Interest Rate 10% Due December 2021 | Convertible promissory notes | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | ||||||||
Repayments of convertible debt | 70,000 | ||||||||
Debt face amount | $ 290,000 | ||||||||
Debt due next quarter | $ 70,000 | $ 70,000 | |||||||
Convertible Promissory Notes Interest Rate 10% Due December 2021 | Convertible promissory notes | Affiliated entity | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Interest rate percentage | 10.00% | 10.00% | 10.00% | ||||||
Convertible Promissory Notes Interest Rate 10% Due December 2021 | Convertible debt | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Repayments of convertible debt | $ 70,000 | ||||||||
Debt face amount | $ 249,300 | $ 249,300 | |||||||
Debt instrument, unamortized premium | $ 14,100 | $ 14,100 | |||||||
Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | Convertible promissory notes | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Current portion of debt | $ 36,482 | ||||||||
Interest rate percentage | 5.00% | 5.00% | 5.00% | 10.00% | 5.00% | ||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 38.64 | |||||||
Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | Convertible promissory notes | Affiliated entity | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 38.64 | ||||||||
Term Loan due November 2020, Recourse | Term loan | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Current portion of debt | $ 697 | $ 697 | $ 1,536 | ||||||
Interest rate percentage | 4.00% | 4.00% | 4.00% | ||||||
Weighted average interest rate (as a percentage) | 4.50% | 4.50% | 6.30% | ||||||
Class A common stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Common stock, authorized (in shares) | shares | 600,000,000 | 600,000,000 | 600,000,000 | ||||||
Class B common stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Common stock, authorized (in shares) | shares | 600,000,000 | 600,000,000 | 600,000,000 |
Restatement of Previously Iss_3
Restatement of Previously Issued Condensed Consolidated Financial Statements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Comprehensive loss | $ 48,504 | $ 90,419 | $ 138,360 | $ 201,345 | ||
Less: comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests | (5,968) | (8,355) | (19,870) | (14,235) | ||
Comprehensive loss attributable to Class A and Class B stockholders | $ 42,536 | 82,064 | $ 118,490 | 187,110 | ||
Restatement Impacts | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Comprehensive loss | 5,000 | 8,800 | $ (5,800) | $ 1,800 | ||
Less: comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests | $ 5,000 | $ 8,800 |
Restatement of Previously Iss_4
Restatement of Previously Issues Condensed Consolidated Financial Statements - Consolidates Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Cash and cash equivalents | $ 144,072 | [1] | $ 202,823 | [1] | $ 308,009 |
Restricted cash, current | 40,393 | [1] | 30,804 | [1] | 23,706 |
Accounts receivable | 49,614 | [1] | 37,828 | [1] | 40,038 |
Inventories | 112,479 | 109,606 | 106,889 | ||
Deferred cost of revenue | 68,233 | 58,470 | 80,307 | ||
Customer financing receivable | 5,254 | [1] | 5,108 | [1] | 5,817 |
Prepaid expenses and other current assets | 20,747 | [1] | 28,068 | [1] | 26,483 |
Current assets | 440,792 | 472,707 | 591,249 | ||
Property, plant and equipment, net | 601,566 | [1] | 607,059 | [1] | 641,259 |
Customer financing receivable, non-current | 48,111 | [1] | 50,747 | [1] | 64,146 |
Restricted cash, non-current | 139,664 | [1] | 143,761 | [1] | 39,351 |
Deferred cost of revenue, non-current | 6,421 | 6,665 | 3,846 | ||
Other long-term assets | 40,989 | [1] | 41,652 | [1] | 72,836 |
Total assets | 1,277,543 | 1,322,591 | 1,412,687 | ||
Accounts payable | 64,896 | [1] | 55,579 | [1] | 61,427 |
Accrued warranty | 10,175 | 10,333 | 10,240 | ||
Accrued expenses and other current liabilities | 88,052 | [1] | 70,284 | [1] | 105,393 |
Financing obligations | 11,603 | 10,993 | 10,027 | ||
Deferred revenue and customer deposits | 102,944 | [1] | 89,192 | [1] | 118,738 |
Current portion of recourse debt | 14,697 | 304,627 | 15,681 | ||
Current portion of non-recourse debt | 11,367 | [1] | 8,273 | [1] | 7,654 |
Current portion of non-recourse debt from related parties | 0 | [1] | 3,882 | [1] | 2,889 |
Total current liabilities | 303,734 | 573,964 | 332,049 | ||
Derivative liabilities | 22,281 | [1] | 17,551 | [1] | 18,175 |
Deferred revenue and customer deposits, net of current portion | 114,684 | [1] | 125,529 | [1] | 110,750 |
Financing obligations, non-current | 440,444 | 446,165 | 400,078 | ||
Long-term portion of recourse debt | 347,664 | 75,962 | 362,424 | ||
Long-term portion of non-recourse debt | 218,316 | [1] | 192,180 | [1] | 219,182 |
Long-term portion of recourse debt from related parties | 53,675 | 0 | 27,734 | ||
Long-term portion of non-recourse debt from related parties | 0 | [1] | 31,087 | [1] | 32,643 |
Other long-term liabilities | 27,276 | [1] | 28,013 | [1] | 29,979 |
Total liabilities | 1,528,074 | 1,490,451 | 1,533,014 | ||
Redeemable noncontrolling interest | 118 | 443 | 505 | ||
Preferred stock | 0 | 0 | 0 | ||
Common stock | 13 | 12 | 11 | ||
Additional paid-in capital | 2,747,890 | 2,686,759 | 2,604,034 | ||
Accumulated other comprehensive income (loss) | (9) | 19 | (148) | ||
Accumulated deficit | (3,064,845) | (2,946,384) | (2,828,801) | ||
Total stockholders’ deficit | (316,951) | (259,594) | (224,904) | ||
Noncontrolling interest | 66,302 | 91,291 | 104,072 | ||
Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest | $ 1,277,543 | $ 1,322,591 | $ 1,412,687 | ||
6% Notes | Convertible promissory notes | Affiliated entity | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Interest rate percentage | 6.00% | ||||
Difference between Revenue Guidance in Effect before and after Topic 606 | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Cash and cash equivalents | $ 0 | ||||
Restricted cash, current | 0 | ||||
Accounts receivable | (2,430) | ||||
Inventories | 0 | ||||
Deferred cost of revenue | 0 | ||||
Customer financing receivable | 0 | ||||
Prepaid expenses and other current assets | 143 | ||||
Current assets | (2,287) | ||||
Property, plant and equipment, net | 0 | ||||
Customer financing receivable, non-current | 0 | ||||
Restricted cash, non-current | 0 | ||||
Deferred cost of revenue, non-current | 0 | ||||
Other long-term assets | 2,743 | ||||
Total assets | 456 | ||||
Accounts payable | 0 | ||||
Accrued warranty | (999) | ||||
Accrued expenses and other current liabilities | 0 | ||||
Financing obligations | 0 | ||||
Deferred revenue and customer deposits | 3,264 | ||||
Current portion of recourse debt | 0 | ||||
Current portion of non-recourse debt | 0 | ||||
Current portion of non-recourse debt from related parties | 0 | ||||
Total current liabilities | 2,265 | ||||
Derivative liabilities | 0 | ||||
Deferred revenue and customer deposits, net of current portion | 25,369 | ||||
Financing obligations, non-current | 0 | ||||
Long-term portion of recourse debt | 0 | ||||
Long-term portion of non-recourse debt | 0 | ||||
Long-term portion of recourse debt from related parties | 0 | ||||
Long-term portion of non-recourse debt from related parties | 0 | ||||
Other long-term liabilities | 0 | ||||
Total liabilities | 27,634 | ||||
Redeemable noncontrolling interest | 0 | ||||
Preferred stock | 0 | ||||
Common stock | 0 | ||||
Additional paid-in capital | 0 | ||||
Accumulated other comprehensive income (loss) | 0 | ||||
Accumulated deficit | (27,178) | ||||
Total stockholders’ deficit | (27,178) | ||||
Noncontrolling interest | 0 | ||||
Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest | 456 | ||||
As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Cash and cash equivalents | 308,009 | ||||
Restricted cash, current | 23,706 | ||||
Accounts receivable | 38,296 | ||||
Inventories | 104,934 | ||||
Deferred cost of revenue | 86,434 | ||||
Customer financing receivable | 5,817 | ||||
Prepaid expenses and other current assets | 25,088 | ||||
Current assets | 592,284 | ||||
Property, plant and equipment, net | 406,610 | ||||
Customer financing receivable, non-current | 64,146 | ||||
Restricted cash, non-current | 39,351 | ||||
Deferred cost of revenue, non-current | 59,213 | ||||
Other long-term assets | 60,975 | ||||
Total assets | 1,222,579 | ||||
Accounts payable | 61,427 | ||||
Accrued warranty | 12,393 | ||||
Accrued expenses and other current liabilities | 109,722 | ||||
Financing obligations | 0 | ||||
Deferred revenue and customer deposits | 129,321 | ||||
Current portion of recourse debt | 15,681 | ||||
Current portion of non-recourse debt | 7,654 | ||||
Current portion of non-recourse debt from related parties | 2,889 | ||||
Total current liabilities | 339,087 | ||||
Derivative liabilities | 13,079 | ||||
Deferred revenue and customer deposits, net of current portion | 181,221 | ||||
Financing obligations, non-current | 0 | ||||
Long-term portion of recourse debt | 362,424 | ||||
Long-term portion of non-recourse debt | 219,182 | ||||
Long-term portion of recourse debt from related parties | 27,734 | ||||
Long-term portion of non-recourse debt from related parties | 32,643 | ||||
Other long-term liabilities | 58,417 | ||||
Total liabilities | 1,233,787 | ||||
Redeemable noncontrolling interest | 505 | ||||
Preferred stock | 0 | ||||
Common stock | 11 | ||||
Additional paid-in capital | 2,603,279 | ||||
Accumulated other comprehensive income (loss) | (148) | ||||
Accumulated deficit | (2,718,927) | ||||
Total stockholders’ deficit | (115,785) | ||||
Noncontrolling interest | 104,072 | ||||
Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest | 1,222,579 | ||||
Restatement Impacts | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Cash and cash equivalents | 0 | ||||
Restricted cash, current | 0 | ||||
Accounts receivable | 4,172 | ||||
Inventories | 1,955 | ||||
Deferred cost of revenue | (6,127) | ||||
Customer financing receivable | 0 | ||||
Prepaid expenses and other current assets | 1,252 | ||||
Current assets | 1,252 | ||||
Property, plant and equipment, net | 234,649 | ||||
Customer financing receivable, non-current | 0 | ||||
Restricted cash, non-current | 0 | ||||
Deferred cost of revenue, non-current | (55,367) | ||||
Other long-term assets | 9,118 | ||||
Total assets | 189,652 | ||||
Accounts payable | 0 | ||||
Accrued warranty | (1,154) | ||||
Accrued expenses and other current liabilities | (4,329) | ||||
Financing obligations | 10,027 | ||||
Deferred revenue and customer deposits | (13,847) | ||||
Current portion of recourse debt | 0 | ||||
Current portion of non-recourse debt | 0 | ||||
Current portion of non-recourse debt from related parties | 0 | ||||
Total current liabilities | (9,303) | ||||
Derivative liabilities | 5,096 | ||||
Deferred revenue and customer deposits, net of current portion | (95,840) | ||||
Financing obligations, non-current | 400,078 | ||||
Long-term portion of recourse debt | 0 | ||||
Long-term portion of non-recourse debt | 0 | ||||
Long-term portion of recourse debt from related parties | 0 | ||||
Long-term portion of non-recourse debt from related parties | 0 | ||||
Other long-term liabilities | (28,438) | ||||
Total liabilities | 271,593 | ||||
Redeemable noncontrolling interest | 0 | ||||
Preferred stock | 0 | ||||
Common stock | 0 | ||||
Additional paid-in capital | 755 | ||||
Accumulated other comprehensive income (loss) | 0 | ||||
Accumulated deficit | (82,696) | ||||
Total stockholders’ deficit | (81,941) | ||||
Noncontrolling interest | 0 | ||||
Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest | 189,652 | ||||
Restatement Impacts | Reclassification Of Lease Arrangements | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Deferred cost of revenue | (7,400) | ||||
Deferred cost of revenue, non-current | (55,400) | ||||
Restatement Impacts | Capitalized Stock-Based Compensation | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Inventories | 2,000 | ||||
Deferred cost of revenue | 3,700 | ||||
Property, plant and equipment, net | 3,700 | ||||
