VIVINT SOLAR, INC., 10-Q filed on 5/9/2019
Quarterly Report
v3.19.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2019
May 01, 2019
Document And Entity Information [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2019  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q1  
Trading Symbol VSLR  
Entity Registrant Name Vivint Solar, Inc.  
Entity Central Index Key 0001607716  
Current Fiscal Year End Date --12-31  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company true  
Entity Ex Transition Period true  
Entity Common Stock, Shares Outstanding   120,611,637
v3.19.1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 213,474 $ 219,591
Accounts receivable, net 19,992 14,207
Inventories 11,532 13,257
Prepaid expenses and other current assets 29,294 31,201
Total current assets 274,292 278,256
Restricted cash and cash equivalents 75,010 71,305
Solar energy systems, net 1,590,888 1,938,874
Property and equipment, net 10,180 10,730
Other non-current assets, net 478,013 28,090
TOTAL ASSETS [1] 2,428,383 2,327,255
Current liabilities:    
Accounts payable 38,937 45,929
Distributions payable to non-controlling interests and redeemable non-controlling interests 6,591 7,846
Accrued compensation 21,121 25,520
Current portion of long-term debt 147,952 12,155
Current portion of deferred revenue 26,246 30,199
Current portion of finance lease obligation 769 1,921
Accrued and other current liabilities 49,658 42,860
Total current liabilities 291,274 166,430
Long-term debt, net of current portion 1,123,888 1,203,282
Deferred revenue, net of current portion 14,746 13,524
Finance lease obligation, net of current portion 874 505
Deferred tax liability, net 463,156 437,120
Other non-current liabilities 66,369 24,610
Total liabilities [1] 1,960,307 1,845,471
Commitments and contingencies (Note 19)
Redeemable non-controlling interests 118,667 119,572
Stockholders’ equity:    
Common stock, $0.01 par value—1,000,000 authorized, 120,612 shares issued and outstanding as of March 31, 2019; 1,000,000 authorized, 120,114 shares issued and outstanding as of December 31, 2018 1,206 1,201
Additional paid-in capital 577,961 574,248
Accumulated other comprehensive loss (11,870) (7,223)
Accumulated deficit (306,028) (279,631)
Total stockholders’ equity 261,269 288,595
Non-controlling interests 88,140 73,617
Total equity 349,409 362,212
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY $ 2,428,383 $ 2,327,255
[1] The Company’s assets as of March 31, 2019 and December 31, 2018 include $1,915.2 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,448.0 million and $1,752.3 million as of March 31, 2019 and December 31, 2018; other non-current assets, net of $390.7 million and $10.9 million as of March 31, 2019 and December 31, 2018; cash and cash equivalents of $57.7 million and $62.4 million as of March 31, 2019 and December 31, 2018; accounts receivable, net, of $13.0 million and $6.6 million as of March 31, 2019 and December 31, 2018; restricted cash and cash equivalents of $4.1 million and $2.4 million as of March 31, 2019 and December 31, 2018; and prepaid expenses and other current assets of $1.8 million and $1.3 million as of March 31, 2019 and December 31, 2018. The Company’s liabilities as of March 31, 2019 and December 31, 2018 included $122.2 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $6.6 million and $7.8 million as of March 31, 2019 and December 31, 2018; deferred revenue of $13.0 million and $12.0 million as of March 31, 2019 and December 31, 2018; long-term debt of $96.4 million and $55.0 million as of March 31, 2019 and December 31, 2018; accrued and other current liabilities of $5.2 million and $4.9 million as of March 31, 2019 and December 31, 2018; and other non-current liabilities of $1.0 million and $1.0 million as of March 31, 2019 and December 31, 2018. For further information see Note 14—Investment Funds.
v3.19.1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 120,612,000 120,114,000
Common stock, shares outstanding 120,612,000 120,114,000
Total assets [1] $ 2,428,383 $ 2,327,255
Solar energy systems, net 1,590,888 1,938,874
Cash and cash equivalents 213,474 219,591
Accounts receivable, net 19,992 14,207
Other non-current assets, net 478,013 28,090
Restricted cash and cash equivalents 75,010 71,305
Prepaid expenses and other current assets 29,294 31,201
Total liabilities [1] 1,960,307 1,845,471
Distributions payable to non-controlling interests and redeemable non-controlling interests 6,591 7,846
Accrued and other current liabilities 49,658 42,860
Other non-current liabilities 66,369 24,610
Variable Interest Entities    
Total assets 1,915,241 1,835,834
Solar energy systems, net 1,448,012 1,752,271
Cash and cash equivalents 57,660 62,350
Accounts receivable, net 13,033 6,593
Other non-current assets, net 390,711 10,888
Restricted cash and cash equivalents 4,071 2,443
Prepaid expenses and other current assets 1,754 1,289
Total liabilities 122,168 80,760
Distributions payable to non-controlling interests and redeemable non-controlling interests 6,591 7,846
Deferred revenue 13,000 12,000
Long-term debt 96,400 55,000
Accrued and other current liabilities 5,194 4,860
Other non-current liabilities $ 993 $ 1,023
[1] The Company’s assets as of March 31, 2019 and December 31, 2018 include $1,915.2 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,448.0 million and $1,752.3 million as of March 31, 2019 and December 31, 2018; other non-current assets, net of $390.7 million and $10.9 million as of March 31, 2019 and December 31, 2018; cash and cash equivalents of $57.7 million and $62.4 million as of March 31, 2019 and December 31, 2018; accounts receivable, net, of $13.0 million and $6.6 million as of March 31, 2019 and December 31, 2018; restricted cash and cash equivalents of $4.1 million and $2.4 million as of March 31, 2019 and December 31, 2018; and prepaid expenses and other current assets of $1.8 million and $1.3 million as of March 31, 2019 and December 31, 2018. The Company’s liabilities as of March 31, 2019 and December 31, 2018 included $122.2 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $6.6 million and $7.8 million as of March 31, 2019 and December 31, 2018; deferred revenue of $13.0 million and $12.0 million as of March 31, 2019 and December 31, 2018; long-term debt of $96.4 million and $55.0 million as of March 31, 2019 and December 31, 2018; accrued and other current liabilities of $5.2 million and $4.9 million as of March 31, 2019 and December 31, 2018; and other non-current liabilities of $1.0 million and $1.0 million as of March 31, 2019 and December 31, 2018. For further information see Note 14—Investment Funds.
v3.19.1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Revenue:    
Total revenue $ 69,371 $ 68,250
Cost of revenue:    
Total cost of revenue 57,454 64,732
Gross profit 11,917 3,518
Operating expenses:    
Sales and marketing 29,634 11,125
Research and development 469 486
General and administrative 23,049 19,987
Total operating expenses 53,152 31,598
Loss from operations (41,235) (28,080)
Interest expense, net 19,127 16,922
Other expense (income), net 1,385 (2,261)
Loss before income taxes (61,747) (42,741)
Income tax expense 27,487 18,643
Net loss (89,234) (61,384)
Net loss attributable to non-controlling interests and redeemable non-controlling interests (62,992) (48,408)
Net loss attributable to common stockholders $ (26,242) $ (12,976)
Net loss per share attributable to common stockholders:    
Basic and diluted $ (0.22) $ (0.11)
Weighted-average shares used in computing net loss per share attributable to common stockholders:    
Basic and diluted 120,307 115,155
Customer Agreements and Incentives    
Revenue:    
Total revenue $ 39,603 $ 31,114
Cost of revenue:    
Total cost of revenue 40,191 38,687
Solar Energy System and Product Sales    
Revenue:    
Total revenue 29,768 37,136
Cost of revenue:    
Total cost of revenue $ 17,263 $ 26,045
v3.19.1
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Statement Of Income And Comprehensive Income [Abstract]    
Net loss attributable to common stockholders $ (26,242) $ (12,976)
Other comprehensive (loss) income:    
Unrealized (losses) gains on cash flow hedging instruments (net of tax effect of $(1,777) and $1,394) (4,883) 3,749
Less: Interest (expense) income on derivatives recognized into earnings (net of tax effect of $(86) and $103) (236) 278
Total other comprehensive (loss) income (4,647) 3,471
Comprehensive loss $ (30,889) $ (9,505)
v3.19.1
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Statement Of Income And Comprehensive Income [Abstract]    
Unrealized losses on cash flow hedging instruments, tax $ (1,777) $ 1,394
Interest expense on derivatives recognized into earnings, tax $ (86) $ 103
v3.19.1
Condensed Consolidated Statements of Redeemable Non-Controlling Interests and Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Redeemable Non-Controlling Interests
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive (Loss) Income
Retained Earnings (Accumulated Deficit)
Total Stockholders Equity
Non-Controlling Interests
Balance at Dec. 31, 2017 $ 861,066 $ 122,444 $ 1,151 $ 559,788 $ 6,905 $ 213,107 $ 780,951 $ 80,115
Balance (in Shares) at Dec. 31, 2017     115,099          
Cumulative-effect adjustment from adoption of new ASUs (473,828)       3,318 (477,146) (473,828)  
Stock-based compensation expense 2,969     2,969     2,969  
Issuance of common stock, net 207   $ 2 205     207  
Issuance of common stock, net (in shares)     230          
Contributions from non-controlling interests and redeemable non-controlling interests   42,771            
Distributions to non-controlling interests and redeemable non-controlling interests (7,093) (2,093)           (7,093)
Total other comprehensive (loss) income 3,471       3,471   3,471  
Net loss (28,369) (33,015)       (12,976) (12,976) (15,393)
Balance at Mar. 31, 2018 358,423 130,107 $ 1,153 562,962 13,694 (277,015) 300,794 57,629
Balance (in Shares) at Mar. 31, 2018     115,329          
Balance at Dec. 31, 2018 $ 362,212 119,572 $ 1,201 574,248 (7,223) (279,631) 288,595 73,617
Balance (in Shares) at Dec. 31, 2018 120,114   120,114          
Cumulative-effect adjustment from adoption of new ASUs $ (155)         (155) (155)  
Stock-based compensation expense 3,679     3,679     3,679  
Issuance of common stock, net 39   $ 5 34     39  
Issuance of common stock, net (in shares)     498          
Contributions from non-controlling interests and redeemable non-controlling interests 74,555 9,813           74,555
Distributions to non-controlling interests and redeemable non-controlling interests (5,567) (2,191)           (5,567)
Total other comprehensive (loss) income (4,647)       (4,647)   (4,647)  
Net loss (80,707) (8,527)       (26,242) (26,242) (54,465)
Balance at Mar. 31, 2019 $ 349,409 $ 118,667 $ 1,206 $ 577,961 $ (11,870) $ (306,028) $ 261,269 $ 88,140
Balance (in Shares) at Mar. 31, 2019 120,612   120,612          
v3.19.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net loss $ (89,234) $ (61,384)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 17,659 16,443
Deferred income taxes 27,727 18,969
Stock-based compensation 3,679 2,969
Loss on solar energy systems and property and equipment 1,233 570
Non-cash interest and other expense 1,645 2,007
Reduction in lease pass-through financing obligation (695) (687)
Losses (gains) on interest rate swaps 1,384 (2,262)
Changes in operating assets and liabilities:    
Accounts receivable, net (5,785) 1,429
Inventories 1,725 6,807
Prepaid expenses and other current assets 2,746 11,746
Other non-current assets, net (26,539) 385
Accounts payable 1,876 374
Accrued compensation (4,068) (2,351)
Deferred revenue (2,731) (9,083)
Accrued and other liabilities (615) (103)
Net cash used in operating activities (69,993) (14,171)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Payments for the cost of solar energy systems (64,526) (72,208)
Payments for property and equipment (291) (40)
Proceeds from disposals of solar energy systems and property and equipment 649 775
Net cash used in investing activities (64,168) (71,473)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from investment by non-controlling interests and redeemable non-controlling interests 84,368 42,771
Distributions paid to non-controlling interests and redeemable non-controlling interests (9,013) (18,122)
Proceeds from long-term debt 61,355 40,000
Payments on long-term debt (5,593) (7,748)
Proceeds from lease pass-through financing obligation 864 852
Principal payments on finance lease obligations (271) (1,015)
Proceeds from issuance of common stock 39 207
Net cash provided by financing activities 131,749 56,945
NET DECREASE IN CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS (2,412) (28,699)
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—Beginning of period 290,896 154,938
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—End of period 288,484 126,239
NONCASH INVESTING AND FINANCING ACTIVITIES:    
Costs of solar energy systems included in changes in accounts payable, accrued compensation and accrued and other liabilities 40,256 (2,518)
Right-of-use assets obtained in exchange for new operating lease liabilities 6,910  
Right-of-use assets obtained in exchange for new finance lease liabilities $ 1,053 199
Solar energy system sales    
NONCASH INVESTING AND FINANCING ACTIVITIES:    
Receivable for state tax credits recorded as a reduction to solar energy system costs   $ 4
v3.19.1
Organization
3 Months Ended
Mar. 31, 2019
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Organization

1.

Organization

Vivint Solar, Inc. and its subsidiaries are collectively referred to as the “Company.” The Company most commonly offers solar energy to residential customers through long-term customer contracts, such as power purchase agreements (“PPAs”) and legal-form leases (“Solar Leases”). The Company also offers its customers the option to purchase solar energy systems (“System Sales”) through third-party loan offerings or a cash purchase. The Company enters into customer contracts through a sales organization that primarily uses a direct-to-home sales model. The long-term customer contracts under PPAs and Solar Leases are typically for 20 years and require the customer to make monthly payments to the Company.

The Company has formed various investment funds and entered into long-term debt facilities to monetize the recurring customer payments under its long-term customer contracts and investment tax credits (“ITCs”), accelerated tax depreciation and other incentives associated with residential solar energy systems. The Company uses the cash received from the investment funds, long-term debt facilities and cash generated from operations, including System Sales, to finance a portion of the Company’s variable and fixed costs associated with installing solar energy systems.

v3.19.1
Summary of Significant Accounting Policies
3 Months Ended
Mar. 31, 2019
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2.

Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K dated as of March 5, 2019. The unaudited condensed consolidated financial statements were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which were considered of normal recurring nature) considered necessary to present fairly the Company’s financial results. The results of the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or for any other interim period or other future year.

The unaudited condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities (“VIEs”). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. All of these determinations involve significant management judgments and estimates. The Company has determined that it is the primary beneficiary in the operational VIEs in which it has an equity interest. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 14—Investment Funds.

The condensed consolidated statements of operations items formerly captioned “Operating leases and incentives” and “Cost of revenue—operating leases and incentives” will now be captioned “Customer agreements and incentives” and “Cost of revenue—customer agreements and incentives” beginning in the current period. The condensed consolidated balance sheet items formerly captioned “Current portion of capital lease obligation” and “Capital lease obligation, net of current portion” will now be captioned “Current portion of finance lease obligation” and “Finance lease obligation, net of current portion” beginning in the current period. Amounts in these balance sheet items were capital leases under ASC 840 in periods ending prior to January 1, 2019, while amounts in these balance sheet items are finance leases under ASC 842 in periods ending subsequent to January 1, 2019. See “—Leases” below for further explanation of these changes.

Use of Estimates

The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, ITCs; revenue recognition; solar energy systems, net; the impairment analysis of long-lived assets; stock-based compensation; the provision for income taxes; the valuation of derivative financial instruments; the recognition and measurement of loss contingencies; and non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates.

Liquidity

In order to grow, the Company requires cash to finance the deployment of solar energy systems. As of the date of this filing, the Company will require additional sources of cash beyond current cash balances, and currently available financing facilities to fund long-term planned growth. If the Company is unable to secure additional financing when needed, or upon desirable terms, the Company may be unable to finance installation of customers’ systems in a manner consistent with past performance, cost of capital could increase, or the Company may be required to significantly reduce the scope of operations, any of which would have a material adverse effect on its business, financial condition, results of operations and prospects. While the Company believes additional financing is available and will continue to be available to support current levels of operations, the Company believes it has the ability and intent to reduce operations to the level of available financial resources for at least the next 12 months from the date of this report, if necessary.

Performance Obligation—Solar Energy system and Product Sales

For certain System Sales, the company provides limited post-sale services to monitor the productivity of the solar energy system for 20 years after it has been placed into service. The Company allocates a portion of the transaction price to the monitoring services by estimating the fair market price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of March 31, 2019 and December 31, 2018, the Company had allocated deferred revenue of $3.7 million and $3.3 million to monitoring services that will be recognized over the term of the monitoring services.

Leases

The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (“Topic 842”) and its subsequent updates effective January 1, 2019. These updates are intended to increase transparency and comparability among organizations by recognizing right-of-use assets and lease liabilities on the condensed consolidated balance sheets and disclosing key information about leasing arrangements. The Company utilized the additional transition method permitted by ASU 2018-11 and adopted Topic 842 using a modified retrospective method with a cumulative-effect adjustment to its accumulated deficit as of January 1, 2019. As such, comparative periods ending prior to January 1, 2019 are presented in accordance with ASC 840 and periods ending after January 1, 2019 are presented in accordance with Topic 842. The impact to the accumulated deficit as a result of adopting ASU 2016-02 was a net reduction of approximately $0.2 million. The Company did not use the transitionary practical expedients allowed under Topic 842, and as such, the Company reassessed all contracts existing at the adoption date of January 1, 2019. The Company elected to treat leases with lease terms of 12 months or less as short-term leases. No right-of-use assets or lease liabilities are recognized for short-term leases. The Company has also elected not to separate lease components from non-lease components for all classes of leased assets except for building leases.