Restatement Impacts | Immaterial Misstatements | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Deferred cost of revenue | (2,500) | ||||
Restatement Impacts | Transfer Of Ownership | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Property, plant and equipment, net | 230,900 | ||||
Restatement Impacts | Change In Policy | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Accrued warranty | 200 | ||||
Restatement Impacts | Grid Pricing Escalation | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Accrued warranty | 900 | ||||
Restatement Impacts | Valuation Adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Additional paid-in capital | $ (800) | ||||
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Restatement of Previously Iss_5
Restatement of Previously Issued Condensed Consolidated Financial Statements - Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | $ 187,856 | $ 200,326 | $ 344,555 | $ 347,327 |
Cost of revenue | 161,607 | 171,976 | 298,375 | 317,413 |
Gross profit | 26,249 | 28,350 | 46,180 | 29,914 |
Research and development | 19,377 | 29,772 | 42,656 | 58,631 |
Sales and marketing | 11,427 | 18,194 | 25,376 | 38,567 |
General and administrative | 24,945 | 43,662 | 54,043 | 82,736 |
Total operating expenses | 55,749 | 91,628 | 122,075 | 179,934 |
Loss from operations | (29,500) | (63,278) | (75,895) | (150,020) |
Interest income | 332 | 1,700 | 1,151 | 3,585 |
Interest expense | (22,722) | (44,522) | ||
Interest expense to related parties | (794) | (1,606) | (2,160) | (3,218) |
Other income (expense), net | (3,913) | (222) | (3,921) | 43 |
Gain (loss) on revaluation of embedded derivatives | 412 | (540) | 696 | (1,080) |
Loss before income taxes | (47,837) | (86,668) | (129,355) | (195,212) |
Income tax provision | 141 | 258 | 265 | 466 |
Net income (loss) | (47,978) | (86,926) | (129,620) | (195,678) |
Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (5,466) | (5,015) | (11,159) | (8,847) |
Net loss available to Class A and Class B common stockholders | $ (81,911) | (186,831) | ||
Energy Servers | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Estimated depreciable life | 21 years | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | $ (11,417) | (12,147) | ||
Cost of revenue | (1,475) | (2,690) | ||
Gross profit | (9,942) | (9,457) | ||
Research and development | 0 | 0 | ||
Sales and marketing | (182) | (274) | ||
General and administrative | 0 | 0 | ||
Total operating expenses | (182) | (274) | ||
Loss from operations | (9,760) | (9,183) | ||
Interest income | 0 | 0 | ||
Interest expense | 0 | 0 | ||
Interest expense to related parties | 0 | 0 | ||
Other income (expense), net | 0 | 0 | ||
Gain (loss) on revaluation of embedded derivatives | 0 | 0 | ||
Loss before income taxes | (9,760) | (9,183) | ||
Income tax provision | 0 | 0 | ||
Net income (loss) | (9,760) | (9,183) | ||
Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests | 0 | 0 | ||
Net loss available to Class A and Class B common stockholders | (9,760) | (9,183) | ||
As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 233,782 | 434,489 | ||
Cost of revenue | 192,109 | 377,061 | ||
Gross profit | 41,673 | 57,428 | ||
Research and development | 29,772 | 58,631 | ||
Sales and marketing | 18,359 | 38,822 | ||
General and administrative | 43,662 | 82,736 | ||
Total operating expenses | 91,793 | 180,189 | ||
Loss from operations | (50,120) | (122,761) | ||
Interest income | 1,700 | 3,585 | ||
Interest expense | (16,725) | (32,687) | ||
Interest expense to related parties | (1,606) | (3,218) | ||
Other income (expense), net | (222) | 43 | ||
Gain (loss) on revaluation of embedded derivatives | 0 | 0 | ||
Loss before income taxes | (66,973) | (155,038) | ||
Income tax provision | 258 | 466 | ||
Net income (loss) | (67,231) | (155,504) | ||
Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests | (5,015) | (8,847) | ||
Net loss available to Class A and Class B common stockholders | (62,216) | (146,657) | ||
Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (22,039) | (75,015) | ||
Cost of revenue | (18,658) | (56,958) | ||
Gross profit | (3,381) | (18,057) | ||
Research and development | 0 | 0 | ||
Sales and marketing | 17 | 19 | ||
General and administrative | 0 | 0 | ||
Total operating expenses | 17 | 19 | ||
Loss from operations | (3,398) | (18,076) | ||
Interest income | 0 | 0 | ||
Interest expense | (5,997) | (11,835) | ||
Interest expense to related parties | 0 | 0 | ||
Other income (expense), net | 0 | 0 | ||
Gain (loss) on revaluation of embedded derivatives | (540) | (1,080) | ||
Loss before income taxes | (9,935) | (30,991) | ||
Income tax provision | 0 | 0 | ||
Net income (loss) | (9,935) | (30,991) | ||
Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests | 0 | 0 | ||
Net loss available to Class A and Class B common stockholders | (9,935) | (30,991) | ||
Restatement Impacts | Grid Pricing Escalation | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Gain (loss) on revaluation of embedded derivatives | 500 | 1,100 | ||
Restatement Impacts | Immaterial Misstatements | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | 800 | 1,600 | ||
Product | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 116,197 | 144,081 | 215,756 | 235,007 |
Cost of revenue | 83,127 | 113,228 | 155,616 | 202,000 |
Product | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (13,061) | (15,698) | ||
Cost of revenue | 281 | 33 | ||
Product | As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 179,899 | 321,633 | ||
Cost of revenue | 131,952 | 255,952 | ||
Product | Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (22,757) | (70,928) | ||
Cost of revenue | (19,005) | (53,985) | ||
Product | Restatement Impacts | Depreciation Of Energy Servers | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (18,100) | (55,600) | ||
Product | Restatement Impacts | Capitalized Stock-Based Compensation | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (900) | 1,600 | ||
Installation | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 29,839 | 13,076 | 46,457 | 25,295 |
Cost of revenue | 38,287 | 17,685 | 59,066 | 33,445 |
Installation | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 1,691 | 2,847 | ||
Cost of revenue | 0 | 0 | ||
Installation | As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 17,285 | 39,543 | ||
Cost of revenue | 22,116 | 46,282 | ||
Installation | Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (5,900) | (17,095) | ||
Cost of revenue | (4,431) | (12,837) | ||
Installation | Restatement Impacts | Depreciation Of Energy Servers | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (5,200) | (14,400) | ||
Service | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 26,208 | 23,026 | 51,355 | 46,493 |
Cost of revenue | 28,652 | 18,763 | 59,622 | 46,684 |
Service | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (47) | 704 | ||
Cost of revenue | (1,756) | (2,723) | ||
Service | As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 23,659 | 46,949 | ||
Cost of revenue | 19,599 | 47,156 | ||
Service | Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | (586) | (1,160) | ||
Cost of revenue | 920 | 2,251 | ||
Service | Restatement Impacts | Grid Pricing Escalation | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (100) | (200) | ||
Service | Restatement Impacts | Capitalized Stock-Based Compensation | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | 1,000 | 2,400 | ||
Electricity | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 15,612 | 20,143 | 30,987 | 40,532 |
Cost of revenue | $ 11,541 | 22,300 | $ 24,071 | 35,284 |
Electricity | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 0 | 0 | ||
Cost of revenue | 0 | 0 | ||
Electricity | As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 12,939 | 26,364 | ||
Cost of revenue | 18,442 | 27,671 | ||
Electricity | Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Total revenue | 7,204 | 14,168 | ||
Cost of revenue | 3,858 | 7,613 | ||
Electricity | Restatement Impacts | Depreciation Of Energy Servers | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | $ 3,800 | $ 7,500 |
Restatement of Previously Iss_6
Restatement of Previously Issued Condensed Consolidated Financial Statements - Statement of Cash Flows (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net income (loss) | $ 47,978,000 | $ 86,926,000 | $ 129,620,000 | $ 195,678,000 |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 25,852,000 | 37,034,000 | ||
Write-off of property, plant and equipment, net | 0 | 2,704,000 | ||
Write-off of PPA II and PPA IIIb decommissioned assets | 0 | 25,613,000 | ||
Debt make-whole expense | 5,934,000 | |||
Revaluation of derivative contracts | (72,000) | 1,636,000 | ||
Stock-based compensation | 41,650,000 | 119,186,000 | ||
Loss on long-term REC purchase contract | 2,000 | 60,000 | ||
Amortization of Debt Issuance Costs | 11,255,000 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (11,787,000) | 49,741,000 | ||
Inventories | (3,532,000) | 22,197,000 | ||
Deferred cost of revenue | (9,995,000) | (38,793,000) | ||
Customer financing receivable and other | 2,490,000 | 2,713,000 | ||
Prepaid expenses and other current assets | 7,314,000 | 10,227,000 | ||
Other long-term assets | (3,574,000) | (272,000) | ||
Accounts payable | 8,831,000 | (5,461,000) | ||
Accrued warranty | (159,000) | (6,696,000) | ||
Accrued expenses and other current liabilities | 13,665,000 | 5,581,000 | ||
Deferred revenue and customer deposits | 2,907,000 | 51,913,000 | ||
Other long-term liabilities | (2,071,000) | 4,722,000 | ||
Net cash provided by (used in) operating activities | (40,235,000) | 103,616,000 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (19,560,000) | (23,619,000) | ||
Payments for acquisition of intangible assets | 0 | (970,000) | ||
Proceeds from maturity of marketable securities | 0 | 104,500,000 | ||
Net cash provided by (used in) investing activities | (19,560,000) | 79,911,000 | ||
Cash flows from financing activities: | ||||
Repayment of debt | (83,997,000) | |||
Repayment of debt to related parties | (2,105,000) | (1,220,000) | ||
Debt make-whole payment | 0 | (5,934,000) | ||
Proceeds from financing obligations | 0 | 20,333,000 | ||
Repayment of financing obligations | (5,111,000) | (4,006,000) | ||
Payments to noncontrolling and redeemable noncontrolling interests | 0 | (18,690,000) | ||
Distributions to noncontrolling and redeemable noncontrolling interests | (5,815,000) | (7,753,000) | ||
Proceeds from issuance of common stock | 5,186,000 | 8,321,000 | ||
Net cash provided by (used in) financing activities | 6,536,000 | (92,946,000) | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | (53,259,000) | 90,581,000 | ||
Beginning of period | 377,388,000 | 280,485,000 | ||
End of period | $ 324,129,000 | 371,066,000 | 324,129,000 | 371,066,000 |
Cash paid during the period for interest | 34,487,000 | 35,702,000 | ||
Cash paid during the period for taxes | $ 224,000 | 497,000 | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net income (loss) | 9,760,000 | 9,183,000 | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 0 | |||
Write-off of property, plant and equipment, net | 0 | |||
Write-off of PPA II and PPA IIIb decommissioned assets | 0 | |||
Debt make-whole expense | 0 | |||
Revaluation of derivative contracts | 0 | |||
Stock-based compensation | 0 | |||
Loss on long-term REC purchase contract | 0 | |||
Amortization of Debt Issuance Costs | 0 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | 3,424,000 | |||
Inventories | 0 | |||
Deferred cost of revenue | 0 | |||
Customer financing receivable and other | 0 | |||
Prepaid expenses and other current assets | (2,000) | |||
Other long-term assets | (271,000) | |||
Accounts payable | 0 | |||
Accrued warranty | 33,000 | |||
Accrued expenses and other current liabilities | 0 | |||
Deferred revenue and customer deposits | 5,999,000 | |||
Other long-term liabilities | 0 | |||
Net cash provided by (used in) operating activities | 0 | |||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | 0 | |||
Payments for acquisition of intangible assets | 0 | |||