The adoption of this ASU resulted in right-of-use assets of $34.6 million related to operating leases being recognized in other non-current assets, net on the condensed consolidated balance sheets as of January 1, 2019. Corresponding lease liabilities of $43.8 million related to operating leases were recognized on the condensed consolidated balance sheets as of January 1, 2019, with the current portion recognized in accrued and other current liabilities and the long-term portion recognized in other non-current liabilities. In addition, at January 1, 2019, approximately $1.0 million of lease-related liabilities were removed from accrued and other current liabilities and approximately $8.2 million of lease-related liabilities were removed from other non-current liabilities and included as reductions to the initial operating lease right-of-use assets. As of January 1, 2019, finance lease right-of-use assets of $0.9 million continued to be recorded in property and equipment, net. Any changes in lease terms or estimates subsequent to adoption of the ASU 2016-02 are reflected in the right-of-use assets and lease liabilities.

The Company’s PPAs, Solar Leases, and associated rebates and incentives no longer meet the definition of a lease under Topic 842. Accordingly, they are accounted for in accordance with ASC 606 beginning on January 1, 2019. The Company concluded that there was no change to its revenue recognition practices for its PPA revenue stream under ASC 606. For Solar Leases, the Company concluded that the impact of applying ASC 606 is immaterial. The Company also concluded that there was no material change related to the timing of revenue recognition for rebates and incentives under ASC 606. Upon the adoption of Topic 842, the Company no longer capitalizes initial direct costs and amortizes them to the respective cost of revenue line items. Instead, the Company now capitalizes costs of obtaining a contract which meet the “incremental” criteria defined in ASC 340 to other non-current assets, net. These costs are now amortized over the period of benefit to sales and marketing expense on the condensed consolidated statements of operations.

For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three months ended March 31, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands):

 

December 31, 2018

 

 

March 31, 2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Solar energy systems, net

$

1,938,874

 

 

$

(388,087

)

 

$

1,550,787

 

 

$

1,590,888

 

Other non-current assets, net

 

28,090

 

 

 

388,087

 

 

 

416,177

 

 

 

478,013

 

 

 

Three Months Ended March 31,

 

 

2018

 

 

2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Cost of revenue—customer agreements and incentives

$

38,687

 

 

$

(4,080

)

 

$

34,607

 

 

$

40,191

 

Cost of revenue—solar energy system and product sales

 

26,045

 

 

 

(5,857

)

 

 

20,188

 

 

 

17,263

 

Total cost of revenue

 

64,732

 

 

 

(9,937

)

 

 

54,795

 

 

 

57,454

 

Gross profit

 

3,518

 

 

 

9,937

 

 

 

13,455

 

 

 

11,917

 

Sales and marketing

 

11,125

 

 

 

9,937

 

 

 

21,062

 

 

 

29,634

 

Total operating expenses

 

31,598

 

 

 

9,937

 

 

 

41,535

 

 

 

53,152

 

 

Software Implementation Costs

The Company adopted ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, effective January 1, 2019. This update clarifies that entities should capitalize implementation costs incurred in cloud computing arrangements that are service contracts, which the Company will now record within other non-current assets, net. Entities expense the capitalized costs over the term of the hosting arrangement. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The Company is applying the amendments in this update on a prospective basis. No prior periods were impacted as a result of adopting this ASU.

Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The objective of this update is to provide users of financial statements with more useful information by changing the incurred loss methodology for recognizing credit losses to a more forward-looking methodology that reflects expected credit losses. Under this ASU, the Company’s accounts receivable are considered financial assets measured at an amortized cost basis and will need to be presented at the net amount expected to be collected. This ASU will be effective for the Company beginning on January 1, 2020 and will be applied through a modified retrospective approach with a cumulative-effect adjustment to retained earnings as of the first reporting period in which the guidance is effective.

v3.19.1
Fair Value Measurements
3 Months Ended
Mar. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements

3.

Fair Value Measurements

The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets and liabilities included on the condensed consolidated balance sheets measured on a recurring basis by level within the fair value hierarchy (in thousands):

 

 

March 31, 2019

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

13

 

 

$

 

 

$

13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

18,751

 

 

$

 

 

$

18,751

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2018

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

130

 

 

$

 

 

$

130

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

11,146

 

 

$

 

 

$

11,146

 

 

The interest rate swaps (Level 2) were valued using a discounted cash flow model that incorporates an assessment of the risk of non-performance by the interest rate swap counterparties and the Company. The valuation model uses various observable inputs including contractual terms, interest rate curves, credit spreads and measures of volatility. The Company has interest rate swaps for its Aggregation Facility, which are not designated as hedges, the fair value of which is represented in financial liabilities above. The Company also has interest rate swaps for its Solar Asset Backed Notes, Series 2018-2, which are designated as hedges, the fair value of which is represented in financial liabilities above.

The carrying values and fair values of the Company’s long-term debt were as follows (in thousands):

 

March 31, 2019

 

 

December 31, 2018

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

Floating-rate long-term debt

$

645,263

 

 

$

645,263

 

 

$

587,358

 

 

$

587,358

 

Fixed-rate long-term debt

 

650,888

 

 

 

685,471

 

 

 

653,031

 

 

 

673,917

 

Total

$

1,296,151

 

 

$

1,330,734

 

 

$

1,240,389

 

 

$

1,261,275

 

The Company’s outstanding principal balance of long-term debt is carried at cost. The Company estimated the fair values of its floating-rate debt facilities (Level 2) to approximate their carrying values as interest accrues at floating rates based on market rates. The Company’s fixed-rate debt facilities (Level 2) were valued using quoted prices for the fixed rate debt facilities that are publicly traded, or quoted prices for corporate debt with similar terms for debt facilities that are not publicly traded.

v3.19.1
Inventories
3 Months Ended
Mar. 31, 2019
Inventory Disclosure [Abstract]  
Inventories

4.

Inventories

Inventories consisted of the following (in thousands):

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Solar energy systems held for sale

$

10,565

 

 

$

12,321

 

Photovoltaic installation products

 

967

 

 

 

936

 

Total inventories

$

11,532

 

 

$

13,257

 

Solar energy systems held for sale are solar energy systems under construction that have yet to be interconnected to the power grid and that will be sold to customers. Solar energy systems held for sale are stated at the lower of cost, on a first-in, first-out basis, or net realizable value. Photovoltaic installation products are stated at the lower of cost, on an average cost basis, or net realizable value.

v3.19.1
Solar Energy Systems
3 Months Ended
Mar. 31, 2019
Solar Energy Systems Disclosure [Abstract]  
Solar Energy Systems

5.

Solar Energy Systems

Solar energy systems, net consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

System equipment costs

$

1,718,400

 

 

$

1,667,440

 

Initial direct costs related to solar energy systems

 

 

 

 

435,084

 

 

 

1,718,400

 

 

 

2,102,524

 

Less: Accumulated depreciation

 

(162,004

)

 

 

(195,890

)

 

 

1,556,396

 

 

 

1,906,634

 

Solar energy system inventory

 

34,492

 

 

 

32,240

 

Solar energy systems, net

$

1,590,888

 

 

$

1,938,874

 

 

Solar energy system inventory represents the solar components and materials used in the installation of solar energy systems prior to being installed on customers’ roofs. As such, no depreciation is recorded related to this line item. The Company recorded depreciation expense related to solar energy systems of $13.1 million and $15.4 million for the three months ended March 31, 2019 and 2018.

v3.19.1
Property and Equipment
3 Months Ended
Mar. 31, 2019
Property Plant And Equipment [Abstract]  
Property and Equipment

6.

Property and Equipment

Property and equipment, net consisted of the following (in thousands):

 

 

 

Estimated

 

March 31,

 

 

December 31,

 

 

 

Useful Lives

 

2019

 

 

2018

 

Leasehold improvements

 

1-12 years

 

$

10,576

 

 

$

10,560

 

Furniture and computer and other equipment

 

3 years

 

 

4,030

 

 

 

3,816

 

Vehicles acquired under finance leases

 

3-5 years

 

 

1,975

 

 

 

6,907

 

 

 

 

 

 

16,581

 

 

 

21,283

 

Less: Accumulated depreciation and amortization

 

 

 

 

(6,401

)

 

 

(10,553

)

Property and equipment, net

 

 

 

$

10,180

 

 

$

10,730

 

 

The Company recorded depreciation and amortization expense related to property and equipment of $0.1 million and $1.7 million for the three months ended March 31, 2019 and 2018.

Effective January 1, 2019, the Company adopted Topic 842. As part of the adoption, the Company reassessed all contracts existing at the adoption date. The Company determined that a number of vehicle leases that were previously classified as capital leases under ASC 840 were no longer classified as finance leases under Topic 842. This resulted in a reduction to the gross asset and accumulated depreciation and amortization balances related to vehicles and will result in lower depreciation and amortization expense related to property and equipment compared to prior periods.

v3.19.1
Other Non-Current Assets
3 Months Ended
Mar. 31, 2019
Other Assets Noncurrent Disclosure [Abstract]  
Other Non-Current Assets

7.

Other Non-Current Assets

Other non-current assets consisted of the following (in thousands):

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Costs to obtain contracts

$

462,495

 

 

$

 

Accumulated amortization of costs to obtain contracts

 

(50,928

)

 

 

 

Operating lease right-of-use assets

 

39,697

 

 

 

 

Sales incentives

 

9,292

 

 

 

8,588

 

Other non-current assets

 

17,457

 

 

 

19,502

 

Total other non-current assets

$

478,013

 

 

$

28,090

 

The Company recorded amortization of costs to obtain contracts of $3.9 million for the three months ended March 31, 2019. Costs to obtain contracts are amortized over the initial terms of customer contracts, which are typically 20 years.

v3.19.1
Intangible Assets
3 Months Ended
Mar. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]  
Intangible Assets

8.

Intangible Assets

Net intangible assets are included in other non-current assets, net and consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Cost:

 

 

 

 

 

 

 

Internal-use software

$

520

 

 

$

1,020

 

Developed technology

 

522

 

 

 

522

 

Trademarks/trade names

 

201

 

 

 

201

 

Total carrying value

 

1,243

 

 

 

1,743

 

Accumulated amortization:

 

 

 

 

 

 

 

Internal-use software

 

(338

)

 

 

(781

)

Developed technology

 

(343

)

 

 

(324

)

Trademarks/trade names

 

(105

)

 

 

(99

)

Total accumulated amortization

 

(786

)

 

 

(1,204

)

Total intangible assets, net

$

457

 

 

$

539

 

 

The Company recorded amortization expense of $0.1 million for each of the three-month periods ended March 31, 2019 and 2018, which is included within general and administrative expense on the condensed consolidated statements of operations.

v3.19.1
Accrued Compensation
3 Months Ended
Mar. 31, 2019
Accrued Compensation Disclosure [Abstract]  
Accrued Compensation

9.

Accrued Compensation

Accrued compensation consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Accrued payroll

$

12,467

 

 

$

16,352

 

Accrued commissions

 

8,654

 

 

 

9,168

 

Total accrued compensation

$

21,121

 

 

$

25,520

 

 

v3.19.1
Accrued and Other Current Liabilities
3 Months Ended
Mar. 31, 2019
Payables And Accruals [Abstract]  
Accrued and Other Current Liabilities

10.

Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Accrued unused commitment fees and interest

$

15,354

 

 

$

14,102

 

Current portion of operating lease liabilities

 

6,992

 

 

 

 

Accrued professional fees

 

6,402

 

 

 

6,150

 

Current portion of lease pass-through financing obligation

 

5,061

 

 

 

5,038

 

Accrued workers' compensation

 

4,459

 

 

 

4,033

 

Accrued inventory

 

3,869

 

 

 

4,380

 

Workmanship accrual

 

2,648

 

 

 

2,630

 

Sales, use and property taxes payable

 

2,618

 

 

 

3,132

 

Other accrued expenses

 

2,255

 

 

 

3,395

 

Total accrued and other current liabilities

$

49,658

 

 

$

42,860

 

 

v3.19.1
Debt Obligations
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Debt Obligations

11.

Debt Obligations

Debt obligations consisted of the following as of March 31, 2019 (in thousands, except interest rates):

 

Principal

 

 

Unamortized Debt

 

 

 

 

 

 

 

 

 

 

Unused

 

 

 

 

 

 

 

 

Borrowings

 

 

Issuance Costs

 

 

Net Carrying Value

 

 

Borrowing

 

 

Interest

 

 

Maturity

 

Outstanding

 

 

Current

 

 

Long-term

 

 

Current

 

 

Long-term

 

 

Capacity

 

 

Rate

 

 

Date

Solar asset backed notes, Series 2018-1(1)

$

462,826

 

 

$

(73

)

 

$

(8,988

)

 

$

3,657

 

 

$

450,108

 

 

$

 

 

 

5.1

%

 

October 2028

Solar asset backed notes, Series 2018-2(2)(3)

 

339,382

 

 

 

(6

)

 

 

(7,085

)

 

 

294

 

 

 

331,997

 

 

 

 

 

 

5.5

 

 

August 2023

2017 Term loan facility

 

186,784

 

 

 

(168

)

 

 

(4,524

)

 

 

6,679

 

 

 

175,413

 

 

 

 

 

 

6.0

 

 

January 2035

Forward flow loan facility

 

99,780

 

 

 

(42

)

 

 

(3,311

)

 

 

1,206

 

 

 

95,221

 

 

 

30,220

 

 

 

4.9

 

 

(4)

Credit agreement

 

1,279

 

 

 

(2

)

 

 

(112

)

 

 

16

 

 

 

1,149

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aggregation facility

 

70,000

 

 

 

 

 

 

 

 

 

 

 

 

70,000

 

 

 

305,000

 

 

 

5.7

 

 

September 2020

Working capital facility(6)

 

136,100

 

 

 

 

 

 

 

 

 

136,100

 

 

 

 

 

 

 

 

 

5.7

 

 

March 2020

Total debt

$

1,296,151

 

 

$

(291

)

 

$

(24,020

)

 

$

147,952

 

 

$

1,123,888

 

 

$

335,220

 

 

 

 

 

 

 

Debt obligations consisted of the following as of December 31, 2018 (in thousands, except interest rates):

 

Principal

 

 

Unamortized Debt

 

 

 

 

 

 

 

 

 

 

Unused

 

 

 

 

 

 

 

 

Borrowings

 

 

Issuance Costs

 

 

Net Carrying Value

 

 

Borrowing

 

 

Interest

 

 

Maturity

 

Outstanding

 

 

Current

 

 

Long-term

 

 

Current

 

 

Long-term

 

 

Capacity

 

 

Rate

 

 

Date

Solar asset backed notes, Series 2018-1(1)

$

462,826

 

 

$

(74

)

 

$

(9,172

)

 

$

3,655

 

 

$

449,925

 

 

$

 

 

 

5.1

%

 

October 2028

Solar asset backed notes, Series 2018-2(2)(3)

 

342,833

 

 

 

(6

)

 

 

(7,388

)

 

 

294

 

 

 

335,145

 

 

 

 

 

 

5.4

 

 

August 2023

2017 Term loan facility

 

188,922

 

 

 

(170

)

 

 

(4,614

)

 

 

6,679

 

 

 

177,459

 

 

 

 

 

 

6.0

 

 

January 2035

Forward flow loan facility

 

58,425

 

 

 

(43

)

 

 

(3,365

)

 

 

1,512

 

 

 

53,505

 

 

 

71,575

 

 

 

5.2

 

 

(4)

Credit agreement

 

1,283

 

 

 

(2

)

 

 

(118

)

 

 

15

 

 

 

1,148

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aggregation facility

 

50,000

 

 

 

 

 

 

 

 

 

 

 

 

50,000

 

 

 

325,000

 

 

 

5.7

 

 

September 2020

Working capital facility(6)

 

136,100

 

 

 

 

 

 

 

 

 

 

 

 

136,100

 

 

 

 

 

 

5.6

 

 

March 2020

Total debt

$

1,240,389

 

 

$

(295

)

 

$

(24,657

)

 

$

12,155

 

 

$

1,203,282

 

 

$

396,575

 

 

 

 

 

 

 

 

(1)

The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%.

(2)

The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%.

(3)

The interest rate of this facility is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments.

(4)

The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019.

(5)

Revolving lines of credit are not presented net of unamortized debt issuance costs.

(6)

Facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.

The Company’s debt facilities include customary events of default, conditions to borrowing and covenants, including covenants that restrict, subject to certain exceptions, the Company’s ability to incur indebtedness, incur liens, make investments, make fundamental changes to their business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Additionally, the Company is required to maintain certain financial measurements and interest rate swaps for certain debt facilities. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. The Company’s debt facilities are secured by net cash flows from long-term customer contracts. The Company was in compliance with all debt covenants as of March 31, 2019.

Solar Asset Backed Notes, Series 2018-1

In June 2018, a wholly owned subsidiary of the Company issued an aggregate principal amount of $400.0 million of Solar Asset Backed Notes, Series 2018-1, Class A (the “2018-1 Class A Notes”) and an aggregate principal amount of $66.0 million of Solar Asset Backed Notes, Series 2018-1, Class B (the “2018-1 Class B Notes” and together with the 2018-1 Class A Notes, the “2018-1 Notes”). The 2018-1 Class A Notes accrue interest at a fixed rate of 4.73% and have an anticipated repayment date of October 30, 2028. The 2018-1 Class B Notes accrue interest at a fixed rate of 7.37% and have an anticipated repayment date of October 30, 2028.

In addition to customary events of default and covenants, the 2018-1 Notes are subject to unscheduled prepayment events that generally are customary in nature for solar securitizations of this type, including (1) asset coverage ratios falling below certain levels, (2) a debt service coverage ratio falling below certain levels, (3) the failure to maintain insurance, and (4) the failure to repay the notes in full prior to the anticipated repayment date for such class of notes. The occurrence of an unscheduled prepayment event or an event of default could result in the more rapid repayment of the 2018-1 Notes, and the occurrence of an event of default could, in certain instances, result in the liquidation of the collateral securing the 2018-1 Notes. The 2018-1 Notes are secured by, and payable solely from the cash flow generated by the membership interests in certain indirectly owned subsidiaries of the Company, each of which subsidiaries is the managing member of a project company that owns a pool of photovoltaic systems and related Solar Leases and PPAs and ancillary rights and agreements that were originated by a wholly owned subsidiary of the Company. As of March 31, 2019, the Company had $13.6 million in required reserves outstanding in collateral accounts with the administrative agent, which are included in restricted cash and cash equivalents.

Solar Asset Backed Notes, Series 2018-2

In June 2018, a wholly owned subsidiary of the Company issued an aggregate principal amount of $296.0 million of Solar Asset Backed Notes, Series 2018-2, Class A (the “2018-2 Class A Notes”) and an aggregate principal amount of $49.0 million of Solar Asset Backed Notes, Series 2018-2, Class B (the “2018-2 Class B Notes” and together with the 2018-2 Class A Notes, the “2018-2 Notes”). The 2018-2 Class A Notes accrue interest at a variable spread over the London Interbank Offered Rate (“LIBOR”) that is intended to result in a weighted average spread for all 2018-2 Notes of 2.95%. The 2018-2 Class B Notes accrue interest at a spread over LIBOR of 4.75% or, if no 2018-2 Class A Notes are outstanding, 2.95%. The Company entered into an interest rate swap concurrent with the issuance of the 2018-2 Notes that results in an implied all-in interest rate of approximately 5.95%. See Note 13—Derivative Financial Instruments. The 2018-2 Notes have a stated maturity of August 29, 2023.

The 2018-2 Notes have the same events of default, covenants and unscheduled prepayment events as the 2018-1 Notes. In addition, the 2018-2 Notes are subject to unscheduled prepayment events relating to certain change of control events and certain liquidity requirements. As of March 31, 2019, the Company had $25.1 million in required reserves outstanding in collateral accounts with the administrative agent, which are included in restricted cash and cash equivalents.

2016 Term Loan Facility

In June 2018, the Company used proceeds from the issuance of the 2018-1 Notes and 2018-2 Notes to pay off the outstanding balance of $282.3 million on the credit facility entered into by a wholly owned subsidiary of the Company in August 2016 (the “2016 Term Loan Facility”) and terminated the credit agreement. At termination, the outstanding balance was composed of $281.8 million of principal and $0.5 million of accrued interest. The termination of the 2016 Term Loan Facility was accounted for as a debt extinguishment. As such, the remaining $6.9 million of unamortized debt issuance costs related to the 2016 Term Loan Facility were recognized in interest expense during the year ended December 31, 2018. There was no prepayment fee associated with the termination of the 2016 Term Loan Facility.

Subordinated HoldCo Facility

In June 2018, the Company used proceeds from the issuance of the 2018-1 Notes and 2018-2 Notes to pay off the outstanding balance of $206.4 million on the credit facility entered into by a wholly owned subsidiary of the Company in March 2016 (the “Subordinated HoldCo Facility”) and terminated the financing agreement. At termination, the outstanding balance was composed of $196.6 million of principal, $3.9 million of accrued interest, and a prepayment fee of $5.9 million, which was calculated as 3.0% of the outstanding principal balance. The termination of the Subordinated HoldCo Facility was accounted for as a debt extinguishment. As such, the remaining $2.9 million of unamortized debt issuance costs related to the Subordinated HoldCo Facility were recognized in interest expense during the year ended December 31, 2018. The prepayment fee of $5.9 million was also recognized in interest expense during the year ended December 31, 2018.

2017 Term Loan Facility

In January 2017, a wholly owned subsidiary of the Company entered into a long-term fixed rate credit agreement (the “2017 Term Loan Facility”). Interest on borrowings accrues at an annual fixed rate equal to 6.0% and is payable in arrears. Certain principal payments are due on a quarterly basis, subject to the occurrence of certain events. As of March 31, 2019, the Company had $19.7 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

Forward Flow Loan Facility

In August 2018, a subsidiary which is indirectly owned by the Company together with investors, entered into a loan agreement (the “Forward Flow Loan Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $130.0 million. The borrower may make multiple borrowings under the Forward Flow Loan Facility during the availability period, which will continue no later than October 31, 2019. After the availability period, all outstanding loans under the Forward Flow Loan Facility will be aggregated into a single term loan with a maturity date 20 years after the date of aggregation. Interest on each loan will accrue at an annual rate equal to the U.S. swap rate for the weighted-average life of such loan, plus an applicable margin equal to the greater of (a) 1.9% plus a spread adjustment based on the risk premium on the borrowing date relative to the market index-based risk premium on the closing date and (b) 1.5%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. Upon the occurrence of certain events, the Company will be required to make prepayments of the loans, including payment of a make-whole amount in certain circumstances. As of March 31, 2019, the Company had $4.1 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

Credit Agreement

In February 2016, a wholly owned subsidiary of the Company entered into a fixed rate credit agreement (the “Credit Agreement”). Principal and interest payments under the Credit Agreement are paid quarterly over the term of the loan. Interest accrues on borrowings at a fixed rate of 6.50%.

Aggregation Facility

In September 2014, a wholly owned subsidiary of the Company entered into an aggregation credit facility (as amended, the “Aggregation Facility”), pursuant to which the Company may borrow up to an aggregate of $375.0 million and, upon the satisfaction of certain conditions and the approval of the lenders, up to an additional aggregate of $175.0 million in borrowings. Prepayments are permitted under the Aggregation Facility. Under the Aggregation Facility, interest on borrowings accrues at a floating rate equal to either (1)(a) LIBOR or (b) the greatest of (i) the Federal Funds Rate plus 0.5%, (ii) the administrative agent’s prime rate and (iii) LIBOR plus 1% and (2) a margin that varies between 3.25% during the period during which the Company may incur borrowings and 3.75% after such period. As of March 31, 2019, the Company had $2.4 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

Working Capital Facility

In March 2015, a wholly owned subsidiary of the Company entered into a revolving credit agreement (the “Working Capital Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $150.0 million from certain financial institutions. In addition to the outstanding borrowings as of March 31, 2019, the Company had established letters of credit under the Working Capital Facility for up to $13.9 million related to insurance contracts. Prepayments are permitted under the Working Capital Facility. Interest accrues on borrowings at a floating rate equal to, depending on the type of borrowing, (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; or (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable depending on the type of borrowing at the end of (1) the interest period that the Company may elect as a term, not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility. The Company is required to maintain $30.0 million in cash and cash equivalents and certain investments as of the last day of each quarter. As of March 31, 2019, the Company was in compliance with such covenants.

v3.19.1
Leases
3 Months Ended
Mar. 31, 2019
Lessee Disclosure [Abstract]  
Leases

12.

Leases

The Company is the lessee in substantially all of its lease arrangements. The Company did not enter into any leases with related parties during the presented periods. The Company makes significant assumptions and judgments when assessing contracts for lease components, determining lease classifications and calculating right-of-use asset and lease liability values. These assumptions and judgements may include the useful lives and fair values of the leased assets, the implicit rate underlying the Company’s leases, the Company’s incremental borrowing rate or the Company’s intent to exercise or not exercise options available in lease contracts. Lease costs and other information consisted of the following (in thousands, except terms and rates):

 

Three Months Ended

 

 

March 31, 2019

 

Lease cost

 

 

 

Finance lease cost:

 

 

 

Amortization of right-of-use assets

$

294

 

Interest on lease liabilities

 

26

 

Operating lease cost

 

2,770

 

Short-term lease cost

 

722

 

Total lease cost

$

3,812

 

 

 

 

 

Other information

 

 

 

Finance leases:

 

 

 

Operating cash outflows from finance leases

$

26

 

Financing cash outflows from finance leases

$

271

 

Right-of-use assets obtained in exchange for new finance lease liabilities

$

1,053

 

Weighted-average remaining lease term - finance leases (in years)

 

2.9

 

Weighted-average discount rate - finance leases

 

7.8

%

Operating leases:

 

 

 

Operating cash outflows from operating leases

$

2,826

 

Right-of-use assets obtained in exchange for new operating lease liabilities

$

6,910

 

Weighted-average remaining lease term - operating leases (in years)

 

9.6

 

Weighted-average discount rate - operating leases

 

8.0

%

Finance Leases

The Company’s finance leases relate to fleet vehicles. All of the Company’s fleet vehicles are leased pursuant to master lease agreements for a period of three to five years. The master lease agreements allow for the Company to extend fleet vehicle leases on a month-to-month basis. For administrative convenience, the Company will often commit to extension periods of up to one year. As the extensions are not always utilized and are not contractually bound to a specific period of time, these extensions are not included in the initial right-of-use assets and lease liabilities. Instead, these extensions are treated as new leases. The master lease agreements stipulate minimum residual value guarantees that are not typically recognized as part of the Company’s right-of use assets and lease liabilities as these residual value guarantees are not probable of being owed. The rates implicit in the Company’s fleet vehicle finance leases are determinable, and the Company uses those rates to calculate the present value of its lease liabilities related to fleet vehicles.

Future minimum lease payments for the Company’s finance leases as of March 31, 2019 were as follows (in thousands):

2019

$

727

 

2020

 

387

 

2021

 

336

 

2022

 

330

 

2023

 

52

 

Thereafter

 

 

Total minimum lease payments

 

1,832

 

Less: interest

 

189

 

Present value of finance lease obligations

 

1,643

 

Less: current portion

 

769

 

Long-term portion

$

874

 

Operating Leases

The Company has entered into lease agreements for offices, warehouses and related equipment located in states in which the Company conducts operations. The Company’s corporate office lease was amended in February 2019 to extend the term by an additional three years, for a total lease term of 15 years. The corporate office lease includes options to extend the lease term for two additional periods of five years. The Company’s warehouse lease agreements range from a term of one to seven years, with five years being the most common lease term. The warehouse lease agreements typically include options to extend the lease term. The lease agreements do not include purchase options. The Company includes lease extension options in the right-of-use asset and lease liability when the Company is reasonably certain it will exercise the options. The Company’s equipment lease agreements range from three to five years. The rates implicit in the Company’s operating leases are not readily determinable. As such, the Company uses its incremental borrowing rate to calculate the present value of its operating lease liabilities.

For all non-cancellable lease arrangements, there are no bargain renewal options, penalties for failure to renew, or any guarantee by the Company of the lessor’s debt or a loan from the Company to the lessor related to the leased property.

Future minimum lease payments under non-cancellable operating leases as of March 31, 2019 were as follows (in thousands):

2019

$

8,032

 

2020

 

9,483

 

2021

 

7,281

 

2022

 

5,595

 

2023

 

4,780

 

Thereafter

 

36,680

 

Total minimum lease payments

 

71,851

 

Less: present value impact

 

23,040

 

Present value of operating lease obligations

 

48,811

 

Less: current portion

 

6,992

 

Long-term portion

$

41,819

 

 

v3.19.1
Derivative Financial Instruments
3 Months Ended
Mar. 31, 2019
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments

13.

Derivative Financial Instruments

Derivative financial instruments at fair value consisted of the following (in thousands):

 

 

March 31, 2019

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

16,222

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

2,529

 

 

Other non-current liabilities

Interest rate swaps

 

$

13

 

 

Other non-current assets

 

 

 

December 31, 2018

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

9,884

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

1,262

 

 

Other non-current liabilities

Interest rate swaps

 

$

130

 

 

Other non-current assets

The Company is exposed to interest rate risk relating to its outstanding debt facilities that have variable interest rates. In connection with the March 2017 amendment of the Aggregation Facility, the Company is required to maintain interest rate swaps such that at least 75% of the outstanding loan balance of the Aggregation Facility is hedged. The Company is required to meet this threshold within 15 business days after the end of each quarterly period. As of March 31, 2019, the Company had entered into interest rate swaps with an aggregate notional amount of $40.0 million. The Company entered the required swaps subsequent to period end and is in compliance with the hedging requirement. The interest rate swaps terminate when the Aggregation Facility matures in September 2020. The Company did not designate these interest rate swaps as hedge instruments and accounts for any changes in fair value in other expense (income), net.

In connection with the 2018-2 Notes, the Company entered into interest rate swaps to offset changes in the variable interest rate for a portion of these notes. As of March 31, 2019, the notional amount of these interest rate swaps was $325.2 million. The notional amount of the interest rate swaps decreases through the maturity of the 2018-2 Notes, similar to the Company’s estimated semi-annual principal payments on the 2018-2 Notes through August 2023. The interest rate swaps are designated as cash flow hedges, and unrealized gains or losses are recorded in other comprehensive income (“OCI”). The amount of accumulated other comprehensive (loss) income (“AOCI”) expected to be reclassified to interest expense within the next 12 months is approximately $1.8 million. The Company will discontinue the hedge accounting designation of these derivatives if interest payments on LIBOR-indexed floating rate loans compared to the payments under the derivatives are no longer highly effective.

The Company records derivatives at fair value. The losses (gains) on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2019

 

 

2018

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

6,660

 

 

$

(5,143

)

The losses (gains) on derivative financial instruments recognized in the condensed consolidated statements of operations, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2019

 

 

2018

 

 

 

Interest expense, net

 

 

Other expense (income), net

 

 

Interest expense, net

 

 

Other expense (income), net

 

Total amounts presented in the income statement line items

 

$

19,127

 

 

$

1,385

 

 

$

16,922

 

 

$

(2,261

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses (gains) reclassified from AOCI into income

 

$

322

 

 

$

 

 

$

(381

)

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses (gains) recognized in income

 

 

 

 

 

1,384

 

 

 

 

 

 

(2,262

)

Total losses (gains)

 

$

322

 

 

$

1,384

 

 

$

(381

)

 

$

(2,262

)

 

v3.19.1
Investment Funds
3 Months Ended
Mar. 31, 2019
Summarized Financial Data Of Subsidiary [Abstract]  
Investment Funds

14.

Investment Funds

As of March 31, 2019 and December 31, 2018, the Company had formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. The aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

57,660

 

 

$

62,350

 

Accounts receivable, net

 

13,033

 

 

 

6,593

 

Prepaid expenses and other current assets

 

1,754

 

 

 

1,289

 

Total current assets

 

72,447

 

 

 

70,232

 

Restricted cash and cash equivalents

 

4,071

 

 

 

2,443

 

Solar energy systems, net

 

1,448,012

 

 

 

1,752,271

 

Other non-current assets, net

 

390,711

 

 

 

10,888

 

Total assets

$

1,915,241

 

 

$

1,835,834

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Distributions payable to non-controlling interests and redeemable

   non-controlling interests

$

6,591

 

 

$

7,846

 

Current portion of long-term debt

 

1,206

 

 

 

1,512

 

Current portion of deferred revenue

 

2,411

 

 

 

2,320

 

Accrued and other current liabilities

 

5,194

 

 

 

4,860

 

Total current liabilities

 

15,402

 

 

 

16,538

 

Long-term debt, net of current portion

 

95,221

 

 

 

53,505

 

Deferred revenue, net of current portion

 

10,552

 

 

 

9,694

 

Other non-current liabilities

 

993

 

 

 

1,023

 

Total liabilities

$

122,168

 

 

$

80,760

 

Under the fund agreements, cash distributions of income and other receipts by the funds, net of agreed-upon expenses and estimated expenses, tax benefits and detriments of income and loss, and tax benefits of tax credits, are assigned to the fund investors and the Company’s subsidiaries as specified in contractual arrangements. As such, the cash held in investment funds is not readily available to the Company due to the timing of distributions. Certain of these fund arrangements have call and put options to acquire the investor’s equity interest as specified in the contractual agreements. Once the investor’s equity interest is acquired by the Company, the assets, liabilities and operations of the investment fund become wholly owned and no longer require an assessment of non-controlling interests.

Fund investors for three of the funds are managed indirectly by The Blackstone Group L.P. (the “Sponsor”) and are considered related parties. As of March 31, 2019 and December 31, 2018, the cumulative total of contributions into the VIEs by all investors was $1,649.7 million and $1,565.3 million. Of these contributions, a cumulative total of $110.0 million was contributed by related parties in prior periods. A third-party provider has agreed to perform backup maintenance services for all funds, if necessary.