Proceeds from maturity of marketable securities | 0 | |||
Net cash provided by (used in) investing activities | 0 | |||
Cash flows from financing activities: | ||||
Repayment of debt | 0 | |||
Repayment of debt to related parties | 0 | |||
Debt make-whole payment | 0 | |||
Proceeds from financing obligations | 0 | |||
Repayment of financing obligations | 0 | |||
Payments to noncontrolling and redeemable noncontrolling interests | 0 | |||
Distributions to noncontrolling and redeemable noncontrolling interests | 0 | |||
Proceeds from issuance of common stock | 0 | |||
Net cash provided by (used in) financing activities | 0 | |||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 0 | |||
Beginning of period | 0 | |||
End of period | 0 | 0 | ||
Cash paid during the period for interest | 0 | |||
Cash paid during the period for taxes | 0 | |||
As Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net income (loss) | 67,231,000 | 155,504,000 | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 31,023,000 | |||
Write-off of property, plant and equipment, net | 2,704,000 | |||
Write-off of PPA II and PPA IIIb decommissioned assets | 25,613,000 | |||
Debt make-whole expense | 5,934,000 | |||
Revaluation of derivative contracts | 555,000 | |||
Stock-based compensation | 115,100,000 | |||
Loss on long-term REC purchase contract | 60,000 | |||
Amortization of Debt Issuance Costs | 11,255,000 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | 46,591,000 | |||
Inventories | 27,542,000 | |||
Deferred cost of revenue | 19,198,000 | |||
Customer financing receivable and other | 2,713,000 | |||
Prepaid expenses and other current assets | 8,477,000 | |||
Other long-term assets | 1,028,000 | |||
Accounts payable | (5,461,000) | |||
Accrued warranty | (6,843,000) | |||
Accrued expenses and other current liabilities | 7,213,000 | |||
Deferred revenue and customer deposits | (25,411,000) | |||
Other long-term liabilities | 3,419,000 | |||
Net cash provided by (used in) operating activities | 115,206,000 | |||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (18,882,000) | |||
Payments for acquisition of intangible assets | (970,000) | |||
Proceeds from maturity of marketable securities | 104,500,000 | |||
Net cash provided by (used in) investing activities | 84,648,000 | |||
Cash flows from financing activities: | ||||
Repayment of debt | (83,997,000) | |||
Repayment of debt to related parties | (1,220,000) | |||
Debt make-whole payment | (5,934,000) | |||
Proceeds from financing obligations | 0 | |||
Repayment of financing obligations | 0 | |||
Payments to noncontrolling and redeemable noncontrolling interests | (18,690,000) | |||
Distributions to noncontrolling and redeemable noncontrolling interests | (7,753,000) | |||
Proceeds from issuance of common stock | 8,321,000 | |||
Net cash provided by (used in) financing activities | (109,273,000) | |||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 90,581,000 | |||
Beginning of period | 280,485,000 | |||
End of period | 371,066,000 | 371,066,000 | ||
Cash paid during the period for interest | 23,867,000 | |||
Cash paid during the period for taxes | 497,000 | |||
Restatement Impacts | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net income (loss) | 9,935,000 | 30,991,000 | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 6,011,000 | |||
Write-off of property, plant and equipment, net | 0 | |||
Write-off of PPA II and PPA IIIb decommissioned assets | 0 | |||
Debt make-whole expense | 0 | |||
Revaluation of derivative contracts | 1,081,000 | |||
Stock-based compensation | 4,086,000 | |||
Loss on long-term REC purchase contract | 0 | |||
Amortization of Debt Issuance Costs | 0 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (274,000) | |||
Inventories | (5,345,000) | |||
Deferred cost of revenue | (57,991,000) | |||
Customer financing receivable and other | 0 | |||
Prepaid expenses and other current assets | 1,752,000 | |||
Other long-term assets | (1,029,000) | |||
Accounts payable | 0 | |||
Accrued warranty | 114,000 | |||
Accrued expenses and other current liabilities | (1,632,000) | |||
Deferred revenue and customer deposits | 71,325,000 | |||
Other long-term liabilities | 1,303,000 | |||
Net cash provided by (used in) operating activities | (11,590,000) | |||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (4,737,000) | |||
Payments for acquisition of intangible assets | 0 | |||
Proceeds from maturity of marketable securities | 0 | |||
Net cash provided by (used in) investing activities | (4,737,000) | |||
Cash flows from financing activities: | ||||
Repayment of debt | 0 | |||
Repayment of debt to related parties | 0 | |||
Debt make-whole payment | 0 | |||
Proceeds from financing obligations | 20,333,000 | |||
Repayment of financing obligations | (4,006,000) | |||
Payments to noncontrolling and redeemable noncontrolling interests | 0 | |||
Distributions to noncontrolling and redeemable noncontrolling interests | 0 | |||
Proceeds from issuance of common stock | 0 | |||
Net cash provided by (used in) financing activities | 16,327,000 | |||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 0 | |||
Beginning of period | 0 | |||
End of period | $ 0 | 0 | ||
Cash paid during the period for interest | 11,835,000 | |||
Cash paid during the period for taxes | 0 | |||
Restatement Impacts | Capitalized Stock-Based Compensation | ||||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Stock-based compensation | 4,700,000 | |||
Changes in operating assets and liabilities: | ||||
Deferred cost of revenue | 1,500,000 | |||
Restatement Impacts | Capitalized Stock-Based Compensation, Managed Services Program | ||||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Stock-based compensation | (600,000) | |||
Restatement Impacts | Reclassification Of Lease Arrangements | ||||
Changes in operating assets and liabilities: | ||||
Deferred cost of revenue | 56,500,000 | |||
Restatement Impacts | Change In Policy | ||||
Changes in operating assets and liabilities: | ||||
Accrued warranty | $ 300,000 |
Revenue Recognition Contract Li
Revenue Recognition Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||||||
Deferred revenue | $ 170,034 | $ 157,986 | $ 168,223 | $ 157,986 | $ 162,186 | $ 168,223 |
Deferred incentive revenue | 7,067 | 7,397 | ||||
Customer deposits | 48,375 | 39,101 | ||||
Deferred revenue and customer deposits | $ 217,628 | $ 214,721 | ||||
Change in Contract with Customer, Liability [Abstract] | ||||||
Beginning balance | 170,034 | 140,734 | 168,223 | 140,130 | ||
Additions | 159,142 | 189,138 | 297,254 | 307,497 | ||
Revenue recognized | (166,990) | (171,886) | (303,291) | (289,641) | ||
Ending balance | $ 162,186 | $ 157,986 | $ 162,186 | $ 157,986 |
Revenue Recognition Additional
Revenue Recognition Additional Information (Details) | Jun. 30, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 21 years |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | $ 172,244 | $ 185,293 | $ 313,568 | $ 317,635 |
Total revenue | 187,856 | 200,326 | 344,555 | 347,327 |
Product | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 116,197 | 144,081 | 215,756 | 235,007 |
Total revenue | 116,197 | 144,081 | 215,756 | 235,007 |
Installation | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 29,839 | 13,076 | 46,457 | 25,295 |
Total revenue | 29,839 | 13,076 | 46,457 | 25,295 |
Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 26,208 | 23,026 | 51,355 | 46,493 |
Total revenue | 26,208 | 23,026 | 51,355 | 46,493 |
Electricity | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 0 | 5,110 | 0 | 10,840 |
Electricity revenue | 15,612 | 15,033 | 30,987 | 29,692 |
Total revenue | $ 15,612 | $ 20,143 | $ 30,987 | $ 40,532 |
Financial Instruments - Cash an
Financial Instruments - Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | ||
Debt Securities, Available-for-sale [Line Items] | ||||||
Cash and cash equivalents | $ 144,072 | [1] | $ 202,823 | [1] | $ 308,009 | |
Restricted cash | 180,057 | 174,565 | ||||
Cash, cash equivalents and restricted cash | 324,129 | 377,388 | $ 371,066 | $ 280,485 | ||
Cash | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Cash, cash equivalents and restricted cash | 88,092 | 100,773 | ||||
Money market funds | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Cash, cash equivalents and restricted cash | $ 236,037 | $ 276,615 | ||||
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Financial Instruments - Restric
Financial Instruments - Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | $ 40,393 | [1] | $ 30,804 | [1] | $ 23,706 |
Restricted cash, non-current | 139,664 | [1] | 143,761 | [1] | $ 39,351 |
Restricted cash, total | 180,057 | 174,565 | |||
Consolidated Entity, Excluding VIEs | |||||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | 35,073 | 28,494 | |||
Restricted cash, non-current | 51 | 10 | |||
PPA Entities | |||||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | 827 | 2,244 | |||
Restricted cash, non-current | 15,123 | 15,045 | |||
PPA Entities | PPA II | |||||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | 4,200 | ||||
Restricted cash, non-current | 104,500 | 108,700 | |||
PPA Entities | PPA IIIb | |||||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | 300 | ||||
Restricted cash, non-current | 20,000 | 20,000 | |||
PPA Entities | Power Purchase Agreements Entities [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Restricted cash, current | 5,320 | 2,310 | |||
Restricted cash, non-current | $ 139,613 | $ 143,751 | |||
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Fair Value - Financial Assets a
Fair Value - Financial Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Assets | ||
Interest rate swap agreements | $ 3 | |
Total assets | $ 236,037 | 276,618 |
Liabilities | ||
Accrued other liabilities | 1,451 | 996 |
Total liabilities | 29,997 | 23,381 |
Money market funds | ||
Assets | ||
Cash equivalents: | 236,037 | 276,615 |
Natural gas fixed price forward contracts | ||
Liabilities | ||
Derivatives: | 5,185 | 6,968 |
Embedded derivative on 6% promissory notes | ||
Liabilities | ||
Derivatives: | 5,480 | 6,176 |
Interest rate swap agreements | ||
Liabilities | ||
Derivatives: | 17,881 | 9,241 |
Level 1 | ||
Assets | ||
Interest rate swap agreements | 0 | |
Total assets | 236,037 | 276,615 |
Liabilities | ||
Accrued other liabilities | 1,451 | 996 |
Total liabilities | 1,451 | 996 |
Level 1 | Money market funds | ||
Assets | ||
Cash equivalents: | 236,037 | 276,615 |
Level 1 | Natural gas fixed price forward contracts | ||
Liabilities | ||
Derivatives: | 0 | 0 |
Level 1 | Embedded derivative on 6% promissory notes | ||
Liabilities | ||
Derivatives: | 0 | 0 |
Level 1 | Interest rate swap agreements | ||
Liabilities | ||
Derivatives: | 0 | 0 |
Level 2 | ||
Assets | ||
Interest rate swap agreements | 3 | |
Total assets | 0 | 3 |
Liabilities | ||
Accrued other liabilities | 0 | 0 |
Total liabilities | 17,881 | 9,241 |
Level 2 | Money market funds | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Level 2 | Natural gas fixed price forward contracts | ||
Liabilities | ||
Derivatives: | 0 | 0 |
Level 2 | Embedded derivative on 6% promissory notes | ||
Liabilities | ||
Derivatives: | 0 | 0 |
Level 2 | Interest rate swap agreements | ||
Liabilities | ||
Derivatives: | 17,881 | 9,241 |
Level 3 | ||
Assets | ||
Interest rate swap agreements | 0 | |
Total assets | 0 | 0 |
Liabilities | ||
Accrued other liabilities | 0 | 0 |
Total liabilities | 10,665 | 13,144 |
Level 3 | Money market funds | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Level 3 | Natural gas fixed price forward contracts | ||
Liabilities | ||
Derivatives: | 5,185 | 6,968 |
Level 3 | Embedded derivative on 6% promissory notes | ||
Liabilities | ||
Derivatives: | 5,480 | 6,176 |
Level 3 | Interest rate swap agreements | ||
Liabilities | ||
Derivatives: | $ 0 | $ 0 |
Fair Value - Natural Gas Deriva
Fair Value - Natural Gas Derivatives (Details) - Not designated as hedging instrument - Natural gas forward contract MMBTU in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020USD ($)MMBTU | Dec. 31, 2019USD ($)MMBTU | |
Derivatives, Fair Value [Line Items] | ||
Number of Contracts (MMBTU) | MMBTU | 1,407 | 1,991 |
Derivative liability | $ | $ 5,185 | $ 6,968 |
Fair Value - Additional Informa
Fair Value - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)MW | Jun. 30, 2019USD ($) | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Cash flow hedge gain to be reclassified within 12 months | $ 2 | ||||
Gain (loss) on derivative | $ 0.4 | $ (0.5) | $ (0.7) | $ (1.1) | |
Measurement Input, Long-term Revenue Growth Rate | Valuation Technique, Option Pricing Model | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Embedded derivative liability, unobservable inputs | 0.07 | 0.07 | 0.07 | ||
Measurement Input, Price Volatility | Valuation Technique, Option Pricing Model | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Embedded derivative liability, unobservable inputs | 0.20 | 0.20 | 0.20 | ||
New Energy Server Systems | PPA IIIb | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Number of replacement megawatts | MW | 0.4 | ||||
Not designated as hedging instrument | Natural gas forward contract | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Gain (loss) on derivative | $ (0.1) | (1.1) | $ (0.7) | (0.7) | |
Gain on the settlement of contracts | $ 1.5 | $ 1.1 | $ 2.5 | $ 1.6 |
Fair Value - Change in Level 3
Fair Value - Change in Level 3 Financial Assets (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 13,144 |
Settlement of natural gas fixed price forward contracts | (2,478) |
Changes in fair value | (1) |
Ending balance | 10,665 |
Natural gas fixed price forward contract | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | 6,968 |
Settlement of natural gas fixed price forward contracts | (2,478) |
Changes in fair value | 695 |
Ending balance | 5,185 |
Embedded Derivative Liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | 6,176 |
Settlement of natural gas fixed price forward contracts | 0 |
Changes in fair value | (696) |
Ending balance | $ 5,480 |
Fair Value - Unobservable Input
Fair Value - Unobservable Inputs Related to our Level 3 Liabilities (Details) - Level 3 - Natural gas forward contract $ in Thousands | Jun. 30, 2020USD ($)usdPerMMBtu | Dec. 31, 2019USD ($)usdPerMMBtu |
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ | $ 5,185 | $ 6,968 |
Weighted Average | Measurement Input, Commodity Forward Price | Valuation Technique, Discounted Cash Flow | ||
Derivatives, Fair Value [Line Items] | ||
Derivative measurement input | 3.07 | 3.23 |
Minimum | Measurement Input, Commodity Forward Price | Valuation Technique, Discounted Cash Flow | ||
Derivatives, Fair Value [Line Items] | ||
Derivative measurement input | 2.25 | 2.39 |
Maximum | Measurement Input, Commodity Forward Price | Valuation Technique, Discounted Cash Flow | ||
Derivatives, Fair Value [Line Items] | ||
Derivative measurement input | 4.62 | 5.65 |
Fair Value - Estimated Fair Val
Fair Value - Estimated Fair Values and Carrying Values for Customer Receivables and Debt Instruments (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2020 | May 01, 2020 | Mar. 31, 2020 | Mar. 30, 2020 | Dec. 31, 2019 | |
Senior secured notes | Senior Secured Notes due March 2030, Non-Recourse | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | $ 78,565 | $ 80,016 | |||
Senior secured notes | Senior Secured Notes due March 2030, Non-Recourse | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 87,618 | ||||
Term loan | Term Loan due November 2020, Recourse | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 697 | 1,536 | |||
Term loan | Term Loan due November 2020, Recourse | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 713 | 1,590 | |||
Term loan | Term Loan due September 2028, Non-Recourse | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 32,645 | 34,969 | |||
Term loan | Term Loan due September 2028, Non-Recourse | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 37,651 | 41,108 | |||
Term loan | Term Loan due December 2021, Non-Recourse | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 118,473 | 120,436 | |||
Term loan | Term Loan due December 2021, Non-Recourse | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 117,855 | 120,510 | |||
Convertible promissory notes | Convertible Promissory Notes due December 2019 and 2020, Recourse | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 0 | 36,482 | |||
Convertible promissory notes | Convertible Promissory Notes due December 2019 and 2020, Recourse | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 0 | 32,070 | |||
Convertible promissory notes | 10% convertible promissory notes due December 20211 | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 263,405 | 273,410 | |||
Convertible promissory notes | 10% convertible promissory notes due December 20211 | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 411,448 | 302,047 | |||
Notes | 10% notes due July 2024 | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 83,497 | 89,962 | |||
Notes | 10% notes due July 2024 | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 83,977 | 97,512 | |||
Notes | 10.25% senior secured notes due March 2027 | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 68,437 | 0 | |||
Notes | 10.25% senior secured notes due March 2027 | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | 63,690 | 0 | |||
Customer financing receivables | Net Carrying Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Customer financing receivables | 53,365 | 55,855 | |||
Customer financing receivables | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Customer financing receivables | $ 44,157 | $ 44,002 | |||
Term Loan due November 2020, Recourse | Term loan | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 4.00% | 4.00% | |||
Term Loan due November 2020, Recourse | Term loan | LIBOR | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
LIBOR margin (as a percentage) | 4.00% | ||||
10% notes due July 2024 | Notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 10.00% | 10.00% | |||
Term Loan due September 2028, Non-Recourse | Term loan | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 7.50% | 7.50% | |||
Senior Secured Notes due March 2030, Non-Recourse | Senior secured notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 6.07% | 6.07% | |||
Senior Secured Notes due March 2030, Non-Recourse | Senior secured notes | Fair Value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt Instrument | $ 89,032 | ||||
Term Loan due December 2021, Non-Recourse | Term loan | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 2.50% | 2.50% | |||
10% convertible promissory notes due December 20211 | Convertible promissory notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 10.00% | ||||
10.25% senior secured notes due March 2027 | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 10.25% | ||||
10.25% senior secured notes due March 2027 | Notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 10.25% | ||||
Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | Convertible promissory notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate percentage | 5.00% | 10.00% | 5.00% | 5.00% |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Raw materials | $ 70,555 | $ 67,829 | |
Work-in-progress | 25,075 | 21,207 | |
Finished goods | 16,849 | 20,570 | |
Inventory, net | 112,479 | 109,606 | $ 106,889 |
Inventory reserves | 14,000 | 14,600 | |
Other inventory at off site premises | $ 24,000 | $ 14,600 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expense and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Government incentives receivable | $ 832 | $ 893 | |||
Prepaid maintenance | 3,158 | 3,763 | |||
Receivables from employees | 6,089 | 6,130 | |||
Other prepaid expenses and other current assets | 10,668 | 17,282 | |||
Prepaid expenses and other current assets | $ 20,747 | [1] | $ 28,068 | [1] | $ 26,483 |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Prop
Balance Sheet Components - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 886,465 | $ 869,681 | |||
Less: Accumulated depreciation | (284,899) | (262,622) | |||
Property, plant and equipment, net | 601,566 | [1] | 607,059 | [1] | $ 641,259 |
Energy Servers | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 648,273 | 650,600 | |||
Computers, software and hardware | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 20,884 | 20,275 | |||
Machinery and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 103,892 | 101,650 | |||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 8,313 | 8,339 | |||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 35,784 | 35,694 | |||
Building | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 46,686 | 40,512 | |||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 22,633 | $ 12,611 | |||
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Pr_2
Balance Sheet Components - Property Plant and Equipment, Net (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Property Subject to or Available for Operating Lease [Line Items] | |||||
Increase in construction In progress | $ 10,000 | ||||
Depreciation and amortization | 25,852 | $ 37,034 | |||
Property, plant and equipment | |||||
Property Subject to or Available for Operating Lease [Line Items] | |||||
Depreciation and amortization | $ 12,800 | $ 22,500 | 25,900 | 36,400 | |
Property, plant and equipment | PPA Entities | |||||
Property Subject to or Available for Operating Lease [Line Items] | |||||
Depreciation and amortization | 5,900 | $ 6,400 | 12,100 | $ 12,700 | |
Energy Servers | |||||
Property Subject to or Available for Operating Lease [Line Items] | |||||
Increase in construction In progress | 13,500 | ||||
Plant expansion | |||||
Property Subject to or Available for Operating Lease [Line Items] | |||||
Increase in construction In progress | (3,500) | ||||
Property subject to operating lease | PPA Entities | |||||
Property Subject to or Available for Operating Lease [Line Items] | |||||
Property, plant and equipment | 368,000 | 368,000 | $ 371,400 | ||
Accumulated depreciation | $ 104,200 | $ 104,200 | $ 95,500 |
Balance Sheet Components - Cust
Balance Sheet Components - Customer Financing Leases Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Total minimum lease payments to be received | $ 73,015 | $ 76,886 | |||
Less: Amounts representing estimated executing costs | (18,759) | (19,931) | |||
Net present value of minimum lease payments to be received | 54,256 | 56,955 | |||
Estimated residual value of leased assets | 890 | 890 | |||
Less: Unearned income | (1,781) | (1,990) | |||
Net investment in sales-type financing leases | 53,365 | 55,855 | |||
Less: Current portion | (5,254) | [1] | (5,108) | [1] | $ (5,817) |
Non-current portion of investment in sales-type financing leases | $ 48,111 | [1] | $ 50,747 | [1] | $ 64,146 |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Futu
Balance Sheet Components - Future Scheduled Customer Payments (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Capital Leases, Future Minimum Payments Receivable, Fiscal Year Maturity [Abstract] | |
Remainder of 2020 | $ 2,618 |
2021 | 5,428 |
2022 | 5,784 |
2023 | 6,155 |
2024 | 6,567 |
Thereafter | $ 25,923 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Long-Term Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Prepaid and other long-term assets | $ 30,862 | $ 29,153 | |||
Deferred commissions | 6,143 | 5,007 | |||
Equity-method investments | 2,119 | 5,733 | |||
Long-term deposits | 1,865 | 1,759 | |||
Other long-term assets | $ 40,989 | [1] | $ 41,652 | [1] | $ 72,836 |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Warranty (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Product warranty | $ 3,156 | $ 2,345 |
Product performance | 6,275 | 7,535 |
Maintenance services contracts | 744 | 453 |
Accrued warranty liabilities | $ 10,175 | $ 10,333 |
Balance Sheet Components - Stan
Balance Sheet Components - Standard Product Warranty Liability (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |
Accrued warranty beginning balance | $ 9,881 |
Accrued warranty, net | 4,164 |
Warranty expenditures during period | (4,614) |