Lease Pass-Through Financing Obligation

During 2015, a wholly owned subsidiary of the Company entered into a lease pass-through fund arrangement under which the Company contributed solar energy systems and the investor contributed cash. The net carrying value of the related solar energy systems was $45.2 million and $55.8 million as of March 31, 2019 and December 31, 2018.

The Company accounts for the residual of the large upfront payments, net of amounts allocated to the ITCs, and subsequent periodic payments received from the fund investor as a borrowing by recording the proceeds received as a lease pass-through financing obligation, which will be repaid through customer payments that will be received by the investor. Under this approach, the Company continues to account for the arrangement with the customers in its condensed consolidated financial statements, whether the cash generated from the customer arrangements is received by the Company’s wholly owned subsidiary or paid directly to the fund investor. A portion of the amounts received by the fund investor from customer payments is applied to reduce the lease pass-through financing obligation, and the balance is allocated to interest expense. The customer payments are recognized into revenue based on cash receipts during the period as required by GAAP. Interest is calculated on the lease pass-through financing obligation using the effective interest rate method. The effective interest rate is the interest rate that equates the present value of the cash amounts to be received by a fund investor over the master lease term with the present value of the cash amounts paid by the investor to the Company, adjusted for any payments made by the Company. Any additional master lease prepayments by the investor would be recorded as an additional lease pass-through financing obligation, while any refunds of master lease prepayments would reduce the lease pass-through financing obligation.

The lease pass-through financing obligation is nonrecourse. As of March 31, 2019 and December 31, 2018, the Company had recorded financing liabilities of $5.3 million for each period related to this fund arrangement, which represents the lease pass-through financing obligation recorded in other liabilities.

Guarantees

With respect to the investment funds, the Company and the fund investors have entered into guaranty agreements under which the Company guarantees the performance of certain financial obligations of its subsidiaries to the investment funds. These guarantees do not result in the Company being required to make payments to the fund investors unless such payments are mandated by the investment fund governing documents and the investment fund fails to make such payment. Each of the Company’s investment funds and financing subsidiaries maintains separate books and records from each other and from the Company. The assets of each investment fund are not available to satisfy the debts or obligations of any other investment fund, subsidiary or the Company.

The Company is contractually obligated to make certain VIE investors whole for losses that the investors may suffer in certain limited circumstances resulting from the disallowance or recapture of ITCs. The Company has concluded that the likelihood of a significant recapture event is remote and consequently has not recorded any liability in the condensed consolidated financial statements for any potential recapture exposure. The maximum potential future payments that the Company could have to make under this obligation would depend on the Internal Revenue Service (“IRS”) successfully asserting upon audit that the fair market values of the solar energy systems sold or transferred to the funds as determined by the Company exceeded the allowable basis for the systems for purposes of claiming ITCs. The fair market values of the solar energy systems and related ITCs are determined and the ITCs are allocated to the fund investors in accordance with the funds’ governing agreements. Due to uncertainties associated with estimating the timing and amounts of distributions, the likelihood of an event that may trigger repayment, forfeiture or recapture of ITCs to such investors, and the fact that the Company cannot determine how the IRS will evaluate system values used in claiming ITCs, the Company cannot determine the potential maximum future payments that are required under these guarantees. As of March 31, 2019, the Company has not made any payments under these guarantees. However, several recent investment funds, the 2018-1 Notes and the 2018-2 Notes have required the Company to prepay insurance premiums to cover the risk of ITC recapture. The Company amortizes this prepaid insurance expense over the ITC recapture period. The Company had prepaid insurance balances of $7.9 million and $8.3 million as of March 31, 2019 and December 31, 2018.

From time to time, the Company incurs fees for non-performance, which non-performance may include, but is not limited to, delays in the installation process and interconnection to the power grid of solar energy systems and other factors. Based on the terms of the investment fund agreements, the Company will either reimburse a portion of the fund investor’s capital or pay the fund investor a non-performance fee. No distributions were paid to reimburse fund investors during the three months ended March 31, 2019. As of March 31, 2019, no accrual for additional distributions was required.

As a result of the guaranty arrangements in certain funds, the Company was required to hold a minimum cash balance of $10.0 million as of March 31, 2019 and December 31, 2018, which is classified as restricted cash and cash equivalents.

v3.19.1
Redeemable Non-Controlling Interests and Equity
3 Months Ended
Mar. 31, 2019
Equity [Abstract]  
Redeemable Non-Controlling Interests and Equity

15.

Redeemable Non-Controlling Interests and Equity

Common Stock

The Company had shares of common stock reserved for issuance as follows (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Shares available for grant under equity incentive plans

 

15,346

 

 

 

13,323

 

Restricted stock units issued and outstanding

 

6,809

 

 

 

6,172

 

Stock options issued and outstanding

 

5,041

 

 

 

3,394

 

Long-term incentive plan

 

2,706

 

 

 

2,706

 

Total

 

29,902

 

 

 

25,595

 

Redeemable Non-Controlling Interests and Non-Controlling Interests

Seven of the investment funds include a right for the non-controlling interest holder to require the Company’s wholly owned subsidiary to purchase all of its membership interests in the fund (each, a “Put Option”). The purchase price for the fund investor’s interest in the seven investment funds under the Put Options is the greater of fair market value at the time the option is exercised and a specified amount, ranging from $2.1 million to $4.1 million. The Put Options for these seven investment funds are exercisable beginning on the date that specified conditions are met for each respective fund. The first of the Put Options are expected to become exercisable beginning in the second quarter of 2021.

Because the Put Options represent redemption features that are not solely within the control of the Company, the non-controlling interests in these investment funds are presented outside of permanent equity. Redeemable non-controlling interests are recorded using the greater of their carrying value at each reporting date (which is impacted by attribution under the hypothetical liquidation at book value (“HLBV”) method) or their estimated redemption value in each reporting period.

In all investment funds except one, the Company’s wholly owned subsidiary has the right to require the non-controlling interest holder to sell all of its membership units to the Company’s wholly owned subsidiary (each, a “Call Option”). The purchase price for the fund investors’ interests under the Call Options varies by fund, but is generally the greater of a specified amount, which ranges from approximately $1.2 million to $7.0 million, the fair market value of such interest at the time the option is exercised, or an amount that causes the fund investor to achieve a specified return on investment. The Call Options are exercisable beginning on the date that specified conditions are met for each respective fund. The first of the Call Options are expected to become exercisable beginning in the third quarter of 2020.

v3.19.1
Equity Compensation Plans
3 Months Ended
Mar. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity Compensation Plans

16.

Equity Compensation Plans

Equity Incentive Plans

2014 Equity Incentive Plan

The Company currently grants equity awards through its 2014 Equity Incentive Plan (the “2014 Plan”). Under the 2014 Plan, the Company may grant stock options, restricted stock, restricted stock units (“RSUs”), stock appreciation rights, performance stock units, performance shares and performance awards to its employees, directors and consultants, and its parent and subsidiary corporations’ employees and consultants.

As of March 31, 2019, a total of 15.3 million shares of common stock were available to grant under the 2014 Plan, subject to adjustment in the case of certain events. The number of shares available to grant under the 2014 Plan is subject to an annual increase on the first day of each year. In accordance with the annual increase, an additional 4.8 million shares became available to grant in January 2019 under the 2014 Plan.

Stock Options

Stock Option Activity

Stock option activity for the three months ended March 31, 2019 was as follows (in thousands, except term and per share amounts):

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

Average

 

 

 

 

 

 

Shares

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

Underlying

 

 

Exercise

 

 

Contractual

 

 

Intrinsic

 

 

Options

 

 

Price

 

 

Term (in years)

 

 

Value

 

Outstanding—December 31, 2018

 

3,394

 

 

$

2.77

 

 

 

 

 

 

$

4,689

 

Granted

 

1,657

 

 

 

4.64

 

 

 

 

 

 

 

 

 

Exercised

 

(10

)

 

 

3.69

 

 

 

 

 

 

 

 

 

Cancelled

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding—March 31, 2019

 

5,041

 

 

$

3.38

 

 

 

7.9

 

 

$

8,889

 

Options vested and exercisable—March 31, 2019

 

1,815

 

 

$

2.42

 

 

 

6.0

 

 

$

5,226

 

RSUs

RSU activity for the three months ended March 31, 2019 was as follows (awards in thousands):

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Awards

 

 

Fair Value

 

Outstanding at December 31, 2018

 

6,172

 

 

$

3.84

 

Granted

 

1,206

 

 

 

4.62

 

Vested

 

(487

)

 

 

3.85

 

Forfeited

 

(82

)

 

 

3.72

 

Outstanding at March 31, 2019

 

6,809

 

 

$

3.98

 

Stock-Based Compensation Expense

Stock-based compensation was included in operating expenses as follows (in thousands):

 

Three Months Ended

 

 

March 31,

 

 

2019

 

 

2018

 

Cost of revenue

$

332

 

 

$

274

 

Sales and marketing

 

735

 

 

 

831

 

General and administrative

 

2,584

 

 

 

1,820

 

Research and development

 

28

 

 

 

44

 

Total stock-based compensation

$

3,679

 

 

$

2,969

 

Unrecognized stock-based compensation expense for RSUs and stock options as of March 31, 2019 was as follows (in thousands, except years):

 

Unrecognized

 

 

Weighted-

 

 

Stock-Based

 

 

Average Period

 

 

Compensation

 

 

of Recognition

 

 

Expense

 

 

(in years)

 

RSUs

$

17,646

 

 

 

1.8

 

Stock options

 

6,162

 

 

 

2.3

 

Total unrecognized stock-based compensation expense

$

23,808

 

 

 

 

 

 

v3.19.1
Income Taxes
3 Months Ended
Mar. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes

17.

Income Taxes

The income tax expense for the three months ended March 31, 2019 and 2018 was calculated on a discrete basis resulting in a consolidated quarterly effective income tax rate of (44.5)% and (43.6)%. The variations between the consolidated effective income tax rate and the U.S. federal statutory rate for the three months ended March 31, 2019 and 2018 were primarily attributable to the tax gains recognized on the sale of solar energy systems to investment funds and non-controlling interests and redeemable non-controlling interests.

The Company sells solar energy systems to its investment funds for income tax purposes. As the investment funds are consolidated by the Company, the gain on the sale of the solar energy systems is eliminated in the condensed consolidated financial statements. However, this gain is recognized for tax reporting purposes. The Company accounts for the income tax consequences of these intra-entity transfers as a component of income tax expense during the period in which the transfers occur.

v3.19.1
Related Party Transactions
3 Months Ended
Mar. 31, 2019
Related Party Transactions [Abstract]  
Related Party Transactions

18.

Related Party Transactions

The Company’s condensed consolidated statements of operations included related party transactions of $0.8 million and $0.7 million within sales and marketing for the three months ended March 31, 2019 and 2018.

Vivint Services

The Company has negotiated and entered into a number of agreements with its sister company, Vivint, Inc. (“Vivint”). In August 2017, the Company entered into a sales dealer agreement with Vivint, pursuant to which each company will act as a non-exclusive dealer for the other party to market, promote and sell each other’s products. The agreement has an initial term of two years and replaces substantially all of the activities being undertaken under the parties’ former marketing and customer relations agreement. The Company and Vivint also agreed to extend the term of the non-solicitation provisions under an existing non-competition agreement to match the term of the sales dealer agreement.

The Company incurred fees under agreements with Vivint of $2.4 million and $1.0 million for the three months ended March 31, 2019 and 2018. These amounts reflect the level of services provided by Vivint on behalf of the Company.

Payables to Vivint recorded in accounts payable were $0.1 million and $0.2 million as of March 31, 2019 and December 31, 2018. These payables include amounts due to Vivint related primarily to the sales dealer agreement.

Advances ReceivableRelated Party

Net amounts due from direct-sales personnel were $4.0 million and $5.2 million as of March 31, 2019 and December 31, 2018. The Company provided a reserve of $1.0 million and $0.9 million as of March 31, 2019 and December 31, 2018 related to advances to direct-sales personnel who have terminated their employment agreement with the Company.

Investment Funds

Fund investors for three of the investment funds are indirectly managed by the Sponsor and accordingly are considered related parties. The Company accrued equity distributions to these entities of $1.1 million and $1.5 million as of March 31, 2019 and December 31, 2018, included in distributions payable to non-controlling and redeemable non-controlling interests. See Note 14—Investment Funds.

v3.19.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2019
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

19.

Commitments and Contingencies

Non-Cancellable Operating Leases

See Note 12—Leases for details regarding the Company’s lease arrangements.

Letters of Credit

As of March 31, 2019, the Company had established letters of credit under the Working Capital Facility for up to $13.9 million related to insurance contracts. See Note 11—Debt Obligations.

Indemnification Obligations

From time to time, the Company enters into contracts that contingently require it to indemnify parties against claims. These contracts primarily relate to provisions in the Company’s services agreements with related parties that may require the Company to indemnify the related parties against services rendered; and certain agreements with the Company’s officers and directors under which the Company may be required to indemnify such persons for liabilities. In addition, under the terms of the agreements related to the Company’s investment funds and other material contracts, the Company may also be required to indemnify fund investors and other third parties for liabilities. For further information see Note 14—Investment Funds.

Residual Commission Payments

The Company pays a portion of sales commissions to its sales representatives on a deferred basis. The amount deferred is based on the value of the system sold by the sales representative and payment is based on the sales representative remaining employed by the Company. As this amount is earned over time, it is not considered an incremental cost of obtaining the contract due to the requirement that the sales representative remain in the Company’s service. As a result, the amount that is earned over time is expensed by the Company over the deferment period. As of March 31, 2019, the total estimated obligation that is currently not recorded in the Company’s condensed consolidated financial statements, but that will be earned and expensed over the deferment period was $16.2 million.

Legal Proceedings

In March 2016, the Company filed suit in the Court of Chancery State of Delaware against SunEdison and SEV Merger Sub Inc. alleging that SunEdison willfully breached its obligations under the Merger Agreement pursuant to which the Company was to be acquired and breached its implied covenant of good faith and fair dealing. In April 2016, SunEdison filed for Chapter 11 bankruptcy, which stayed prosecution of the Company’s litigation in the Delaware court. In September 2016, the Company submitted a proof of claim in the bankruptcy case for an unsecured claim in the initial amount of $1.0 billion, which was subject to dispute, for damages for breach of the Merger Agreement. In April 2018, the Company reached a settlement with the litigation trustee in the bankruptcy case under which the Company’s claim will be allowed in the amount of $590.0 million. This settlement resolves both the lawsuit in the Delaware Chancery Court and the dispute about the amount of the Company’s unsecured creditor claim in the bankruptcy. In April 2018, the Company received an initial distribution of $2.1 million and expects to receive further distributions as assets are distributed to unsecured creditors under the court-approved plan of reorganization in the SunEdison bankruptcy case. While the exact amount to be distributed for this claim is unknown at this time, the payout is expected to be a small fraction of the $590.0 million claim.

In February 2018, two former employees, on behalf of themselves and a purported class, named the Company in a putative class action alleging that the Company misclassified those employees and violated other wage and hour laws. The complaint seeks unspecified damages and statutory penalties for the alleged violations. The Company disputes the allegations and has retained counsel to defend it in the litigation. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period or periods in which any such outcome becomes probable and estimable.

In March 2018, the New Mexico Attorney General’s office filed an action against the Company and several of its officers alleging violation of state consumer protection statutes and other claims. The Company disputes the allegations in the lawsuit and intends to defend itself in the action. The Company is unable to estimate a range of loss, if any, were there to be an adverse final decision. If an unfavorable outcome were to occur in this case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable.

In July 2018, an individual filed a putative class action lawsuit in the U.S. District Court for the District of Columbia, purportedly on behalf of himself and other persons who received certain telephone calls. The lawsuit alleges that the Company violated the Telephone Consumer Protection Act and some of its implementing regulations. The complaint seeks statutory penalties for each alleged violation. The Company disputes the allegations in the complaint, has retained counsel and intends to vigorously defend itself in the litigation. The Company is unable to estimate the amount or range of potential loss, if any, at this time.

In October 2018, a former employee filed a representative action pursuant to California’s Private Attorneys General Act alleging that the Company violated California labor and employment laws by, among other things, failing to provide its employees with rest and meal breaks. The Company disputes the allegations in the complaint and has retained counsel to represent it in the litigation. The Company is unable to estimate a range of loss, if any, at this time. If an unfavorable outcome were to occur in the case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable.

In October 2018, a former sales representative filed a representative action pursuant to California’s Private Attorneys General Act alleging that the Company violated California labor and employment laws by, among other things, failing to properly compensate its direct sellers and reimburse them for business expenses. The Company disputes the allegations in the complaint. The Company is unable to estimate a range of loss, if any, at this time. If an unfavorable outcome were to occur in the case, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable.

In addition to the matters discussed above, in the normal course of business, the Company has from time to time been named as a party to various legal claims, actions and complaints. While the outcome of these matters cannot be predicted with certainty, the Company does not currently believe that the outcome of any of these claims will have a material adverse effect, individually or in the aggregate, on its consolidated financial position, results of operations or cash flows.