Accrued warranty ending balance | $ 9,431 |
Balance Sheet Components - Ac_2
Balance Sheet Components - Accrued Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Compensation and benefits | $ 22,678 | $ 17,173 | |||
Current portion of derivative liabilities | 6,265 | 4,834 | |||
Sales related liabilities | 393 | 416 | |||
Accrued installation | 12,185 | 10,348 | |||
Sales tax liabilities | 3,190 | 3,849 | |||
Interest payable | 5,664 | 3,875 | |||
Accrued payables | 26,640 | 18,650 | |||
Other | 11,037 | 11,139 | |||
Accrued other current liabilities | $ 88,052 | [1] | $ 70,284 | [1] | $ 105,393 |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Ot_2
Balance Sheet Components - Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Delaware grant | $ 10,469 | $ 10,469 | |||
Other | 16,807 | 17,544 | |||
Other long-term liabilities | $ 27,276 | [1] | $ 28,013 | [1] | $ 29,979 |
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Balance Sheet Components - Ot_3
Balance Sheet Components - Other Long-Term Liabilities (Additional Information) (Details) - USD ($) $ in Thousands | 100 Months Ended | ||
Jun. 30, 2020 | Dec. 31, 2019 | Mar. 31, 2012 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Grants receivable | $ 16,500 | ||
Proceeds from government grants | $ 12,000 | ||
Grant agreement, recapture provision repayments | 1,500 | ||
Delaware grant | $ 10,469 | $ 10,469 |
Outstanding Loans and Securit_3
Outstanding Loans and Security Agreements - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | May 01, 2020 | Mar. 31, 2020 | Mar. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 640,626 | $ 658,083 | |||
Current portion of debt | 26,064 | 337,583 | |||
Long-term portion of debt | 619,655 | 299,229 | |||
Total | 645,719 | 636,812 | |||
Unused Borrowing Capacity | 968 | 1,220 | |||
Letter of Credit due December 2021, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | 0 | ||||
Current portion of debt | 0 | ||||
Long-term portion of debt | 0 | ||||
Total | 0 | ||||
10.25% senior secured notes due March 2027 | |||||
Debt Instrument [Line Items] | |||||
Interest rate percentage | 10.25% | ||||
Senior secured notes | Senior Secured Notes due March 2030, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | 79,466 | 80,988 | |||
Current portion of debt | 3,511 | 3,151 | |||
Long-term portion of debt | 75,054 | 76,865 | |||
Total | $ 78,565 | $ 80,016 | |||
Interest rate percentage | 6.07% | 6.07% | |||
Term loan | Term Loan due November 2020, Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 714 | $ 1,571 | |||
Current portion of debt | 697 | 1,536 | |||
Long-term portion of debt | 0 | 0 | |||
Total | $ 697 | $ 1,536 | |||
Interest rate percentage | 4.00% | 4.00% | |||
Term loan | Term Loan due September 2028, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 35,675 | $ 38,337 | |||
Current portion of debt | 2,567 | 3,882 | |||
Long-term portion of debt | 30,078 | 31,087 | |||
Total | $ 32,645 | $ 34,969 | |||
Interest rate percentage | 7.50% | 7.50% | |||
Term loan | Term Loan due December 2021, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 119,472 | $ 121,784 | |||
Current portion of debt | 5,289 | 5,122 | |||
Long-term portion of debt | 113,184 | 115,315 | |||
Total | $ 118,473 | $ 120,437 | |||
Interest rate percentage | 2.50% | 2.50% | |||
Letters of Credit | Letter of Credit due December 2021, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 0 | ||||
Current portion of debt | 0 | ||||
Long-term portion of debt | 0 | ||||
Total | 0 | ||||
Non-recourse debt | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | 234,613 | $ 241,109 | |||
Current portion of debt | 11,367 | 12,155 | |||
Long-term portion of debt | 218,316 | 223,267 | |||
Total | 229,683 | 235,422 | |||
Unused Borrowing Capacity | $ 968 | 1,220 | |||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | 33,104 | ||||
Current portion of debt | 36,482 | ||||
Long-term portion of debt | 0 | ||||
Total | $ 36,482 | ||||
Interest rate percentage | 5.00% | 10.00% | 5.00% | 5.00% | |
Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 289,299 | ||||
Current portion of debt | 273,410 | ||||
Long-term portion of debt | 0 | ||||
Total | $ 273,410 | ||||
Interest rate percentage | 6.00% | ||||
Convertible promissory notes | 10% convertible promissory notes due December 20211 | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 249,299 | ||||
Current portion of debt | 0 | ||||
Long-term portion of debt | 263,405 | ||||
Total | $ 263,405 | ||||
Interest rate percentage | 10.00% | ||||
Notes | 10% notes due July 2024 | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 86,000 | $ 93,000 | |||
Current portion of debt | 14,000 | 14,000 | |||
Long-term portion of debt | 69,497 | 75,962 | |||
Total | $ 83,497 | $ 89,962 | |||
Interest rate percentage | 10.00% | 10.00% | |||
Notes | 10.25% senior secured notes due March 2027 | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 70,000 | ||||
Current portion of debt | 0 | ||||
Long-term portion of debt | 68,437 | $ 70,000 | |||
Total | $ 68,437 | ||||
Interest rate percentage | 10.25% | ||||
Recourse debt | |||||
Debt Instrument [Line Items] | |||||
Unpaid Principal Balance | $ 406,013 | $ 416,974 | |||
Current portion of debt | 14,697 | 325,428 | |||
Long-term portion of debt | 401,339 | 75,962 | |||
Total | 416,036 | 401,390 | |||
Letters of Credit | Letter of Credit due December 2021, Non-Recourse | |||||
Debt Instrument [Line Items] | |||||
Unused Borrowing Capacity | $ 968 | $ 1,220 | |||
Interest rate percentage | 2.25% | 2.25% |
Outstanding Loans and Securit_4
Outstanding Loans and Security Agreements - Recourse Debt Facilities (Additional Information) (Details) | Jun. 18, 2020USD ($)shares$ / shares | May 01, 2020USD ($) | Mar. 31, 2020USD ($)$ / shares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)$ / shares | Jun. 30, 2019USD ($) | Mar. 30, 2020$ / shares | Dec. 31, 2019USD ($) | Nov. 30, 2019$ / shares | Jul. 01, 2017 |
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 640,626,000 | $ 640,626,000 | $ 658,083,000 | |||||||||
Debt make-whole expense | $ 5,934,000 | |||||||||||
Long-term debt carrying value | 645,719,000 | 645,719,000 | 636,812,000 | |||||||||
Loss on extinguishment of debt | 0 | $ 0 | 14,098,000 | 0 | ||||||||
Payments of debt issuance costs | 3,371,000 | $ 0 | ||||||||||
Current portion of debt | 26,064,000 | 26,064,000 | 337,583,000 | |||||||||
Long-term portion of debt | $ 619,655,000 | $ 619,655,000 | 299,229,000 | |||||||||
10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate percentage | 10.25% | |||||||||||
Redemption price, percentage | 101.00% | |||||||||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 33,104,000 | |||||||||||
Interest rate percentage | 10.00% | 5.00% | 10.00% | 5.00% | 5.00% | 5.00% | ||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 8 | $ 38.64 | |||||||||
Debt make-whole expense | $ 3,800,000 | |||||||||||
Long-term debt carrying value | $ 36,482,000 | |||||||||||
Current portion of debt | 36,482,000 | |||||||||||
Long-term portion of debt | 0 | |||||||||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 289,299,000 | |||||||||||
Interest rate percentage | 6.00% | |||||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 11.25 | |||||||||||
Long-term debt carrying value | $ 273,410,000 | |||||||||||
Current portion of debt | 273,410,000 | |||||||||||
Long-term portion of debt | 0 | |||||||||||
Convertible promissory notes | 10% convertible promissory notes due December 20211 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 249,299,000 | $ 249,299,000 | ||||||||||
Interest rate percentage | 10.00% | 10.00% | ||||||||||
Long-term debt carrying value | $ 263,405,000 | $ 263,405,000 | ||||||||||
Current portion of debt | 0 | 0 | ||||||||||
Long-term portion of debt | 263,405,000 | 263,405,000 | ||||||||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 10% Due December 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 8 | ||||||||||
Debt face amount | $ 290,000,000 | $ 290,000,000 | ||||||||||
Repayments of convertible debt | $ 70,000,000 | |||||||||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse, Amendment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate percentage | 10.00% | 10.00% | 6.00% | |||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 8 | $ 8 | $ 11.25 | ||||||||
Convertible, number of equity instruments (in shares) | shares | 4,700,000 | |||||||||||
Debt instrument, unamortized premium | $ 3,400,000 | |||||||||||
Notes | 10% notes due July 2024 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 86,000,000 | $ 86,000,000 | $ 93,000,000 | |||||||||
Interest rate percentage | 10.00% | 10.00% | 10.00% | |||||||||
Long-term debt carrying value | $ 83,497,000 | $ 83,497,000 | $ 89,962,000 | |||||||||
Accrued and unpaid interest | 3,600,000 | 3,600,000 | 3,900,000 | |||||||||
Current portion of debt | 14,000,000 | 14,000,000 | 14,000,000 | |||||||||
Long-term portion of debt | 69,497,000 | 69,497,000 | 75,962,000 | |||||||||
Notes | 10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 70,000,000 | $ 70,000,000 | ||||||||||
Interest rate percentage | 10.25% | 10.25% | ||||||||||
Long-term debt carrying value | $ 68,437,000 | $ 68,437,000 | ||||||||||
Debt face amount | 70,000,000 | |||||||||||
Current portion of debt | 0 | 0 | ||||||||||
Long-term portion of debt | 70,000,000 | 68,437,000 | 68,437,000 | |||||||||
Convertible debt | Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Extinguishment of debt amount | $ 33,100,000 | |||||||||||
Debt make-whole expense | 3,800,000 | |||||||||||
Long-term debt, fair value | $ 40,700,000 | $ 40,700,000 | ||||||||||
Convertible debt | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term debt, fair value | 340,700,000 | 340,700,000 | ||||||||||
Debt instrument, unamortized premium | 4,300,000 | |||||||||||
Long-term debt carrying value | 279,000,000 | 279,000,000 | ||||||||||
Debt face amount | 289,300,000 | 289,300,000 | ||||||||||
Loss on extinguishment of debt | 10,300,000 | |||||||||||
Accrued and unpaid interest | 1,400,000 | 1,400,000 | ||||||||||
Debt issuance costs, net | 1,000,000 | 1,000,000 | ||||||||||
Payments of debt issuance costs | $ 1,200,000 | |||||||||||
Interest discount, basis spread on variable rate | 0.0050 | |||||||||||
Repayments of convertible debt | 70,000,000 | |||||||||||
Debt instrument, unamortized discount | 10,700,000 | $ 10,700,000 | ||||||||||
Convertible debt | Additional Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate percentage | 10.00% | 10.00% | ||||||||||
Debt face amount | $ 30,000,000 | $ 30,000,000 | ||||||||||
Convertible debt | Convertible Promissory Notes Interest Rate 10% Due December 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, unamortized premium | 14,100,000 | 14,100,000 | ||||||||||
Long-term debt carrying value | 263,400,000 | 263,400,000 | ||||||||||
Debt face amount | 249,300,000 | 249,300,000 | ||||||||||
Repayments of convertible debt | 70,000,000 | |||||||||||
Maximum borrowing capacity | 150,000,000 | |||||||||||
Current borrowing capacity | $ 80,000,000 | |||||||||||
Term loan | Term Loan due December 2021, Non-Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | $ 119,472,000 | $ 119,472,000 | $ 121,784,000 | |||||||||
Interest rate percentage | 2.50% | 2.50% | 2.50% | |||||||||
Long-term debt carrying value | $ 118,473,000 | $ 118,473,000 | $ 120,437,000 | |||||||||
Current portion of debt | 5,289,000 | 5,289,000 | 5,122,000 | |||||||||
Long-term portion of debt | $ 113,184,000 | $ 113,184,000 | $ 115,315,000 | |||||||||
Term loan | Term Loan due November 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Weighted average interest rate (as a percentage) | 4.50% | 4.50% | 6.30% | |||||||||
Unpaid Principal Balance | $ 714,000 | $ 714,000 | $ 1,571,000 | |||||||||
Interest rate percentage | 4.00% | 4.00% | 4.00% | |||||||||
Long-term debt carrying value | $ 697,000 | $ 697,000 | $ 1,536,000 | |||||||||
Current portion of debt | 697,000 | 697,000 | 1,536,000 | |||||||||
Long-term portion of debt | 0 | $ 0 | 0 | |||||||||