The Company accrues for losses that are probable and can be reasonably estimated. The Company evaluates the adequacy of its legal reserves based on its assessment of many factors, including interpretations of the law and assumptions about the future outcome of each case based on available information.

v3.19.1
Basic and Diluted Net Loss Per Share
3 Months Ended
Mar. 31, 2019
Earnings Per Share [Abstract]  
Basic and Diluted Net Loss Per Share

20.

Basic and Diluted Net Loss Per Share

The following table sets forth the computation of the Company’s basic and diluted net loss attributable per share to common stockholders for three months ended March 31, 2019 and 2018 (in thousands, except per share amounts):  

 

 

Three Months Ended

 

 

March 31,

 

 

2019

 

 

2018

 

Numerator:

 

 

 

 

 

 

 

Net loss attributable to common stockholders

$

(26,242

)

 

$

(12,976

)

Denominator:

 

 

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, basic

 

120,307

 

 

 

115,155

 

Weighted-average effect of potentially dilutive shares to

   purchase common stock

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, diluted

 

120,307

 

 

 

115,155

 

Net loss per share attributable to common stockholders:

 

 

 

 

 

 

 

Basic and diluted

$

(0.22

)

 

$

(0.11

)

 

For the three months ended March 31, 2019 and 2018, the Company incurred net losses attributable to common stockholders. As such, the potentially dilutive shares were anti-dilutive and were not considered in the weighted-average number of common shares outstanding for either period.

v3.19.1
Summary of Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2019
Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s annual report on Form 10-K dated as of March 5, 2019. The unaudited condensed consolidated financial statements were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which were considered of normal recurring nature) considered necessary to present fairly the Company’s financial results. The results of the three months ended March 31, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2019 or for any other interim period or other future year.

The unaudited condensed consolidated financial statements reflect the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities (“VIEs”). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. All of these determinations involve significant management judgments and estimates. The Company has determined that it is the primary beneficiary in the operational VIEs in which it has an equity interest. The Company evaluates its relationships with the VIEs on an ongoing basis to ensure that it continues to be the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. For additional information, see Note 14—Investment Funds.

The condensed consolidated statements of operations items formerly captioned “Operating leases and incentives” and “Cost of revenue—operating leases and incentives” will now be captioned “Customer agreements and incentives” and “Cost of revenue—customer agreements and incentives” beginning in the current period. The condensed consolidated balance sheet items formerly captioned “Current portion of capital lease obligation” and “Capital lease obligation, net of current portion” will now be captioned “Current portion of finance lease obligation” and “Finance lease obligation, net of current portion” beginning in the current period. Amounts in these balance sheet items were capital leases under ASC 840 in periods ending prior to January 1, 2019, while amounts in these balance sheet items are finance leases under ASC 842 in periods ending subsequent to January 1, 2019. See “—Leases” below for further explanation of these changes.

Use of Estimates

Use of Estimates

The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions including, but not limited to, ITCs; revenue recognition; solar energy systems, net; the impairment analysis of long-lived assets; stock-based compensation; the provision for income taxes; the valuation of derivative financial instruments; the recognition and measurement of loss contingencies; and non-controlling interests and redeemable non-controlling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates.

Liquidity

Liquidity

In order to grow, the Company requires cash to finance the deployment of solar energy systems. As of the date of this filing, the Company will require additional sources of cash beyond current cash balances, and currently available financing facilities to fund long-term planned growth. If the Company is unable to secure additional financing when needed, or upon desirable terms, the Company may be unable to finance installation of customers’ systems in a manner consistent with past performance, cost of capital could increase, or the Company may be required to significantly reduce the scope of operations, any of which would have a material adverse effect on its business, financial condition, results of operations and prospects. While the Company believes additional financing is available and will continue to be available to support current levels of operations, the Company believes it has the ability and intent to reduce operations to the level of available financial resources for at least the next 12 months from the date of this report, if necessary.

Performance Obligation—Solar Energy System and Product Sales

Performance Obligation—Solar Energy system and Product Sales

For certain System Sales, the company provides limited post-sale services to monitor the productivity of the solar energy system for 20 years after it has been placed into service. The Company allocates a portion of the transaction price to the monitoring services by estimating the fair market price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of March 31, 2019 and December 31, 2018, the Company had allocated deferred revenue of $3.7 million and $3.3 million to monitoring services that will be recognized over the term of the monitoring services.

Leases

Leases

The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (“Topic 842”) and its subsequent updates effective January 1, 2019. These updates are intended to increase transparency and comparability among organizations by recognizing right-of-use assets and lease liabilities on the condensed consolidated balance sheets and disclosing key information about leasing arrangements. The Company utilized the additional transition method permitted by ASU 2018-11 and adopted Topic 842 using a modified retrospective method with a cumulative-effect adjustment to its accumulated deficit as of January 1, 2019. As such, comparative periods ending prior to January 1, 2019 are presented in accordance with ASC 840 and periods ending after January 1, 2019 are presented in accordance with Topic 842. The impact to the accumulated deficit as a result of adopting ASU 2016-02 was a net reduction of approximately $0.2 million. The Company did not use the transitionary practical expedients allowed under Topic 842, and as such, the Company reassessed all contracts existing at the adoption date of January 1, 2019. The Company elected to treat leases with lease terms of 12 months or less as short-term leases. No right-of-use assets or lease liabilities are recognized for short-term leases. The Company has also elected not to separate lease components from non-lease components for all classes of leased assets except for building leases.

The adoption of this ASU resulted in right-of-use assets of $34.6 million related to operating leases being recognized in other non-current assets, net on the condensed consolidated balance sheets as of January 1, 2019. Corresponding lease liabilities of $43.8 million related to operating leases were recognized on the condensed consolidated balance sheets as of January 1, 2019, with the current portion recognized in accrued and other current liabilities and the long-term portion recognized in other non-current liabilities. In addition, at January 1, 2019, approximately $1.0 million of lease-related liabilities were removed from accrued and other current liabilities and approximately $8.2 million of lease-related liabilities were removed from other non-current liabilities and included as reductions to the initial operating lease right-of-use assets. As of January 1, 2019, finance lease right-of-use assets of $0.9 million continued to be recorded in property and equipment, net. Any changes in lease terms or estimates subsequent to adoption of the ASU 2016-02 are reflected in the right-of-use assets and lease liabilities.

The Company’s PPAs, Solar Leases, and associated rebates and incentives no longer meet the definition of a lease under Topic 842. Accordingly, they are accounted for in accordance with ASC 606 beginning on January 1, 2019. The Company concluded that there was no change to its revenue recognition practices for its PPA revenue stream under ASC 606. For Solar Leases, the Company concluded that the impact of applying ASC 606 is immaterial. The Company also concluded that there was no material change related to the timing of revenue recognition for rebates and incentives under ASC 606. Upon the adoption of Topic 842, the Company no longer capitalizes initial direct costs and amortizes them to the respective cost of revenue line items. Instead, the Company now capitalizes costs of obtaining a contract which meet the “incremental” criteria defined in ASC 340 to other non-current assets, net. These costs are now amortized over the period of benefit to sales and marketing expense on the condensed consolidated statements of operations.

For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three months ended March 31, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands):

 

December 31, 2018

 

 

March 31, 2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Solar energy systems, net

$

1,938,874

 

 

$

(388,087

)

 

$

1,550,787

 

 

$

1,590,888

 

Other non-current assets, net

 

28,090

 

 

 

388,087

 

 

 

416,177

 

 

 

478,013

 

 

 

Three Months Ended March 31,

 

 

2018

 

 

2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Cost of revenue—customer agreements and incentives

$

38,687

 

 

$

(4,080

)

 

$

34,607

 

 

$

40,191

 

Cost of revenue—solar energy system and product sales

 

26,045

 

 

 

(5,857

)

 

 

20,188

 

 

 

17,263

 

Total cost of revenue

 

64,732

 

 

 

(9,937

)

 

 

54,795

 

 

 

57,454

 

Gross profit

 

3,518

 

 

 

9,937

 

 

 

13,455

 

 

 

11,917

 

Sales and marketing

 

11,125

 

 

 

9,937

 

 

 

21,062

 

 

 

29,634

 

Total operating expenses

 

31,598

 

 

 

9,937

 

 

 

41,535

 

 

 

53,152

 

 

Software Implementation Costs

Software Implementation Costs

The Company adopted ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, effective January 1, 2019. This update clarifies that entities should capitalize implementation costs incurred in cloud computing arrangements that are service contracts, which the Company will now record within other non-current assets, net. Entities expense the capitalized costs over the term of the hosting arrangement. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The Company is applying the amendments in this update on a prospective basis. No prior periods were impacted as a result of adopting this ASU.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The objective of this update is to provide users of financial statements with more useful information by changing the incurred loss methodology for recognizing credit losses to a more forward-looking methodology that reflects expected credit losses. Under this ASU, the Company’s accounts receivable are considered financial assets measured at an amortized cost basis and will need to be presented at the net amount expected to be collected. This ASU will be effective for the Company beginning on January 1, 2020 and will be applied through a modified retrospective approach with a cumulative-effect adjustment to retained earnings as of the first reporting period in which the guidance is effective.

v3.19.1
Summary of Significant Accounting Policies (Tables)
3 Months Ended
Mar. 31, 2019
Accounting Policies [Abstract]  
Summary of Comparison on Effects of Adopting Topic 842

For purposes of comparison, the following tables show how the balances as of December 31, 2018 and for the three months ended March 31, 2018 would have changed if the effects of adopting Topic 842 had been applied to those balances (in thousands):

 

December 31, 2018

 

 

March 31, 2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Solar energy systems, net

$

1,938,874

 

 

$

(388,087

)

 

$

1,550,787

 

 

$

1,590,888

 

Other non-current assets, net

 

28,090

 

 

 

388,087

 

 

 

416,177

 

 

 

478,013

 

 

 

Three Months Ended March 31,

 

 

2018

 

 

2019

 

 

As Reported

 

 

Adjustments

 

 

As Adjusted

 

 

As Reported

 

Cost of revenue—customer agreements and incentives

$

38,687

 

 

$

(4,080

)

 

$

34,607

 

 

$

40,191

 

Cost of revenue—solar energy system and product sales

 

26,045

 

 

 

(5,857

)

 

 

20,188

 

 

 

17,263

 

Total cost of revenue

 

64,732

 

 

 

(9,937

)

 

 

54,795

 

 

 

57,454

 

Gross profit

 

3,518

 

 

 

9,937

 

 

 

13,455

 

 

 

11,917

 

Sales and marketing

 

11,125

 

 

 

9,937

 

 

 

21,062

 

 

 

29,634

 

Total operating expenses

 

31,598

 

 

 

9,937

 

 

 

41,535

 

 

 

53,152

 

v3.19.1
Fair Value Measurements (Tables)
3 Months Ended
Mar. 31, 2019
Fair Value Disclosures [Abstract]  
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis

The Company measures and reports its cash equivalents at fair value. The following tables set forth the fair value of the Company’s financial assets and liabilities included on the condensed consolidated balance sheets measured on a recurring basis by level within the fair value hierarchy (in thousands):

 

 

March 31, 2019

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

13

 

 

$

 

 

$

13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

18,751

 

 

$

 

 

$

18,751

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2018

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

130

 

 

$

 

 

$

130

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

11,146

 

 

$

 

 

$

11,146

 

 

Schedule of Carrying Values and Fair Values of Company's Long-term Debt

The carrying values and fair values of the Company’s long-term debt were as follows (in thousands):

 

March 31, 2019

 

 

December 31, 2018

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

Floating-rate long-term debt

$

645,263

 

 

$

645,263

 

 

$

587,358

 

 

$

587,358

 

Fixed-rate long-term debt

 

650,888

 

 

 

685,471

 

 

 

653,031

 

 

 

673,917

 

Total

$

1,296,151

 

 

$

1,330,734

 

 

$

1,240,389

 

 

$

1,261,275

 

v3.19.1
Inventories (Tables)
3 Months Ended
Mar. 31, 2019
Inventory Disclosure [Abstract]  
Summary of Inventories

Inventories consisted of the following (in thousands):

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Solar energy systems held for sale

$

10,565

 

 

$

12,321

 

Photovoltaic installation products

 

967

 

 

 

936

 

Total inventories

$

11,532

 

 

$

13,257

 

v3.19.1
Solar Energy Systems (Tables)
3 Months Ended
Mar. 31, 2019
Solar Energy Systems Disclosure [Abstract]  
Solar Energy Systems

Solar energy systems, net consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

System equipment costs

$

1,718,400

 

 

$

1,667,440

 

Initial direct costs related to solar energy systems

 

 

 

 

435,084

 

 

 

1,718,400

 

 

 

2,102,524

 

Less: Accumulated depreciation

 

(162,004

)

 

 

(195,890

)

 

 

1,556,396

 

 

 

1,906,634

 

Solar energy system inventory

 

34,492

 

 

 

32,240

 

Solar energy systems, net

$

1,590,888

 

 

$

1,938,874

 

v3.19.1
Property and Equipment (Tables)
3 Months Ended
Mar. 31, 2019
Property Plant And Equipment [Abstract]  
Summary of Property and Equipment Net

Property and equipment, net consisted of the following (in thousands):

 

 

 

Estimated

 

March 31,

 

 

December 31,

 

 

 

Useful Lives

 

2019

 

 

2018

 

Leasehold improvements

 

1-12 years

 

$

10,576

 

 

$

10,560

 

Furniture and computer and other equipment

 

3 years

 

 

4,030

 

 

 

3,816

 

Vehicles acquired under finance leases

 

3-5 years

 

 

1,975

 

 

 

6,907

 

 

 

 

 

 

16,581

 

 

 

21,283

 

Less: Accumulated depreciation and amortization

 

 

 

 

(6,401

)

 

 

(10,553

)

Property and equipment, net

 

 

 

$

10,180

 

 

$

10,730

 

 

v3.19.1
Other Non-Current Assets (Tables)
3 Months Ended
Mar. 31, 2019
Other Assets Noncurrent Disclosure [Abstract]  
Schedule of Other Non-Current Assets

Other non-current assets consisted of the following (in thousands):

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Costs to obtain contracts

$

462,495

 

 

$

 

Accumulated amortization of costs to obtain contracts

 

(50,928

)

 

 

 

Operating lease right-of-use assets

 

39,697

 

 

 

 

Sales incentives

 

9,292

 

 

 

8,588

 

Other non-current assets

 

17,457

 

 

 

19,502

 

Total other non-current assets

$

478,013

 

 

$

28,090

 

v3.19.1
Intangible Assets (Tables)
3 Months Ended
Mar. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]  
Summary of Net Intangible Assets Included in Other Non Current assets , Net

Net intangible assets are included in other non-current assets, net and consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Cost:

 

 

 

 

 

 

 

Internal-use software

$

520

 

 

$

1,020

 

Developed technology

 

522

 

 

 

522

 

Trademarks/trade names

 

201

 

 

 

201

 

Total carrying value

 

1,243

 

 

 

1,743

 

Accumulated amortization:

 

 

 

 

 

 

 

Internal-use software

 

(338

)

 

 

(781

)

Developed technology

 

(343

)

 

 

(324

)

Trademarks/trade names

 

(105

)

 

 

(99

)

Total accumulated amortization

 

(786

)

 

 

(1,204

)

Total intangible assets, net

$

457

 

 

$

539

 

v3.19.1
Accrued Compensation (Tables)
3 Months Ended
Mar. 31, 2019
Accrued Compensation Disclosure [Abstract]  
Summary of Accrued Compensation

Accrued compensation consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Accrued payroll

$

12,467

 

 

$

16,352

 

Accrued commissions

 

8,654

 

 

 

9,168

 

Total accrued compensation

$

21,121

 

 

$

25,520

 

v3.19.1
Accrued and Other Current Liabilities (Tables)
3 Months Ended
Mar. 31, 2019
Payables And Accruals [Abstract]  
Schedule of Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Accrued unused commitment fees and interest

$

15,354

 

 

$

14,102

 

Current portion of operating lease liabilities

 

6,992

 

 

 

 

Accrued professional fees

 

6,402

 

 

 

6,150

 

Current portion of lease pass-through financing obligation

 

5,061

 

 

 

5,038

 

Accrued workers' compensation

 

4,459

 

 

 

4,033

 

Accrued inventory

 

3,869

 

 

 

4,380

 

Workmanship accrual

 

2,648

 

 

 

2,630

 

Sales, use and property taxes payable

 

2,618

 

 

 

3,132

 

Other accrued expenses

 

2,255

 

 

 

3,395

 

Total accrued and other current liabilities

$

49,658

 

 

$

42,860

 

 

v3.19.1
Debt Obligations (Tables)
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Schedule of Debt

Debt obligations consisted of the following as of March 31, 2019 (in thousands, except interest rates):

 

Principal

 

 

Unamortized Debt

 

 

 

 

 

 

 

 

 

 

Unused

 

 

 

 

 

 

 

 

Borrowings

 

 

Issuance Costs

 

 

Net Carrying Value

 

 

Borrowing

 

 

Interest

 

 

Maturity

 

Outstanding

 

 

Current

 

 

Long-term

 

 

Current

 

 

Long-term

 

 

Capacity

 

 

Rate

 

 

Date

Solar asset backed notes, Series 2018-1(1)

$

462,826

 

 

$

(73

)

 

$

(8,988

)

 

$

3,657

 

 

$

450,108

 