Term loan | Term Loan due November 2020, Recourse | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
LIBOR margin (as a percentage) | 4.00% | |||||||||||
New Enterprise Associates 10, Limited Partnership [Member] | Convertible debt | Additional Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total amount of loan proceeds | $ 20,000,000 | |||||||||||
Foris Ventures LLC | Convertible debt | Additional Convertible Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total amount of loan proceeds | 10,000,000 | |||||||||||
Affiliated entity | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unpaid Principal Balance | 50,801,000 | 50,801,000 | 59,138,000 | |||||||||
Long-term debt carrying value | 53,675,000 | 53,675,000 | 55,771,000 | |||||||||
Current portion of debt | 0 | 0 | 24,683,000 | |||||||||
Long-term portion of debt | 53,675,000 | 53,675,000 | $ 31,088,000 | |||||||||
Affiliated entity | Convertible promissory notes | Convertible Promissory Notes Interest Rate 5% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 38.64 | $ 38.64 | ||||||||||
Affiliated entity | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate percentage | 6.00% | |||||||||||
Embedded derivative, fair value, net | $ 24,000,000 | $ 24,000,000 | ||||||||||
Affiliated entity | Convertible promissory notes | 10% convertible promissory notes due December 20211 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible stock price (in dollars per share) | $ / shares | $ 8 | $ 8 | $ 8 | |||||||||
Affiliated entity | Convertible promissory notes | Convertible Promissory Notes Interest Rate 10% Due December 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate percentage | 10.00% | 10.00% | 10.00% | 10.00% | ||||||||
Covenant, proceeds used for certain transactions, percentage | 50.00% | 50.00% | ||||||||||
Redemption price, percentage of principal amount redeemed | 100.00% | |||||||||||
On or after March 27, 2022 | 10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 108.00% | |||||||||||
On or after March 27, 2022 | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption, applicable percentage | 0 | 0 | ||||||||||
On or after March 27, 2022 | Maximum | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption, applicable percentage | 1 | 1 | ||||||||||
On or after March 27, 2022 | Minimum | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption, applicable percentage | 0 | 0 | ||||||||||
On or after March 27, 2023 | 10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 104.00% | |||||||||||
On or after March 27, 2023 | Maximum | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption, applicable percentage | 1 | 1 | ||||||||||
On or after March 27, 2023 | Minimum | Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption, applicable percentage | 0.25 | 0.25 | ||||||||||
On or after March 27, 2024 | 10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 102.00% | |||||||||||
On or after March 27, 2026 | 10.25% senior secured notes due March 2027 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 100.00% |
Outstanding Loans and Securit_5
Outstanding Loans and Security Agreements - Non-recourse Debt Facilities (Additional Information) (Details) - USD ($) | 1 Months Ended | 6 Months Ended | |||||
Jun. 30, 2018 | Jun. 30, 2020 | Dec. 31, 2019 | Feb. 28, 2017 | Jun. 30, 2015 | Jul. 31, 2014 | Dec. 31, 2012 | |
Debt Instrument [Line Items] | |||||||
Unused borrowing capacity | $ 968,000 | $ 1,220,000 | |||||
Notes | 10% notes due July 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 10.00% | 10.00% | |||||
Senior secured notes | Senior Secured Notes due March 2030, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 6.07% | 6.07% | |||||
Term loan | Term Loan due September 2028, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 7.50% | 7.50% | |||||
Term loan | Term Loan due December 2021, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 2.50% | 2.50% | |||||
Term loan | Term Loan due November 2020, Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 4.00% | 4.00% | |||||
Term loan | Term Loan due November 2020, Recourse | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR margin (as a percentage) | 4.00% | ||||||
PPA IIIa | Term loan | Term Loan due September 2028, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Debt face amount | $ 46,800,000 | ||||||
Interest rate percentage | 7.50% | ||||||
Debt minimum debt service reserves required | $ 3,800,000 | $ 3,800,000 | |||||
PPA IV | Senior secured notes | Senior Secured Notes due March 2030, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 6.07% | ||||||
Debt minimum debt service reserves required | 8,300,000 | 8,000,000 | |||||
PPA V | Term loan | Term Loan due December 2021, Non-Recourse | |||||||
Debt Instrument [Line Items] | |||||||
Debt face amount | $ 131,200,000 | ||||||
Commitment fee percentage | 0.50% | ||||||
PPA V | Term loan | Term Loan due December 2021, Years One Through Three, Non-Recourse | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR margin (as a percentage) | 2.25% | ||||||
PPA V | Term loan | Term Loan due December 2021, After Year Three, Non-Recourse | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
LIBOR margin (as a percentage) | 2.50% | ||||||
Letters of Credit | PPA V | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 6,200,000 | $ 6,400,000 | |||||
Amount outstanding | 5,200,000 | 5,000,000 | |||||
Unused borrowing capacity | $ 1,000,000 | $ 1,200,000 |
Outstanding Loans and Securit_6
Outstanding Loans and Security Agreements - Schedule of Repayments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Remainder of 2020 | $ 20,373 | $ 20,373 | |||
2021 | 395,201 | 395,201 | |||
2022 | 38,480 | 38,480 | |||
2023 | 44,768 | 44,768 | |||
2024 | 39,615 | 39,615 | |||
Thereafter | 102,189 | 102,189 | |||
Total | 640,626 | 640,626 | $ 658,083 | ||
Interest expense | $ 15,200 | $ 24,300 | $ 37,300 | $ 47,700 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Fair Value Derivatives (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Interest rate swap agreements | $ 3 | |
Derivatives designated as hedging instruments | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Interest rate swap agreements | $ 0 | 3 |
Derivative liability | 17,881 | 9,241 |
Derivatives designated as hedging instruments | Prepaid expenses and other current assets | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Interest rate swap agreements | 0 | 3 |
Derivatives designated as hedging instruments | Accrued expenses and other current liabilities | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Derivative liability | 2,098 | 782 |
Derivatives designated as hedging instruments | Derivative liabilities | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Derivative liability | $ 15,783 | $ 8,459 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Interest Rate Swaps (Additional Information) (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2015agreement | |
Credit Derivatives [Line Items] | ||||||
Gain (loss) on derivative | $ | $ 400,000 | $ (500,000) | $ (700,000) | $ (1,100,000) | ||
Interest rate swap | ||||||
Credit Derivatives [Line Items] | ||||||
Gain (loss) on derivative | $ | 37,000 | 48,000 | 74,000 | 95,000 | ||
Cash flow hedging | Interest rate swap | PPA Company V | ||||||
Credit Derivatives [Line Items] | ||||||
Number of swap agreements entered into | agreement | 9 | |||||
Derivative, notional amount | $ | 183,200,000 | 183,200,000 | $ 184,200,000 | |||
Gain (loss) on derivative | $ | $ (35,600) | $ 36,000 | $ (71,000) | $ 12,000 | ||
Cash flow hedging | Interest rate swap maturing In 2016 | PPA Company V | ||||||
Credit Derivatives [Line Items] | ||||||
Number of swap agreements entered into | agreement | 3 | |||||
Cash flow hedging | Interest rate swap maturing September 30, 2031 | PPA Company V | ||||||
Credit Derivatives [Line Items] | ||||||
Number of swap agreements entered into | agreement | 3 | |||||
Cash flow hedging | Interest rate swap maturing December 21, 2021 | PPA Company V | ||||||
Credit Derivatives [Line Items] | ||||||
Number of swap agreements entered into | agreement | 3 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Changes in Fair Value of Derivative Contracts (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax: | ||||
Net loss recognized in other comprehensive loss | $ 526 | $ 3,493 | $ 8,740 | $ 5,667 |
Gain recognized in earnings | (400) | 500 | 700 | 1,100 |
Derivative contracts | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax: | ||||
Beginning balance | 17,415 | 5,692 | 9,238 | 3,548 |
Loss recognized in other comprehensive loss | 928 | 3,460 | 9,284 | 5,590 |
Amounts reclassified from other comprehensive loss to earnings | (425) | 42 | (567) | 103 |
Net loss recognized in other comprehensive loss | 503 | 3,502 | 8,717 | 5,693 |
Ending balance | 17,881 | 9,146 | 17,881 | 9,146 |
Interest rate swap agreements | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax: | ||||
Gain recognized in earnings | $ (37) | $ (48) | $ (74) | $ (95) |
Derivative Financial Instrume_6
Derivative Financial Instruments - Natural Gas Derivatives (Additional Information) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative | $ 0.4 | $ (0.5) | $ (0.7) | $ (1.1) |
Not designated as hedging instrument | Natural gas forward contract | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative | (0.1) | (1.1) | (0.7) | (0.7) |
Gain on the settlement of contracts | $ 1.5 | $ 1.1 | $ 2.5 | $ 1.6 |
Derivative Financial Instrume_7
Derivative Financial Instruments - Embedded Derivatives (Additional Information) (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Embedded derivative liability | $ 5.5 | $ 6.2 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | 6 Months Ended | ||
Jun. 30, 2020shares$ / shares | Jun. 30, 2019shares | Dec. 31, 2019$ / sharesshares | |
Class of Stock [Line Items] | |||
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 | |
Preferred stock, outstanding (in shares) | 0 | 0 | |
Total shares outstanding (in shares) | 130,238,289 | 121,036,289 | |
Number of outstanding options (in shares) | 24,879,709 | 27,949,582 | |
Total number of outstanding options and warrants (in shares) | 25,373,830 | 28,443,703 | |
Total diluted shares (in shares) | 155,612,119 | 149,479,992 | |
Total plan shares, options and awards outstanding (in shares) | 181,934,239 | 169,743,543 | |
Percentage of class B shares representing number of class A shares | 0.05 | ||
2002 Stock Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 1,684,718 | 1,856,154 | |
2012 Equity Incentive Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 13,530,104 | 16,638,850 | |
2018 Equity Incentive Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 9,664,887 | 9,454,578 | |
Shares reserved for future issuance (in shares) | 22,789,740 | 17,233,144 | |
2018 ESPP | |||
Class of Stock [Line Items] | |||
Shares reserved for future issuance (in shares) | 3,532,380 | 3,030,407 | |
Common Stock Warrant | |||
Class of Stock [Line Items] | |||
Warrants outstanding (in shares) | 494,121 | 494,121 | |
Class B common stock | |||
Class of Stock [Line Items] | |||
Common stock, authorized (in shares) | 600,000,000 | 600,000,000 | |
Common stock, outstanding (in shares) | 31,005,215 | 36,486,778 | |
Voting rights per share | 10 | ||
Class B common stock | 2002 Stock Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 1,684,718 | ||
Class B common stock | 2012 Equity Incentive Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 9,510,910 | ||
Class B common stock | Preferred stock warrants | |||
Class of Stock [Line Items] | |||
Warrant exercise price (in dollars per share) | $ / shares | $ 27.78 | $ 38.64 | |
Class B common stock | Common Stock Warrant | |||
Class of Stock [Line Items] | |||
Number of securities called by warrants (in shares) | 481,181 | 12,940 | |
Class A common stock | |||
Class of Stock [Line Items] | |||
Common stock, authorized (in shares) | 600,000,000 | 600,000,000 | |
Common stock, outstanding (in shares) | 99,233,074 | 84,549,511 | |
Voting rights per share | 1 | ||
Common stock, conversion ratio | 1 | ||