 

$

 

 

 

5.1

%

 

October 2028

Solar asset backed notes, Series 2018-2(2)(3)

 

339,382

 

 

 

(6

)

 

 

(7,085

)

 

 

294

 

 

 

331,997

 

 

 

 

 

 

5.5

 

 

August 2023

2017 Term loan facility

 

186,784

 

 

 

(168

)

 

 

(4,524

)

 

 

6,679

 

 

 

175,413

 

 

 

 

 

 

6.0

 

 

January 2035

Forward flow loan facility

 

99,780

 

 

 

(42

)

 

 

(3,311

)

 

 

1,206

 

 

 

95,221

 

 

 

30,220

 

 

 

4.9

 

 

(4)

Credit agreement

 

1,279

 

 

 

(2

)

 

 

(112

)

 

 

16

 

 

 

1,149

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aggregation facility

 

70,000

 

 

 

 

 

 

 

 

 

 

 

 

70,000

 

 

 

305,000

 

 

 

5.7

 

 

September 2020

Working capital facility(6)

 

136,100

 

 

 

 

 

 

 

 

 

136,100

 

 

 

 

 

 

 

 

 

5.7

 

 

March 2020

Total debt

$

1,296,151

 

 

$

(291

)

 

$

(24,020

)

 

$

147,952

 

 

$

1,123,888

 

 

$

335,220

 

 

 

 

 

 

 

Debt obligations consisted of the following as of December 31, 2018 (in thousands, except interest rates):

 

Principal

 

 

Unamortized Debt

 

 

 

 

 

 

 

 

 

 

Unused

 

 

 

 

 

 

 

 

Borrowings

 

 

Issuance Costs

 

 

Net Carrying Value

 

 

Borrowing

 

 

Interest

 

 

Maturity

 

Outstanding

 

 

Current

 

 

Long-term

 

 

Current

 

 

Long-term

 

 

Capacity

 

 

Rate

 

 

Date

Solar asset backed notes, Series 2018-1(1)

$

462,826

 

 

$

(74

)

 

$

(9,172

)

 

$

3,655

 

 

$

449,925

 

 

$

 

 

 

5.1

%

 

October 2028

Solar asset backed notes, Series 2018-2(2)(3)

 

342,833

 

 

 

(6

)

 

 

(7,388

)

 

 

294

 

 

 

335,145

 

 

 

 

 

 

5.4

 

 

August 2023

2017 Term loan facility

 

188,922

 

 

 

(170

)

 

 

(4,614

)

 

 

6,679

 

 

 

177,459

 

 

 

 

 

 

6.0

 

 

January 2035

Forward flow loan facility

 

58,425

 

 

 

(43

)

 

 

(3,365

)

 

 

1,512

 

 

 

53,505

 

 

 

71,575

 

 

 

5.2

 

 

(4)

Credit agreement

 

1,283

 

 

 

(2

)

 

 

(118

)

 

 

15

 

 

 

1,148

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aggregation facility

 

50,000

 

 

 

 

 

 

 

 

 

 

 

 

50,000

 

 

 

325,000

 

 

 

5.7

 

 

September 2020

Working capital facility(6)

 

136,100

 

 

 

 

 

 

 

 

 

 

 

 

136,100

 

 

 

 

 

 

5.6

 

 

March 2020

Total debt

$

1,240,389

 

 

$

(295

)

 

$

(24,657

)

 

$

12,155

 

 

$

1,203,282

 

 

$

396,575

 

 

 

 

 

 

 

 

(1)

The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%.

(2)

The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%.

(3)

The interest rate of this facility is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments.

(4)

The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019.

(5)

Revolving lines of credit are not presented net of unamortized debt issuance costs.

(6)

Facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.

v3.19.1
Leases (Tables)
3 Months Ended
Mar. 31, 2019
Lessee Disclosure [Abstract]  
Summary of Lease Costs and Other Information Lease costs and other information consisted of the following (in thousands, except terms and rates):

 

Three Months Ended

 

 

March 31, 2019

 

Lease cost

 

 

 

Finance lease cost:

 

 

 

Amortization of right-of-use assets

$

294

 

Interest on lease liabilities

 

26

 

Operating lease cost

 

2,770

 

Short-term lease cost

 

722

 

Total lease cost

$

3,812

 

 

 

 

 

Other information

 

 

 

Finance leases:

 

 

 

Operating cash outflows from finance leases

$

26

 

Financing cash outflows from finance leases

$

271

 

Right-of-use assets obtained in exchange for new finance lease liabilities

$

1,053

 

Weighted-average remaining lease term - finance leases (in years)

 

2.9

 

Weighted-average discount rate - finance leases

 

7.8

%

Operating leases:

 

 

 

Operating cash outflows from operating leases

$

2,826

 

Right-of-use assets obtained in exchange for new operating lease liabilities

$

6,910

 

Weighted-average remaining lease term - operating leases (in years)

 

9.6

 

Weighted-average discount rate - operating leases

 

8.0

%

Schedule of Future Minimum Lease Payments for Finance Leases

Future minimum lease payments for the Company’s finance leases as of March 31, 2019 were as follows (in thousands):

2019

$

727

 

2020

 

387

 

2021

 

336

 

2022

 

330

 

2023

 

52

 

Thereafter

 

 

Total minimum lease payments

 

1,832

 

Less: interest

 

189

 

Present value of finance lease obligations

 

1,643

 

Less: current portion

 

769

 

Long-term portion

$

874

 

Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases

Future minimum lease payments under non-cancellable operating leases as of March 31, 2019 were as follows (in thousands):

2019

$

8,032

 

2020

 

9,483

 

2021

 

7,281

 

2022

 

5,595

 

2023

 

4,780

 

Thereafter

 

36,680

 

Total minimum lease payments

 

71,851

 

Less: present value impact

 

23,040

 

Present value of operating lease obligations

 

48,811

 

Less: current portion

 

6,992

 

Long-term portion

$

41,819

 

v3.19.1
Derivative Financial Instruments (Tables)
3 Months Ended
Mar. 31, 2019
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Schedule of Derivative Financial Instruments at Fair Value

Derivative financial instruments at fair value consisted of the following (in thousands):

 

 

March 31, 2019

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

16,222

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

2,529

 

 

Other non-current liabilities

Interest rate swaps

 

$

13

 

 

Other non-current assets

 

 

 

December 31, 2018

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

9,884

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

1,262

 

 

Other non-current liabilities

Interest rate swaps

 

$

130

 

 

Other non-current assets

Schedule of Losses (Gains) on Derivative Financial Instruments Recognized in OCI and Condensed Consolidated Statements of Operations Before Tax Effect

The Company records derivatives at fair value. The losses (gains) on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2019

 

 

2018

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

6,660

 

 

$

(5,143

)

The losses (gains) on derivative financial instruments recognized in the condensed consolidated statements of operations, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2019

 

 

2018

 

 

 

Interest expense, net

 

 

Other expense (income), net

 

 

Interest expense, net

 

 

Other expense (income), net

 

Total amounts presented in the income statement line items

 

$

19,127

 

 

$

1,385

 

 

$

16,922

 

 

$

(2,261

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses (gains) reclassified from AOCI into income

 

$

322

 

 

$

 

 

$

(381

)

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses (gains) recognized in income

 

 

 

 

 

1,384

 

 

 

 

 

 

(2,262

)

Total losses (gains)

 

$

322

 

 

$

1,384

 

 

$

(381

)

 

$

(2,262

)

 

v3.19.1
Investment Funds (Tables)
3 Months Ended
Mar. 31, 2019
Schedule Of Investments [Abstract]  
Aggregate Carrying Value of Funds Assets and Liabilities

As of March 31, 2019 and December 31, 2018, the Company had formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. The aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

57,660

 

 

$

62,350

 

Accounts receivable, net

 

13,033

 

 

 

6,593

 

Prepaid expenses and other current assets

 

1,754

 

 

 

1,289

 

Total current assets

 

72,447

 

 

 

70,232

 

Restricted cash and cash equivalents

 

4,071

 

 

 

2,443

 

Solar energy systems, net

 

1,448,012

 

 

 

1,752,271

 

Other non-current assets, net

 

390,711

 

 

 

10,888

 

Total assets

$

1,915,241

 

 

$

1,835,834

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Distributions payable to non-controlling interests and redeemable

   non-controlling interests

$

6,591

 

 

$

7,846

 

Current portion of long-term debt

 

1,206

 

 

 

1,512

 

Current portion of deferred revenue

 

2,411

 

 

 

2,320

 

Accrued and other current liabilities

 

5,194

 

 

 

4,860

 

Total current liabilities

 

15,402

 

 

 

16,538

 

Long-term debt, net of current portion

 

95,221

 

 

 

53,505

 

Deferred revenue, net of current portion

 

10,552

 

 

 

9,694

 

Other non-current liabilities

 

993

 

 

 

1,023

 

Total liabilities

$

122,168

 

 

$

80,760

 

v3.19.1
Redeemable Non-Controlling Interests and Equity (Tables)
3 Months Ended
Mar. 31, 2019
Noncontrolling Interest [Abstract]  
Schedule of Shares of Common Stock Reserved for Issuance

The Company had shares of common stock reserved for issuance as follows (in thousands):

 

 

March 31,

 

 

December 31,

 

 

2019

 

 

2018

 

Shares available for grant under equity incentive plans

 

15,346

 

 

 

13,323

 

Restricted stock units issued and outstanding

 

6,809

 

 

 

6,172

 

Stock options issued and outstanding

 

5,041

 

 

 

3,394

 

Long-term incentive plan

 

2,706

 

 

 

2,706

 

Total

 

29,902

 

 

 

25,595

 

v3.19.1
Equity Compensation Plans (Tables)
3 Months Ended
Mar. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Summary of Stock Option Activity

Stock option activity for the three months ended March 31, 2019 was as follows (in thousands, except term and per share amounts):

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

Average

 

 

 

 

 

 

Shares

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

Underlying

 

 

Exercise

 

 

Contractual

 

 

Intrinsic

 

 

Options

 

 

Price

 

 

Term (in years)

 

 

Value

 

Outstanding—December 31, 2018

 

3,394

 

 

$

2.77

 

 

 

 

 

 

$

4,689

 

Granted

 

1,657

 

 

 

4.64

 

 

 

 

 

 

 

 

 

Exercised

 

(10

)

 

 

3.69

 

 

 

 

 

 

 

 

 

Cancelled

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding—March 31, 2019

 

5,041

 

 

$

3.38

 

 

 

7.9

 

 

$

8,889

 

Options vested and exercisable—March 31, 2019

 

1,815

 

 

$

2.42

 

 

 

6.0

 

 

$

5,226

 

RSU Activity

RSU activity for the three months ended March 31, 2019 was as follows (awards in thousands):

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Awards

 

 

Fair Value

 

Outstanding at December 31, 2018

 

6,172

 

 

$

3.84

 

Granted

 

1,206

 

 

 

4.62

 

Vested

 

(487

)

 

 

3.85

 

Forfeited

 

(82

)

 

 

3.72

 

Outstanding at March 31, 2019

 

6,809

 

 

$

3.98

 

Summary of Stock-Based Compensation Expense

Stock-based compensation was included in operating expenses as follows (in thousands):

 

Three Months Ended

 

 

March 31,

 

 

2019

 

 

2018

 

Cost of revenue

$

332

 

 

$

274

 

Sales and marketing

 

735

 

 

 

831

 

General and administrative

 

2,584

 

 

 

1,820

 

Research and development

 

28

 

 

 

44

 

Total stock-based compensation

$

3,679

 

 

$

2,969

 

Summary of Unrecognized Stock-Based Compensation Expense

Unrecognized stock-based compensation expense for RSUs and stock options as of March 31, 2019 was as follows (in thousands, except years):

 

Unrecognized

 

 

Weighted-

 

 

Stock-Based

 

 

Average Period

 

 

Compensation

 

 

of Recognition

 

 

Expense

 

 

(in years)

 

RSUs

$

17,646

 

 

 

1.8

 

Stock options

 

6,162

 

 

 

2.3

 

Total unrecognized stock-based compensation expense

$

23,808

 

 

 

 

 

v3.19.1
Basic and Diluted Net Loss Per Share (Tables)
3 Months Ended
Mar. 31, 2019
Earnings Per Share [Abstract]  
Computation of Basic and Diluted Net Loss Per Share to Common Stockholders

The following table sets forth the computation of the Company’s basic and diluted net loss attributable per share to common stockholders for three months ended March 31, 2019 and 2018 (in thousands, except per share amounts):  

 

 

Three Months Ended

 

 

March 31,

 

 

2019

 

 

2018

 

Numerator:

 

 

 

 

 

 

 

Net loss attributable to common stockholders

$

(26,242

)

 

$

(12,976

)

Denominator:

 

 

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, basic

 

120,307

 

 

 

115,155

 

Weighted-average effect of potentially dilutive shares to

   purchase common stock

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, diluted

 

120,307

 

 

 

115,155

 

Net loss per share attributable to common stockholders:

 

 

 

 

 

 

 

Basic and diluted

$

(0.22

)

 

$

(0.11

)