Class A common stock | 2018 Equity Incentive Plan | |||
Class of Stock [Line Items] | |||
Number of outstanding options (in shares) | 5,975,977 |
Stock-Based Compensation and _3
Stock-Based Compensation and Employee Benefit Plan - Stock Plan (Additional Information) (Details) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 24,879,709 | 27,949,582 |
Weighted average exercise price, outstanding options (in dollars per share) | $ 20.69 | $ 20.76 |
2002 Stock Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 1,684,718 | 1,856,154 |
Weighted average exercise price, outstanding options (in dollars per share) | $ 24.80 | |
2002 Stock Plan | Class B common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 1,684,718 |
Stock-Based Compensation and _4
Stock-Based Compensation and Employee Benefit Plan - Equity Incentive Plan (Additional Information) (Details) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 24,879,709 | 27,949,582 |
Weighted average exercise price, outstanding options (in dollars per share) | $ 20.69 | $ 20.76 |
2012 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 13,530,104 | 16,638,850 |
Weighted average exercise price, outstanding options (in dollars per share) | $ 27.15 | |
2012 Equity Incentive Plan | Class B common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 9,510,910 | |
2018 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 9,664,887 | 9,454,578 |
Weighted average exercise price, outstanding options (in dollars per share) | $ 9.25 | |
Shares reserved for future issuance (in shares) | 22,789,740 | 17,233,144 |
2018 Equity Incentive Plan | Class A common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 5,975,977 | |
RSUs | 2012 Equity Incentive Plan | Class B common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares reserved for future issuance (in shares) | 4,019,194 | |
RSUs | 2018 Equity Incentive Plan | Class A common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of outstanding options (in shares) | 3,688,910 |
Stock-Based Compensation and _5
Stock-Based Compensation and Employee Benefit Plan - Weighted-Average Assumptions (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.60% | 0.60% | ||
Risk-free interest rate (minimum) | 2.40% | 2.40% | ||
Risk-free interest rate (maximum) | 2.50% | 2.60% | ||
Expected term (years) | 6 years 7 months 6 days | 6 years 7 months 6 days | ||
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 71.00% | 47.50% | 71.00% | |
Expected volatility (minimum) | 47.50% | |||
Expected volatility (maximum) | 50.20% | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (years) | 6 years 4 months 24 days | 6 years 4 months 24 days | ||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (years) | 6 years 8 months 12 days | 6 years 8 months 12 days |
Stock-Based Compensation and _6
Stock-Based Compensation and Employee Benefit Plan - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 18,631 | $ 51,364 | $ 41,650 | $ 119,186 |
Share-based payment arrangement, amount capitalized | $ (900) | $ (6,200) | $ (1,800) | $ (17,000) |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 4,736 | $ 10,538 | $ 10,243 | $ 28,850 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 4,714 | 12,218 | 10,810 | 26,448 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 2,234 | 8,935 | 6,124 | 20,447 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 6,947 | $ 19,673 | $ 14,473 | $ 43,441 |
Stock-Based Compensation and _7
Stock-Based Compensation and Employee Benefit Plan - Stock Option and Restricted Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Outstanding Options/RSUs, Number of Shares | |||
Outstanding (in shares) | 17,837,316 | ||
Granted (in shares) | 200,000 | ||
Exercised (in shares) | (170,873) | ||
Cancelled (in shares) | (694,838) | ||
Outstanding (in shares) | 17,171,605 | 17,171,605 | 17,837,316 |
Outstanding Options Weighted Average Exercise Price | |||
Outstanding (in dollars per share) | $ 20.76 | ||
Granted (in dollars per share) | $ 7.30 | 7.30 | |
Exercised (in dollars per share) | 5.90 | ||
Cancelled (in dollars per share) | 22.46 | ||
Outstanding (in dollars per share) | $ 20.69 | $ 20.69 | $ 20.76 |
Outstanding, remaining contractual life | 6 years 5 months 15 days | 6 years 11 months 8 days | |
Outstanding, aggregate intrinsic value | $ 26,824 | $ 26,824 | $ 14,964 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Vested and expected to vest (in shares) | 16,555,245 | 16,555,245 | |
Exercisable (in shares) | 9,515,698 | 9,515,698 | |
Vested and expected to vest, weighted average exercise price (in dollars per share) | $ 21.08 | $ 21.08 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 28.48 | $ 28.48 | |
Vested and expected to vest, remaining contractual life | 6 years 4 months 13 days | ||
Exercisable, remaining contractual life | 4 years 8 months 1 day | ||
Vested and expected to vest, aggregate intrinsic value | $ 24,325 | $ 24,325 | |
Exercisable, aggregate intrinsic value | $ 384 | $ 384 |
Stock-Based Compensation and _8
Stock-Based Compensation and Employee Benefit Plan - Stock Options (Additional Information) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Share-based Arrangements with Employees and Nonemployees [Abstract] | |||||
Granted (in dollars per share) | $ 7.30 | $ 7.30 | |||
Unrecognized compensation cost related to unvested stock options | $ 31,000,000 | $ 31,000,000 | $ 56,800,000 | ||
Expense expected to be recognized over remaining weighted-average period | 2 years 2 months 12 days | 2 years 7 months 6 days | |||
Excess tax benefits | $ 0 | $ 0 | |||
Cash received from Stock options exercised | 1,000,000 | 1,400,000 | |||
Employee Stock Option | |||||
Share-based Arrangements with Employees and Nonemployees [Abstract] | |||||
Allocated share-based compensation expense | $ 4,900,000 | $ 9,000,000 | $ 10,500,000 | $ 18,200,000 | |
Class A common stock | |||||
Share-based Arrangements with Employees and Nonemployees [Abstract] | |||||
Granted options (in shares) | 200,000 | 200,000 |
Stock-Based Compensation and _9
Stock-Based Compensation and Employee Benefit Plan - Restricted Stock Units (Additional Information) (Details) - Restricted Stock - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 10.5 | $ 39.7 | $ 23.7 | $ 90.7 |
Unrecognized stock-based compensation cost | $ 35.3 | $ 108.2 | $ 35.3 | $ 108.2 |
Expense expected to be recognized over a weighted-average period | 1 year 2 months 12 days | 1 year 1 month 6 days |
Stock-Based Compensation and_10
Stock-Based Compensation and Employee Benefit Plan - Unvested Restricted Stock Unit Activity (Details) - Restricted Stock | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Unvested Restricted Stock Unit Activity | |
Unvested balance (in shares) | shares | 10,112,266 |
Granted (in shares) | shares | 1,214,942 |
Vested (in shares) | shares | (3,320,153) |
Forfeited (in shares) | shares | (298,951) |
Unvested balance (in shares) | shares | 7,708,104 |
Weighted Average Grant Date Fair Value | |
Unvested balance (in dollars per share) | $ / shares | $ 17.29 |
Granted (in dollars per share) | $ / shares | 8.75 |
Vested (in dollars per share) | $ / shares | 19.06 |
Forfeited (in dollars per share) | $ / shares | 15.50 |
Unvested balance (in dollars per share) | $ / shares | $ 15.26 |
Stock-Based Compensation and_11
Stock-Based Compensation and Employee Benefit Plan - Number of Shares Available for Grant (Details) | 6 Months Ended |
Jun. 30, 2020shares | |
Options/ RSUs Available for Grant | |
Beginning balance (in shares) | 17,233,144 |
Added to plan (in shares) | 6,654,552 |
Granted (in shares) | (1,414,942) |
Cancelled (in shares) | 992,262 |
Expired (in shares) | 675,276 |
Ending Balance (in shares) | 22,789,740 |
Stock-Based Compensation and_12
Stock-Based Compensation and Employee Benefit Plan - Employee Stock Purchase Plan (Details) - 2018 ESPP - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee stock ownership plan (ESOP), compensation expense | $ 1.8 | $ 2.4 | $ 4.7 | $ 5.2 |
Share-based compensation arrangement by share-based payment award, shares issued in period | 992,846 | |||
Number of additional shares authorized (in shares) | 1,494,819 | |||
Number of common stock reserved for issuance (in shares) | 3,532,380 | 3,532,380 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision | $ 141 | $ 258 | $ 265 | $ 466 |
Net loss before income taxes | $ 47,837 | $ 86,668 | $ 129,355 | $ 195,212 |
Effective income tax rate | (0.30%) | (0.30%) | (0.20%) | (0.20%) |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||||
Net loss attributable to Class A and Class B common stockholders | $ (42,512) | $ (81,911) | $ (118,461) | $ (186,831) |
Denominator: | ||||
Weighted average shares used to compute net loss per share attributable to Class A and Class B common stockholders, basic and diluted (in shares) | 125,928 | 113,622 | 124,823 | 112,737 |
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted (in dollars per share) | $ (0.34) | $ (0.72) | $ (0.95) | $ (1.66) |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 35,950 | 33,733 | 36,051 | 33,064 |
Convertible notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 31,162 | 27,253 | 31,162 | 27,253 |
Stock options and awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 4,788 | 6,480 | 4,889 | 5,811 |
Power Purchase Agreement Prog_3
Power Purchase Agreement Programs - Additional Information (Details) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | |
Variable Interest Entity [Line Items] | |||
Redeemable noncontrolling interest | $ 118 | $ 443 | $ 505 |
PPA IIIa | |||
Variable Interest Entity [Line Items] | |||
Percentage of cash distributions and profit and losses received | 0.95 |
Power Purchase Agreement Prog_4
Power Purchase Agreement Programs - Schedule of VIEs (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020USD ($)MWh | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Variable Interest Entity [Line Items] | |||
Distributions to Equity Investor | $ 2 | $ 566 | |
PPA IIIa | |||
Variable Interest Entity [Line Items] | |||
Maximum size of installation (in megawatts) | MWh | 10 | ||
Installed size (in megawatts) | MWh | 10 | ||
Term of power purchase agreements (in years) | 15 years | ||
Income (loss) and tax benefits allocation to Equity Investor | 99.00% | ||
Cash allocation to Equity Investor | 99.00% | ||
Income (loss), tax and cash allocations to Equity Investor after the flip date | 5.00% | ||
Company cash contributions | $ 32,223 | ||
Company non-cash contributions | 8,655 | ||
Equity Investor cash contributions | 36,967 | ||
Debt financing | 44,968 | ||
Distributions to Equity Investor | 4,819 | $ 4,803 | |
Debt repayment—principal | $ 9,293 | 6,631 | |
PPA IV | |||
Variable Interest Entity [Line Items] | |||
Maximum size of installation (in megawatts) | MWh | 21 | ||
Installed size (in megawatts) | MWh | 19 | ||
Term of power purchase agreements (in years) | 15 years | ||
Income (loss) and tax benefits allocation to Equity Investor | 90.00% | ||
Cash allocation to Equity Investor | 90.00% | ||
Company cash contributions | $ 11,669 | ||
Company non-cash contributions | 0 | ||
Equity Investor cash contributions | 84,782 | ||
Debt financing | 99,000 | ||
Distributions to Equity Investor | 8,582 | 6,692 | |
Debt repayment—principal | $ 19,534 | 18,012 | |
PPA V | |||
Variable Interest Entity [Line Items] | |||
Maximum size of installation (in megawatts) | MWh | 40 | ||
Installed size (in megawatts) | MWh | 37 | ||
Term of power purchase agreements (in years) | 15 years | ||
Income (loss) and tax benefits allocation to Equity Investor | 99.00% | ||
Cash allocation to Equity Investor | 90.00% | ||
Company cash contributions | $ 27,932 | ||
Company non-cash contributions | 0 | ||
Equity Investor cash contributions | 227,344 | ||
Debt financing | 131,237 | ||
Distributions to Equity Investor | 74,128 | 70,591 | |
Debt repayment—principal | $ 11,765 | $ 9,453 |
Power Purchase Agreement Prog_5
Power Purchase Agreement Programs - Schedule of PPA Entities' Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | ||
Current assets: | |||||