v3.19.1
Organization - Additional Information (Details)
3 Months Ended
Mar. 31, 2019
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Contractual term of customers 20 years
v3.19.1
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
Jan. 01, 2019
Mar. 31, 2019
Dec. 31, 2018
Summary Of Significant Accounting Policies [Line Items]      
Operating leases right-of-use assets   $ 39,697  
Operating leases lease liabilities   48,811  
Operating leases liabilities removed from current liabilities $ 1,000    
Monitoring Services      
Summary Of Significant Accounting Policies [Line Items]      
Deferred revenue   $ 3,700 $ 3,300
ASU 2016-02      
Summary Of Significant Accounting Policies [Line Items]      
Accumulated deficit 200    
Short term leases right of use asset 0    
Short term lease liability 0    
Operating leases right-of-use assets 34,600    
Operating leases lease liabilities 43,800    
Operating leases liabilities removed from non current liabilities 8,200    
Finance lease right-of-use assets $ 900    
v3.19.1
Summary of Significant Accounting Policies - Summary of Comparison on Effects of Adopting Topic 842 (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Summary Of Significant Accounting Policies [Line Items]      
Solar energy systems, net $ 1,590,888   $ 1,938,874
Other non-current assets, net 478,013   28,090
Total cost of revenue 57,454 $ 64,732  
Gross profit 11,917 3,518  
Sales and marketing 29,634 11,125  
Total operating expenses 53,152 31,598  
Customer Agreements and Incentives      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue 40,191 38,687  
Solar Energy System and Product Sales      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue $ 17,263 26,045  
ASU 2016-02      
Summary Of Significant Accounting Policies [Line Items]      
Solar energy systems, net     1,550,787
Other non-current assets, net     416,177
Total cost of revenue   54,795  
Gross profit   13,455  
Sales and marketing   21,062  
Total operating expenses   41,535  
ASU 2016-02 | Customer Agreements and Incentives      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue   34,607  
ASU 2016-02 | Solar Energy System and Product Sales      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue   20,188  
Adjustments | ASU 2016-02      
Summary Of Significant Accounting Policies [Line Items]      
Solar energy systems, net     (388,087)
Other non-current assets, net     $ 388,087
Total cost of revenue   (9,937)  
Gross profit   9,937  
Sales and marketing   9,937  
Total operating expenses   9,937  
Adjustments | ASU 2016-02 | Customer Agreements and Incentives      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue   (4,080)  
Adjustments | ASU 2016-02 | Solar Energy System and Product Sales      
Summary Of Significant Accounting Policies [Line Items]      
Total cost of revenue   $ (5,857)  
v3.19.1
Fair Value Measurements - Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - Interest Rate Swaps - Fair Value Measurements, Recurring Basis - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Financial Assets $ 13 $ 130
Financial Liabilities 18,751 11,146
Level 2    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Financial Assets 13 130
Financial Liabilities $ 18,751 $ 11,146
v3.19.1
Fair Value Measurements - Schedule of Carrying Values and Fair Values of Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value $ 1,296,151 $ 1,240,389
Long-term debt, Fair Value 1,330,734 1,261,275
Floating-rate Long-term Debt    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value 645,263 587,358
Long-term debt, Fair Value 645,263 587,358
Fixed-rate Long-term Debt    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value 650,888 653,031
Long-term debt, Fair Value $ 685,471 $ 673,917
v3.19.1
Inventories - Summary of Inventories (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Inventory Disclosure [Abstract]    
Solar energy systems held for sale $ 10,565 $ 12,321
Photovoltaic installation products 967 936
Total inventories $ 11,532 $ 13,257
v3.19.1
Solar Energy Systems (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Solar energy systems, gross $ 1,718,400 $ 2,102,524
Less: Accumulated depreciation (162,004) (195,890)
Solar energy systems, net excluding inventory 1,556,396 1,906,634
Solar energy system inventory 34,492 32,240
Solar energy systems, net 1,590,888 1,938,874
System Equipment Costs    
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Solar energy systems, gross $ 1,718,400 1,667,440
Initial Direct Costs Related to Solar Energy Systems    
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Solar energy systems, gross   $ 435,084
v3.19.1
Solar Energy Systems - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Solar Energy System Inventory    
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Depreciation $ 0  
Solar Energy Systems    
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Depreciation $ 13,100,000 $ 15,400,000
v3.19.1
Property and Equipment - Summary of Property and Equipment Net (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Property Plant And Equipment [Line Items]    
Property, gross $ 16,581 $ 21,283
Less: Accumulated depreciation and amortization (6,401) (10,553)
Property and equipment, net 10,180 10,730
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property, gross $ 10,576 10,560
Furniture and Computer and Other Equipment    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 3 years  
Property, gross $ 4,030 3,816
Vehicles Acquired Under Finance Leases    
Property Plant And Equipment [Line Items]    
Property, gross $ 1,975 $ 6,907
Minimum | Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 1 year  
Minimum | Vehicles Acquired Under Finance Leases    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 3 years  
Maximum | Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 12 years  
Maximum | Vehicles Acquired Under Finance Leases    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 5 years  
v3.19.1
Property and Equipment - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Property Plant And Equipment [Line Items]    
Depreciation and amortization expense $ 17,659 $ 16,443
Property and equipment    
Property Plant And Equipment [Line Items]    
Depreciation and amortization expense $ 100 $ 1,700
v3.19.1
Other Non-Current Assets - Schedule of Other Non-Current Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Other Assets Noncurrent [Abstract]    
Costs to obtain contracts $ 462,495  
Accumulated amortization of costs to obtain contracts (50,928)  
Operating lease right-of-use assets 39,697  
Sales incentives 9,292 $ 8,588
Other non-current assets 17,457 19,502
Total other non-current assets $ 478,013 $ 28,090
v3.19.1
Other Non-Current Assets - Additional Information (Details)
$ in Millions
3 Months Ended
Mar. 31, 2019
USD ($)
Other Assets Noncurrent [Abstract]  
Amortization of costs to obtain contracts $ 3.9
Cost to obtain contracts amortized term 20 years
v3.19.1
Intangible Assets - Summary of Net Intangible Assets Included in Other Non Current Assets, Net (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value $ 1,243 $ 1,743
Intangible assets, accumulated amortization (786) (1,204)
Total intangible assets, net 457 539
Internal-use software    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 520 1,020
Intangible assets, accumulated amortization (338) (781)
Developed Technology    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 522 522
Intangible assets, accumulated amortization (343) (324)
Trademarks/Trade Names    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 201 201
Intangible assets, accumulated amortization $ (105) $ (99)
v3.19.1
Intangible Assets - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]    
Amortization of intangible assets $ 0.1 $ 0.1
v3.19.1
Accrued Compensation - Summary of Accrued Compensation (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Accrued Compensation Disclosure [Abstract]    
Accrued payroll $ 12,467 $ 16,352
Accrued commissions 8,654 9,168
Total accrued compensation $ 21,121 $ 25,520
v3.19.1
Accrued and Other Current Liabilities - Schedule of Accrued and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Payables And Accruals [Abstract]    
Accrued unused commitment fees and interest $ 15,354 $ 14,102
Current portion of operating lease liabilities 6,992  
Accrued professional fees 6,402 6,150
Current portion of lease pass-through financing obligation 5,061 5,038
Accrued workers' compensation 4,459 4,033
Accrued inventory 3,869 4,380
Workmanship accrual 2,648 2,630
Sales, use and property taxes payable 2,618 3,132
Other accrued expenses 2,255 3,395
Total accrued and other current liabilities $ 49,658 $ 42,860
v3.19.1
Debt Obligations - Schedule of Debt Obligations (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Jun. 30, 2018
Mar. 31, 2019
Dec. 31, 2018
Debt Instrument [Line Items]      
Principal Borrowings Outstanding   $ 1,296,151 $ 1,240,389
Unamortized Debt Issuance Costs, Current   (291) (295)
Unamortized Debt Issuance Costs, Long-term   (24,020) (24,657)
Current portion of long-term debt   147,952 12,155
Long-term debt, net of current portion   1,123,888 1,203,282
Unused Borrowing Capacity   335,220 396,575
Solar Asset Backed Notes, Series 2018-1      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding [1]   462,826 462,826
Unamortized Debt Issuance Costs, Current [1]   (73) (74)
Unamortized Debt Issuance Costs, Long-term [1]   (8,988) (9,172)
Current portion of long-term debt [1]   3,657 3,655
Long-term debt, net of current portion [1]   $ 450,108 $ 449,925
Interest Rate [1]   5.10% 5.10%
Maturity Date [1]   Oct. 31, 2028 Oct. 31, 2028
2017 Term Loan Facility      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding   $ 186,784 $ 188,922
Unamortized Debt Issuance Costs, Current   (168) (170)
Unamortized Debt Issuance Costs, Long-term   (4,524) (4,614)
Current portion of long-term debt   6,679 6,679
Long-term debt, net of current portion   $ 175,413 $ 177,459
Interest Rate   6.00% 6.00%
Maturity Date   Jan. 31, 2035 Jan. 31, 2035
Solar Asset Backed Notes, Series 2018-2      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding [2],[3]   $ 339,382 $ 342,833
Unamortized Debt Issuance Costs, Current [2],[3]   (6) (6)
Unamortized Debt Issuance Costs, Long-term [2],[3]   (7,085) (7,388)
Current portion of long-term debt [2],[3]   294 294
Long-term debt, net of current portion [2],[3]   $ 331,997 $ 335,145
Interest Rate [2],[3]   5.50% 5.40%
Maturity Date Aug. 29, 2023 Aug. 31, 2023 [2],[3] Aug. 31, 2023 [2],[3]
Forward Flow Loan Facility      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding [4]   $ 99,780 $ 58,425
Unamortized Debt Issuance Costs, Current [4]   (42) (43)
Unamortized Debt Issuance Costs, Long-term [4]   (3,311) (3,365)
Current portion of long-term debt [4]   1,206 1,512
Long-term debt, net of current portion [4]   95,221 53,505
Unused Borrowing Capacity [4]   $ 30,220 $ 71,575
Interest Rate [4]   4.90% 5.20%
Credit Agreement      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding   $ 1,279 $ 1,283
Unamortized Debt Issuance Costs, Current   (2) (2)
Unamortized Debt Issuance Costs, Long-term   (112) (118)
Current portion of long-term debt   16 15
Long-term debt, net of current portion   $ 1,149 $ 1,148
Interest Rate   6.50% 6.50%
Maturity Date   Feb. 28, 2023 Feb. 28, 2023
Aggregation Facility      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding [5]   $ 70,000 $ 50,000
Long-term debt, net of current portion [5]   70,000 50,000
Unused Borrowing Capacity [5]   $ 305,000 $ 325,000
Interest Rate [5]   5.70% 5.70%
Maturity Date [5]   Sep. 30, 2020 Sep. 30, 2020
Working Capital Facility      
Debt Instrument [Line Items]      
Principal Borrowings Outstanding [5],[6]   $ 136,100 $ 136,100
Current portion of long-term debt [5],[6]   $ 136,100  
Long-term debt, net of current portion [5],[6]     $ 136,100
Interest Rate [5],[6]   5.70% 5.60%
Maturity Date [5],[6]   Mar. 31, 2020 Mar. 31, 2020
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%.
[2] The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of this facility is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019.
[5] Revolving lines of credit are not presented net of unamortized debt issuance costs.
[6] Facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.
v3.19.1
Debt Obligations - Schedule of Debt Obligations (Parenthetical) (Details) - USD ($)
1 Months Ended 3 Months Ended 12 Months Ended
Aug. 31, 2018
Jun. 30, 2018
Mar. 31, 2019
Dec. 31, 2018
Debt Instrument [Line Items]        
Principal borrowings outstanding     $ 1,296,151,000 $ 1,240,389,000
Solar Asset Backed Notes, Series 2018-1        
Debt Instrument [Line Items]        
Interest Rate [1]     5.10% 5.10%
Principal borrowings outstanding [1]     $ 462,826,000 $ 462,826,000
Maturity Date [1]     Oct. 31, 2028 Oct. 31, 2028
Solar Asset Backed Notes, Series 2018-1 | Class A Notes        
Debt Instrument [Line Items]        
Interest Rate   4.73% 4.73%  
Principal borrowings outstanding   $ 400,000,000    
Maturity Date   Oct. 30, 2028    
Solar Asset Backed Notes, Series 2018-1 | Class B Notes        
Debt Instrument [Line Items]        
Interest Rate   7.37% 7.37%  
Principal borrowings outstanding   $ 66,000,000    
Maturity Date   Oct. 30, 2028    
Solar Asset Backed Notes, Series 2018-2        
Debt Instrument [Line Items]        
Interest Rate [2],[3]     5.50% 5.40%
Principal borrowings outstanding [2],[3]     $ 339,382,000 $ 342,833,000
Maturity Date   Aug. 29, 2023 Aug. 31, 2023 [2],[3] Aug. 31, 2023 [2],[3]
Solar Asset Backed Notes, Series 2018-2 | Interest Rate Swaps        
Debt Instrument [Line Items]        
Effective interest rate of principal borrowings   5.95% 6.00%  
Principal borrowings outstanding     $ 325,200,000  
Solar Asset Backed Notes, Series 2018-2 | L I B O R Plus | Weighted Average        
Debt Instrument [Line Items]        
Debt instrument interest rate   2.95%    
Solar Asset Backed Notes, Series 2018-2 | Class A Notes        
Debt Instrument [Line Items]        
Principal borrowings outstanding   $ 296,000,000    
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | L I B O R Plus | Weighted Average        
Debt Instrument [Line Items]        
Debt instrument interest rate   2.95% 2.95%  
Solar Asset Backed Notes, Series 2018-2 | Class B Notes        
Debt Instrument [Line Items]        
Principal borrowings outstanding   $ 49,000,000    
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus        
Debt Instrument [Line Items]        
Debt instrument interest rate     4.75%  
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | Weighted Average        
Debt Instrument [Line Items]        
Debt instrument interest rate   4.75%    
Forward Flow Loan Facility        
Debt Instrument [Line Items]        
Interest Rate [4]     4.90% 5.20%
Debt instrument interest rate 1.50%      
Principal borrowings outstanding [4]     $ 99,780,000 $ 58,425,000
Debt instrument maturity period 20 years   20 years  
Forward Flow Loan Facility | Maximum        
Debt Instrument [Line Items]        
Maturity Date     Oct. 31, 2019  
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%.
[2] The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of this facility is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019.
v3.19.1
Debt Obligations - Additional Information (Details) - USD ($)
1 Months Ended 3 Months Ended 12 Months Ended
Aug. 31, 2018
Jun. 30, 2018
Mar. 31, 2019
Dec. 31, 2018
Jan. 31, 2017
Mar. 31, 2015
Sep. 30, 2014
Debt Instrument [Line Items]              
Principal Borrowings Outstanding     $ 1,296,151,000 $ 1,240,389,000      
Restricted cash and cash equivalents     75,010,000 71,305,000      
Letter of credit related to insurance contracts     13,900,000        
Minimum              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     10,000,000 10,000,000      
Solar Asset Backed Notes, Series 2018-1              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding [1]     $ 462,826,000 $ 462,826,000      
Interest Rate [1]     5.10% 5.10%      
Revolving credit facility maturity date [1]     Oct. 31, 2028 Oct. 31, 2028      
Solar Asset Backed Notes, Series 2018-1 | Required Reserves              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     $ 13,600,000        
Solar Asset Backed Notes, Series 2018-1 | Class A Notes              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding   $ 400,000,000          
Interest Rate   4.73% 4.73%        
Revolving credit facility maturity date   Oct. 30, 2028          
Solar Asset Backed Notes, Series 2018-1 | Class B Notes              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding   $ 66,000,000          
Interest Rate   7.37% 7.37%        
Revolving credit facility maturity date   Oct. 30, 2028          
Solar Asset Backed Notes, Series 2018-2              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding [2],[3]     $ 339,382,000 $ 342,833,000      
Interest Rate [2],[3]     5.50% 5.40%      
Revolving credit facility maturity date   Aug. 29, 2023 Aug. 31, 2023 [2],[3] Aug. 31, 2023 [2],[3]      
Solar Asset Backed Notes, Series 2018-2 | Interest Rate Swaps              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding     $ 325,200,000        
Effective interest rate of principal borrowings   5.95% 6.00%        
Solar Asset Backed Notes, Series 2018-2 | L I B O R Plus | Weighted Average              
Debt Instrument [Line Items]              
Debt instrument interest rate   2.95%          
Solar Asset Backed Notes, Series 2018-2 | Required Reserves              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     $ 25,100,000        
Solar Asset Backed Notes, Series 2018-2 | Class A Notes              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding   $ 296,000,000          
Solar Asset Backed Notes, Series 2018-2 | Class A Notes | L I B O R Plus | Weighted Average              
Debt Instrument [Line Items]              
Debt instrument interest rate   2.95% 2.95%        
Solar Asset Backed Notes, Series 2018-2 | Class B Notes              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding   $ 49,000,000          
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     4.75%        
Solar Asset Backed Notes, Series 2018-2 | Class B Notes | L I B O R Plus | Weighted Average              
Debt Instrument [Line Items]              
Debt instrument interest rate   4.75%          
2016 Term Loan Facility              
Debt Instrument [Line Items]              
Payment of outstanding balance of debt   $ 282,300,000          
Payment of outstanding balance of debt principal   281,800,000          
Payment of outstanding balance of debt accrued interest   500,000          
Unamortized debt issuance costs recognized in interest expense       $ 6,900,000      
Prepayment fee   0          
Subordinated HoldCo Facility              
Debt Instrument [Line Items]              
Payment of outstanding balance of debt   206,400,000          
Payment of outstanding balance of debt principal   196,600,000          
Payment of outstanding balance of debt accrued interest   3,900,000          
Unamortized debt issuance costs recognized in interest expense       2,900,000      
Prepayment fee   $ 5,900,000          
Percentage of principal prepayments fee   3.00%          
Subordinated HoldCo Facility | Interest Expense              
Debt Instrument [Line Items]              
Prepayment fee       5,900,000      
2017 Term Loan Facility              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding     $ 186,784,000 $ 188,922,000      
Interest Rate     6.00% 6.00%      
Revolving credit facility maturity date     Jan. 31, 2035 Jan. 31, 2035      
Interest on borrowings accrue at an annual fixed rate and payable in arrears         6.00%    
Debt instrument, frequency of periodic payment     quarterly basis        
2017 Term Loan Facility | Required Reserves              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     $ 19,700,000        
Forward Flow Loan Facility              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding [4]     $ 99,780,000 $ 58,425,000      
Interest Rate [4]     4.90% 5.20%      
Debt instrument interest rate 1.50%            
Maximum borrowing amount under credit agreement $ 130,000,000            
Debt instrument maturity period 20 years   20 years        
Debt instrument offering date     Oct. 31, 2019        
Debt Instrument interest rate description     Interest on each loan will accrue at an annual rate equal to the U.S. swap rate for the weighted-average life of such loan, plus an applicable margin equal to the greater of (a) 1.9% plus a spread adjustment based on the risk premium on the borrowing date relative to the market index-based risk premium on the closing date and (b) 1.5%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year.        
Forward Flow Loan Facility | Maximum              
Debt Instrument [Line Items]              
Revolving credit facility maturity date     Oct. 31, 2019        
Forward Flow Loan Facility | Market Index-Based Risk Premium              
Debt Instrument [Line Items]              
Debt instrument interest rate 1.90%            
Forward Flow Loan Facility | Required Reserves              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     $ 4,100,000        
Aggregation Facility              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding [5]     $ 70,000,000 $ 50,000,000      
Interest Rate [5]     5.70% 5.70%      
Revolving credit facility maturity date [5]     Sep. 30, 2020 Sep. 30, 2020      
Maximum borrowing amount under credit agreement             $ 375,000,000
Additional borrowing capacity             $ 175,000,000
Aggregation Facility | Minimum              
Debt Instrument [Line Items]              
Debt instrument interest rate     3.25%        
Aggregation Facility | Maximum              
Debt Instrument [Line Items]              
Debt instrument interest rate     3.75%        
Aggregation Facility | L I B O R Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     1.00%        
Aggregation Facility | Federal Funds Rate Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     0.50%        
Aggregation Facility | Required Reserves              
Debt Instrument [Line Items]              
Restricted cash and cash equivalents     $ 2,400,000        
Working Capital Facility              
Debt Instrument [Line Items]              
Principal Borrowings Outstanding [5],[6]     $ 136,100,000 $ 136,100,000      
Interest Rate [5],[6]     5.70% 5.60%      
Revolving credit facility maturity date [5],[6]     Mar. 31, 2020 Mar. 31, 2020      
Debt instrument interest rate     2.25%        
Maximum borrowing amount under credit agreement           $ 150,000,000  
Debt Instrument interest rate description     (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; or (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable depending on the type of borrowing at the end of (1) the interest period that the Company may elect as a term, not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility.        
Letter of credit related to insurance contracts     $ 13,900,000        
Minimum cash balance requirement     $ 30,000,000        
Working Capital Facility | Federal Funds Rate Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     0.50%        
Working Capital Facility | Eurodollar Reserve Percentage Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     3.25%        
Working Capital Facility | Euro Dollar Rate Plus              
Debt Instrument [Line Items]              
Debt instrument interest rate     1.00%        
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are comprised of Class A and Class B Notes. Class A Notes accrue interest at 4.73%. Class B Notes accrue interest at 7.37%.
[2] The Series 2018-2 Notes are comprised of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of this facility is partially hedged to an effective interest rate of 6.0% for $325.2 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than October 31, 2019.
[5] Revolving lines of credit are not presented net of unamortized debt issuance costs.
[6] Facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.
v3.19.1
Leases - Summary of Lease Costs and Other Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Lease cost    
Amortization of right-of-use assets $ 294  
Interest on lease liabilities 26  
Operating lease cost 2,770  
Short-term lease cost 722  
Total lease cost 3,812  
Finance leases:    
Operating cash outflows from finance leases 26  
Financing cash outflows from finance leases 271 $ 1,015
Right-of-use assets obtained in exchange for new finance lease liabilities $ 1,053 $ 199
Weighted-average remaining lease term - finance leases (in years) 2 years 10 months 24 days  
Weighted-average discount rate - finance leases 7.80%  
Operating leases:    
Operating cash outflows from operating leases $ 2,826  
Right-of-use assets obtained in exchange for new operating lease liabilities $ 6,910  
Weighted-average remaining lease term - operating leases (in years) 9 years 7 months 6 days  
Weighted-average discount rate - operating leases 8.00%  
v3.19.1
Leases - Additional Information (Details)
3 Months Ended
Mar. 31, 2019
Fleet Vehicles Lease  
Lessee Lease Description [Line Items]  
Lessee, Finance Lease, Existence of Option to Extend [true false] true
Description of finance lease, option to extend The master lease agreements allow for the Company to extend fleet vehicle leases on a month-to-month basis
Office Lease  
Lessee Lease Description [Line Items]  
Operating lease, additional term 3 years
Operating lease, term of contract 15 years
Lessee, Operating Lease, Existence of Option to Extend [true false] true
Description of operating lease, option to extend The corporate office lease includes options to extend the lease term for two additional periods of five years
Warehouse Lease Agreement  
Lessee Lease Description [Line Items]  
Operating lease, term of contract 5 years
Lessee, Operating Lease, Existence of Option to Extend [true false] true
Minimum | Fleet Vehicles Lease  
Lessee Lease Description [Line Items]  
Finance lease, agreement period 3 years
Minimum | Warehouse Lease Agreement  
Lessee Lease Description [Line Items]  
Operating lease, term of contract 1 year
Minimum | Equipment Lease Agreement  
Lessee Lease Description [Line Items]  
Operating lease, term of contract 3 years
Maximum | Fleet Vehicles Lease  
Lessee Lease Description [Line Items]  
Finance lease, agreement period 5 years
Maximum | Warehouse Lease Agreement  
Lessee Lease Description [Line Items]  
Operating lease, term of contract 7 years
Maximum | Equipment Lease Agreement  
Lessee Lease Description [Line Items]  
Operating lease, term of contract 5 years
v3.19.1
Leases - Schedule of Future Minimum Lease Payments for Finance Leases (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Finance Lease Liabilities Payments Due [Abstract]    
2019 $ 727  
2020 387  
2021 336  
2022 330  
2023 52  
Total minimum lease payments 1,832  
Less: interest 189  
Present value of finance lease obligations 1,643  
Less: current portion 769 $ 1,921
Long-term portion $ 874 $ 505
v3.19.1
Leases - Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases (Details)
$ in Thousands
Mar. 31, 2019
USD ($)
Operating Lease Liabilities Payments Due [Abstract]  
2019 $ 8,032
2020 9,483
2021 7,281
2022 5,595
2023 4,780
Thereafter 36,680
Total minimum lease payments 71,851
Less: present value impact 23,040
Present value of operating lease obligations 48,811
Less: current portion 6,992
Long-term portion $ 41,819
v3.19.1
Derivative Financial Instruments - Schedule of Derivative Financial Instruments at Fair Value (Details) - Interest Rate Swaps - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Other Noncurrent Liabilities    
Derivatives Fair Value [Line Items]    
Fair Value, Derivatives designated as hedging instruments $ 16,222 $ 9,884
Fair Value, Derivatives not designated as hedging instruments 2,529 1,262
Other Noncurrent Assets    
Derivatives Fair Value [Line Items]    
Fair Value, Derivatives not designated as hedging instruments $ 13 $ 130
v3.19.1
Derivative Financial Instruments - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Amended Bank Of America Aggregation Credit Facility | Derivatives Not Designated as Hedging Instruments    
Derivatives Fair Value [Line Items]    
Notional amount $ 40,000,000  
Amended Bank Of America Aggregation Credit Facility | Interest Rate Swaps    
Derivatives Fair Value [Line Items]    
Percentage of outstanding term loans in interest rate hedged   75.00%
Threshold period 15 days  
2018-2 Notes | Interest Rate Swaps    
Derivatives Fair Value [Line Items]    
Notional amount $ 325,200,000  
Accumulated other comprehensive income, expected amount of cash flow hedge to be reclassified to interest expense within the next 12 months $ 1,800,000  
v3.19.1
Derivative Financial Instruments - Schedule of Losses (Gains) on Derivative Financial Instruments Recognized in OCI and Condensed Consolidated Statements of Operations Before Tax Effect (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Derivative Instruments, Gain (Loss) [Line Items]    
Total amounts presented in the income statement line items, Interest expense $ 19,127 $ 16,922
Total losses (gains) 1,384 (2,262)
Total amounts presented in the income statement line items, Other (income) expense, net 1,385 (2,261)
Interest Expense, Net    
Derivative Instruments, Gain (Loss) [Line Items]    
Total losses (gains) 322 (381)
Other (Income) Expense, Net    
Derivative Instruments, Gain (Loss) [Line Items]    
Total losses (gains) 1,384 (2,262)
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Interest Expense, Net    
Derivative Instruments, Gain (Loss) [Line Items]    
Losses (gains) reclassified from AOCI into income 322 (381)
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Other Comprehensive Income    
Derivative Instruments, Gain (Loss) [Line Items]    
Losses recognized in OCI 6,660 (5,143)
Derivatives Not Designated as Hedging Instruments | Interest Rate Swaps | Other (Income) Expense, Net    
Derivative Instruments, Gain (Loss) [Line Items]    
Losses (gains) recognized in income $ 1,384 $ (2,262)
v3.19.1
Investment Funds - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Investment Holdings [Line Items]    
Summary of investment fund As of March 31, 2019 and December 31, 2018, the Company had formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts.  
Investors cash contribution to variable interest equity $ 1,649,700,000 $ 1,565,300,000
Solar energy systems, net 1,590,888,000 1,938,874,000
Prepaid insurance balance 7,900,000 8,300,000
Distributions paid to reimburse fund investors 0  
Accrued distribution 0  
Restricted cash 75,010,000 71,305,000
Minimum    
Investment Holdings [Line Items]    
Restricted cash 10,000,000 10,000,000
Variable Interest Entities    
Investment Holdings [Line Items]    
Solar energy systems, net 1,448,012,000 1,752,271,000
Investment tax credit repayment 0  
Restricted cash 4,071,000 2,443,000
Financing Obligation    
Investment Holdings [Line Items]    
Solar energy systems, net 45,200,000 55,800,000
Financing liabilities 5,300,000 $ 5,300,000
Investor    
Investment Holdings [Line Items]    
Investors cash contribution to variable interest equity $ 110,000,000  
v3.19.1
Investment Funds - Aggregate Carrying Value of Funds Assets and Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 213,474 $ 219,591
Accounts receivable, net 19,992 14,207
Prepaid expenses and other current assets 29,294 31,201
Total current assets 274,292 278,256
Restricted cash and cash equivalents 75,010 71,305
Solar energy systems, net 1,590,888 1,938,874
Other non-current assets, net 478,013 28,090
TOTAL ASSETS [1] 2,428,383 2,327,255
Current liabilities:    
Distributions payable to non-controlling interests and redeemable non-controlling interests 6,591 7,846
Current portion of long-term debt 147,952 12,155
Current portion of deferred revenue 26,246 30,199
Accrued and other current liabilities 49,658 42,860
Total current liabilities 291,274 166,430
Long-term debt, net of current portion 1,123,888 1,203,282
Deferred revenue, net of current portion 14,746 13,524
Other non-current liabilities 66,369 24,610
Total liabilities [1] 1,960,307 1,845,471
Variable Interest Entities    
Current assets:    
Cash and cash equivalents 57,660 62,350
Accounts receivable, net 13,033 6,593
Prepaid expenses and other current assets 1,754 1,289
Total current assets 72,447 70,232
Restricted cash and cash equivalents 4,071 2,443
Solar energy systems, net 1,448,012 1,752,271
Other non-current assets, net 390,711 10,888
TOTAL ASSETS 1,915,241 1,835,834
Current liabilities:    
Distributions payable to non-controlling interests and redeemable non-controlling interests 6,591 7,846
Current portion of long-term debt 1,206 1,512
Current portion of deferred revenue 2,411 2,320
Accrued and other current liabilities 5,194 4,860
Total current liabilities 15,402 16,538
Long-term debt, net of current portion 95,221 53,505
Deferred revenue, net of current portion 10,552 9,694
Other non-current liabilities 993 1,023
Total liabilities $ 122,168 $ 80,760
[1] The Company’s assets as of March 31, 2019 and December 31, 2018 include $1,915.2 million and $1,835.8 million consisting of assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. These assets include solar energy systems, net, of $1,448.0 million and $1,752.3 million as of March 31, 2019 and December 31, 2018; other non-current assets, net of $390.7 million and $10.9 million as of March 31, 2019 and December 31, 2018; cash and cash equivalents of $57.7 million and $62.4 million as of March 31, 2019 and December 31, 2018; accounts receivable, net, of $13.0 million and $6.6 million as of March 31, 2019 and December 31, 2018; restricted cash and cash equivalents of $4.1 million and $2.4 million as of March 31, 2019 and December 31, 2018; and prepaid expenses and other current assets of $1.8 million and $1.3 million as of March 31, 2019 and December 31, 2018. The Company’s liabilities as of March 31, 2019 and December 31, 2018 included $122.2 million and $80.8 million of liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include distributions payable to non-controlling interests and redeemable non-controlling interests of $6.6 million and $7.8 million as of March 31, 2019 and December 31, 2018; deferred revenue of $13.0 million and $12.0 million as of March 31, 2019 and December 31, 2018; long-term debt of $96.4 million and $55.0 million as of March 31, 2019 and December 31, 2018; accrued and other current liabilities of $5.2 million and $4.9 million as of March 31, 2019 and December 31, 2018; and other non-current liabilities of $1.0 million and $1.0 million as of March 31, 2019 and December 31, 2018. For further information see Note 14—Investment Funds.
v3.19.1
Redeemable Non-Controlling Interests and Equity - Schedule of Shares of Common Stock Reserved for Issuance (Details) - shares
Mar. 31, 2019
Dec. 31, 2018
Equity [Abstract]    
Shares available for grant under equity incentive plans 15,346,000 13,323,000
Restricted stock units issued and outstanding 6,809,000 6,172,000
Stock options issued and outstanding 5,041,000 3,394,000
Long-term incentive plan 2,706,000 2,706,000
Total 29,902,000 25,595,000
v3.19.1
Redeemable Non-Controlling Interests and Equity - Additional Information (Details)
$ in Millions
Mar. 31, 2019
USD ($)
Put Option | Minimum  
Redeemable Noncontrolling Interest [Line Items]  
Purchase price for investors' interest in funds under Put Options $ 2.1
Put Option | Maximum  
Redeemable Noncontrolling Interest [Line Items]  
Purchase price for investors' interest in funds under Put Options 4.1
Call Option | Minimum  
Redeemable Noncontrolling Interest [Line Items]  
Purchase price for investors' interest in funds under Put Options 1.2
Call Option | Maximum  
Redeemable Noncontrolling Interest [Line Items]  
Purchase price for investors' interest in funds under Put Options $ 7.0
v3.19.1
Equity Compensation Plans - Additional Information (Details) - shares
1 Months Ended
Jan. 31, 2019
Mar. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Shares available for grant under equity incentive plans   15,346,000 13,323,000
2014 Equity Incentive Plan      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Shares available for grant under equity incentive plans   15,300,000  
Number of additional shares available for issuance 4,800,000    
v3.19.1
Equity Compensation Plans - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Mar. 31, 2019
Dec. 31, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]    
Shares Underlying Options, Outstanding, Balance 3,394,000  
Shares Underlying Options, Granted 1,657,000  
Shares Underlying Options, Exercised (10,000)  
Shares Underlying Options, Outstanding, Balance 5,041,000  
Shares Underlying Options, Options vested and exercisable 1,815,000  
Weighted-Average Exercise Price, Outstanding, Balance $ 2.77  
Weighted-Average Exercise Price, Granted 4.64  
Weighted-Average Exercise Price, Exercised 3.69  
Weighted-Average Exercise Price, Outstanding, Balance 3.38  
Weighted-Average Exercise Price, Options vested and exercisable $ 2.42  
Weighted-Average Remaining Contractual Term, Outstanding, Balance 7 years 10 months 24 days  
Weighted-Average Remaining Contractual Term, Options vested and exercisable 6 years  
Aggregate Intrinsic Value $ 8,889 $ 4,689
Aggregate Intrinsic Value, Options vested and exercisable $ 5,226  
v3.19.1
Equity Compensation Plans - RSU Activity (Details)
3 Months Ended
Mar. 31, 2019
$ / shares
shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Number of Awards, Outstanding at December 31, 2018 | shares 6,172,000
Number of Awards, Granted | shares 1,206,000
Number of Awards, Vested | shares (487,000)
Number of Awards, Forfeited | shares (82,000)
Number of Awards, Outstanding at March 31, 2019 | shares 6,809,000
Weighted Average Grant Date Fair Value, Outstanding at December 31, 2018 | $ / shares $ 3.84
Weighted Average Grant Date Fair Value, Granted | $ / shares 4.62
Weighted Average Grant Date Fair Value, Vested | $ / shares 3.85
Weighted Average Grant Date Fair Value, Forfeited | $ / shares 3.72
Weighted Average Grant Date Fair Value, Outstanding at March 31, 2019 | $ / shares $ 3.98
v3.19.1
Equity Compensation Plans - Summary of Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Schedule Of Stock Options [Line Items]    
Stock-based compensation expense $ 3,679 $ 2,969
Cost of Revenue    
Schedule Of Stock Options [Line Items]    
Stock-based compensation expense 332 274
Sales and Marketing    
Schedule Of Stock Options [Line Items]    
Stock-based compensation expense 735 831
General and Administrative    
Schedule Of Stock Options [Line Items]    
Stock-based compensation expense 2,584 1,820
Research and Development    
Schedule Of Stock Options [Line Items]    
Stock-based compensation expense $ 28 $ 44
v3.19.1
Equity Compensation Plans - Summary of Unrecognized Stock-Based Compensation Expense (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
Schedule Of Stock Options [Line Items]  
Unrecognized Stock-Based Compensation Expense $ 23,808
RSUs  
Schedule Of Stock Options [Line Items]  
Unrecognized Stock-Based Compensation Expense, other than stock options $ 17,646
Weighted- Average Period of Recognition 1 year 9 months 18 days
Stock Options  
Schedule Of Stock Options [Line Items]  
Unrecognized Stock-Based Compensation Expense, stock options $ 6,162
Weighted- Average Period of Recognition 2 years 3 months 18 days
v3.19.1
Income Taxes - Additional Information (Details)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Income Tax Disclosure [Abstract]    
Effective income tax rate (44.50%) (43.60%)
v3.19.1
Related Party Transactions - Additional Information (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Aug. 31, 2017
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Related Party Transaction [Line Items]        
Sales and marketing   $ 29,634 $ 11,125  
Accounts payable—related party   100   $ 200
Accrued equity distributions   6,591   7,846
Related Party        
Related Party Transaction [Line Items]        
Sales and marketing   800 700  
Amounts due from direct-sales personnel   4,000   5,200
Provision for advances to direct-sales personnel   1,000   1,000
Accrued equity distributions   1,100   $ 1,500
Vivint Services        
Related Party Transaction [Line Items]        
Initial term of agreement period 2 years      
Fees incurred in conjunction with agreements entered   $ 2,400 $ 1,000  
v3.19.1
Commitments and Contingencies - Additional Information (Details) - USD ($)
$ in Millions
1 Months Ended
Apr. 30, 2018
Sep. 30, 2016
Mar. 31, 2019
Other Commitments [Line Items]      
Standby letter of credit outstanding     $ 13.9
Total estimated obligation earned over deferment period     $ 16.2
Sun Edison Inc      
Other Commitments [Line Items]      
Unsecured claim initial amount   $ 1,000.0  
Claim amount received from other party $ 590.0    
Received initial distribution amount $ 2.1    
v3.19.1
Basic and Diluted Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share to Common Stockholders (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Numerator:    
Net loss attributable to common stockholders $ (26,242) $ (12,976)
Denominator:    
Shares used in computing net loss attributable per share to common stockholders, basic 120,307 115,155
Shares used in computing net loss attributable per share to common stockholders, diluted 120,307 115,155
Net loss per share attributable to common stockholders:    
Basic and diluted $ (0.22) $ (0.11)