Cash and cash equivalents | $ 144,072 | [1] | $ 202,823 | [1] | $ 308,009 |
Restricted cash, current | 40,393 | [1] | 30,804 | [1] | 23,706 |
Accounts receivable | 49,614 | [1] | 37,828 | [1] | 40,038 |
Customer financing receivable | 5,254 | [1] | 5,108 | [1] | 5,817 |
Total current assets | 440,792 | 472,707 | 591,249 | ||
Property, plant and equipment, net | 601,566 | [1] | 607,059 | [1] | 641,259 |
Non-current portion of investment in sales-type financing leases | 48,111 | [1] | 50,747 | [1] | 64,146 |
Restricted cash, non-current | 139,664 | [1] | 143,761 | [1] | 39,351 |
Other long-term assets | 40,989 | [1] | 41,652 | [1] | 72,836 |
Total assets | 1,277,543 | 1,322,591 | 1,412,687 | ||
Current liabilities: | |||||
Accrued expenses and other current liabilities | 88,052 | [1] | 70,284 | [1] | 105,393 |
Deferred revenue and customer deposits | 102,944 | [1] | 89,192 | [1] | 118,738 |
Current portion of debt | 26,064 | 337,583 | |||
Total current liabilities | 303,734 | 573,964 | 332,049 | ||
Derivative liabilities | 22,281 | [1] | 17,551 | [1] | 18,175 |
Deferred revenue and customer deposits | 114,684 | [1] | 125,529 | [1] | 110,750 |
Long-term portion of debt | 619,655 | 299,229 | |||
Other long-term liabilities | 27,276 | [1] | 28,013 | [1] | 29,979 |
Total liabilities | 1,528,074 | 1,490,451 | $ 1,533,014 | ||
PPA Entities | |||||
Current assets: | |||||
Cash and cash equivalents | 4,600 | 1,894 | |||
Restricted cash, current | 827 | 2,244 | |||
Accounts receivable | 4,004 | 4,194 | |||
Customer financing receivable | 5,254 | 5,108 | |||
Prepaid expenses and other current assets | 1,030 | 3,587 | |||
Total current assets | 15,715 | 17,027 | |||
Property, plant and equipment, net | 263,793 | 275,481 | |||
Non-current portion of investment in sales-type financing leases | 48,111 | 50,747 | |||
Restricted cash, non-current | 15,123 | 15,045 | |||
Other long-term assets | 241 | 607 | |||
Total assets | 342,983 | 358,907 | |||
Current liabilities: | |||||
Accrued expenses and other current liabilities | 2,312 | 1,391 | |||
Deferred revenue and customer deposits | 662 | 662 | |||
Current portion of debt | 11,366 | 12,155 | |||
Total current liabilities | 14,340 | 14,208 | |||
Derivative liabilities | 15,783 | 8,459 | |||
Deferred revenue and customer deposits | 6,405 | 6,735 | |||
Long-term portion of debt | 218,316 | 223,267 | |||
Other long-term liabilities | 2,627 | 2,355 | |||
Total liabilities | $ 257,471 | $ 255,024 | |||
[1] | We have variable interest entities which represent a portion of the consolidated balances recorded within these financial statement line items in the condensed consolidated balance sheets (see Note 13, Power Purchase Agreement Programs ). |
Power Purchase Agreement Prog_6
Power Purchase Agreement Programs - Schedule of Consolidated Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
Variable Interest Entity [Line Items] | |||
Current assets | $ 440,792 | $ 472,707 | $ 591,249 |
Long-term assets | 836,751 | 849,884 | |
Total assets | 1,277,543 | 1,322,591 | 1,412,687 |
Current liabilities | 277,670 | 236,381 | |
Current portion of debt | 26,064 | 337,583 | |
Long-term liabilities | 604,685 | 617,258 | |
Long-term portion of debt | 619,655 | 299,229 | |
Total liabilities | 1,528,074 | 1,490,451 | $ 1,533,014 |
Bloom Energy | |||
Variable Interest Entity [Line Items] | |||
Current assets | 425,077 | 455,680 | |
Long-term assets | 509,483 | 508,004 | |
Total assets | 934,560 | 963,684 | |
Current liabilities | 274,696 | 234,328 | |
Current portion of debt | 14,698 | 325,428 | |
Long-term liabilities | 579,870 | 599,709 | |
Long-term portion of debt | 401,339 | 75,962 | |
Total liabilities | 1,270,603 | 1,235,427 | |
PPA Entities | |||
Variable Interest Entity [Line Items] | |||
Current assets | 15,715 | 17,027 | |
Long-term assets | 327,268 | 341,880 | |
Total assets | 342,983 | 358,907 | |
Current liabilities | 2,974 | 2,053 | |
Current portion of debt | 11,366 | 12,155 | |
Long-term liabilities | 24,815 | 17,549 | |
Long-term portion of debt | 218,316 | 223,267 | |
Total liabilities | $ 257,471 | $ 255,024 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 100 Months Ended | ||||||
Jun. 30, 2020USD ($)ft²numberOfEmployees | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)ft²numberOfEmployees | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($)numberOfEmployees | Jun. 30, 2020USD ($)ft²numberOfEmployees | Sep. 30, 2017USD ($)numberOfEmployees | Feb. 28, 2017USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2012USD ($) | |
Operating Leased Assets [Line Items] | ||||||||||
Operating leases, rent expense | $ 1,900,000 | $ 1,800,000 | $ 4,000,000 | $ 3,800,000 | ||||||
Grants receivable | $ 16,500,000 | |||||||||
Number of employees to be hired per incentive grant agreement | numberOfEmployees | 900 | |||||||||
Minimum cumulative employee compensation, recapture period one | $ 108,000,000 | |||||||||
Minimum cumulative employee compensation, recapture period three | 324,000,000 | |||||||||
Cumulative compensation expense incurred | 135,100,000 | 135,100,000 | $ 120,100,000 | $ 135,100,000 | ||||||
Proceeds from government grants | 12,000,000 | |||||||||
Grant agreement, maximum possible repayment amount, recapture period two | 2,600,000 | |||||||||
Grant agreement, maximum possible repayment amount, recapture period three | $ 2,500,000 | |||||||||
Grant agreement, recapture provision repayments | 1,500,000 | 1,500,000 | 1,500,000 | |||||||
Delaware grant obligation | 10,469,000 | 10,469,000 | 10,469,000 | 10,469,000 | ||||||
Managed services liabilities | $ (440,400,000) | (440,400,000) | (446,200,000) | $ (440,400,000) | ||||||
PPA II | PPA Entities | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Increase (decrease) in restricted cash | $ 108,700,000 | |||||||||
PPA IIIb | PPA Entities | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Cash and cash equivalents, period increase (decrease) | $ 20,000,000 | |||||||||
United States, India, South Korea, China and Taiwan | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Area of real estate property | ft² | 370,601 | 370,601 | 370,601 | |||||||
Delaware | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Number of full time employees | numberOfEmployees | 380 | 380 | 323 | 380 | ||||||
PPA V | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
PPA expenses | $ 5,700,000 | $ 3,500,000 | ||||||||
Term loan | PPA V | Term Loan due December 2021, Non-Recourse | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Debt face amount | $ 131,200,000 | |||||||||
Letters of Credit | PPA V | ||||||||||
Operating Leased Assets [Line Items] | ||||||||||
Maximum borrowing capacity | $ 6,200,000 | $ 6,400,000 | ||||||||
Amount outstanding | $ 5,200,000 | $ 5,200,000 | $ 5,000,000 | $ 5,200,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Minimum Lease Payments (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Future Minimum Lease Payments Under Operating Leases | |
Remainder of 2020 | $ 4,214 |
2021 | 10,005 |
2022 | 6,110 |
2023 | 6,230 |
2024 | 6,416 |
Thereafter | 24,087 |
Total operating leases, future minimum payments due | 57,062 |
Capital Leases, Future Minimum Payments, Net Minimum Payments, Fiscal Year Maturity [Abstract] | |
Remainder of 2020 | 19,054 |
2021 | 38,726 |
2022 | 39,680 |
2023 | 40,582 |
2024 | 38,442 |
Thereafter | 117,592 |
Total lease payments | 294,076 |
Less: imputed interest | (170,557) |
Total lease obligations | 123,519 |
Less: current obligations | (11,603) |
Long-term lease obligations | 111,916 |
Future Minimum Sublease Rentals, Sale Leaseback Transactions, Fiscal Year Maturity [Abstract] | |
Remainder of 2020 | (19,054) |
2021 | (38,726) |
2022 | (39,680) |
2023 | (40,582) |
2024 | (38,442) |
Thereafter | (117,592) |
Total lease payments | $ (294,076) |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Related Party Transactions [Abstract] | ||||
Total revenue from related parties | $ 881 | $ 81,572 | $ 1,930 | $ 82,354 |
Interest expense to related parties | $ 794 | $ 1,606 | $ 2,160 | $ 3,218 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Nov. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Mar. 31, 2020 | Jul. 01, 2017 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | |||||||||
Total revenue from related parties | $ 881,000 | $ 81,572,000 | $ 1,930,000 | $ 82,354,000 | |||||
Interest paid | 34,487,000 | 35,702,000 | |||||||
Softbank Corp. | Equity Method Investee | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accounts receivable | 100,000 | 100,000 | $ 2,400,000 | ||||||
Softbank Corp. | Equity Method Investee | Service | |||||||||
Related Party Transaction [Line Items] | |||||||||
Total revenue from related parties | $ 900,000 | 800,000 | $ 1,900,000 | 1,600,000 | |||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt Instrument, Convertible, Principal Converted | $ 6,900,000 | ||||||||
Convertible stock price (in dollars per share) | $ 11.25 | ||||||||
Debt conversion, shares issued (in shares) | 616,302 | ||||||||
Interest rate percentage | 6.00% | ||||||||
Convertible promissory notes | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | Affiliated entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Interest rate percentage | 6.00% | ||||||||
Term loan | Term Loan due September 2028, Non-Recourse | |||||||||
Related Party Transaction [Line Items] | |||||||||
Interest rate percentage | 7.50% | 7.50% | 7.50% | ||||||
Convertible debt | Additional Convertible Notes | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt face amount | $ 30,000,000 | ||||||||
Interest rate percentage | 10.00% | ||||||||
Convertible debt | Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt face amount | $ 289,300,000 | $ 289,300,000 | |||||||
PPA IIIa | |||||||||
Related Party Transaction [Line Items] | |||||||||
Repayments of debt | 9,293,000 | $ 6,631,000 | |||||||
PPA IIIa | Term loan | Term Loan due September 2028, Non-Recourse | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt face amount | $ 46,800,000 | ||||||||
Interest rate percentage | 7.50% | ||||||||
PPA IIIa | Term loan | Term Loan due September 2028, Non-Recourse | Affiliated entity | |||||||||
Related Party Transaction [Line Items] | |||||||||
Repayments of debt | 0 | 400,000 | 2,100,000 | 1,200,000 | |||||
Interest paid | $ 0 | $ 700,000 | $ 700,000 | $ 1,500,000 |
Related Party Transactions - De
Related Party Transactions - Debt to Related Parties (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | $ 640,626 | $ 658,083 |
Current portion of debt | 26,064 | 337,583 |
Long-term portion of debt | 619,655 | 299,229 |
Total | 645,719 | 636,812 |
Affiliated entity | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 50,801 | 59,138 |
Current portion of debt | 0 | 24,683 |
Long-term portion of debt | 53,675 | 31,088 |
Total | 53,675 | 55,771 |
Convertible Promissory Notes Interest Rate 10% Due December 2021 | Term loan | Affiliated entity | PPA IIIa | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 50,801 | |
Current portion of debt | 0 | |
Long-term portion of debt | 53,675 | |
Total | 53,675 | |
Term Loan due September 2028, Non-Recourse | Term loan | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 35,675 | 38,337 |
Current portion of debt | 2,567 | 3,882 |
Long-term portion of debt | 30,078 | 31,087 |
Total | $ 32,645 | 34,969 |
Term Loan due September 2028, Non-Recourse | Term loan | Affiliated entity | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 38,337 | |
Current portion of debt | 3,882 | |
Long-term portion of debt | 31,088 | |
Total | 34,970 | |
Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | Convertible promissory notes | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 289,299 | |
Current portion of debt | 273,410 | |
Long-term portion of debt | 0 | |
Total | 273,410 | |
Convertible Promissory Notes Interest Rate 6% Due December 2020, Recourse | Term loan | Affiliated entity | PPA IIIa | ||
Related Party Transaction [Line Items] | ||
Unpaid Principal Balance | 20,801 | |
Current portion of debt | 20,801 | |
Long-term portion of debt | 0 | |
Total | $ 20,801 |