VIVINT SOLAR, INC., 10-Q filed on 8/5/2020
Quarterly Report
v3.20.2
Document and Entity Information - shares
shares in Thousands
6 Months Ended
Jun. 30, 2020
Aug. 01, 2020
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Jun. 30, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Trading Symbol VSLR  
Entity Registrant Name VIVINT SOLAR, INC.  
Entity Central Index Key 0001607716  
Current Fiscal Year End Date --12-31  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Current Reporting Status Yes  
Entity Shell Company false  
Entity Emerging Growth Company false  
Entity File Number 001-36642  
Entity Tax Identification Number 45-5605880  
Entity Address, Address Line One 1800 West Ashton Blvd.  
Entity Address, City or Town Lehi  
Entity Address, State or Province UT  
Entity Address, Postal Zip Code 84043  
City Area Code 877  
Local Phone Number 404-4129  
Entity Incorporation, State or Country Code DE  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Security Exchange Name NYSE  
Entity Interactive Data Current Yes  
Document Quarterly Report true  
Document Transition Report false  
Entity Common Stock Shares Outstanding   125,414,499
v3.20.2
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 336,137 $ 166,048
Accounts receivable, net 32,162 24,314
Inventories 13,144 20,576
Prepaid expenses and other current assets 27,818 41,137
Total current assets 409,261 252,075
Restricted cash and cash equivalents 86,809 89,892
Solar energy systems, net 1,873,031 1,759,861
Property and equipment, net 20,021 17,500
Other non-current assets, net 716,186 680,062
TOTAL ASSETS [1] 3,105,308 2,799,390
Current liabilities:    
Accounts payable 27,178 59,007
Distributions payable to non-controlling interests and redeemable non-controlling interests 15,458 10,253
Accrued compensation 25,435 34,149
Current portion of long-term debt 24,664 16,405
Current portion of deferred revenue 20,260 40,715
Current portion of finance lease obligation 2,534 2,274
Accrued and other current liabilities 85,847 78,539
Total current liabilities 201,376 241,342
Long-term debt, net of current portion 1,794,990 1,483,256
Deferred revenue, net of current portion 24,516 17,631
Finance lease obligation, net of current portion 6,029 6,443
Deferred tax liability, net 636,869 583,695
Other non-current liabilities 139,449 74,423
Total liabilities [1] 2,803,229 2,406,790
Commitments and contingencies (Note 19)
Redeemable non-controlling interests 114,989 115,384
Stockholders’ equity:    
Common stock, $0.01 par value—1,000,000 shares authorized, 125,411 shares issued and outstanding as of June 30, 2020; 1,000,000 shares authorized, 123,056 shares issued and outstanding as of December 31, 2019 1,254 1,231
Additional paid-in capital 600,627 591,639
Accumulated other comprehensive loss (41,589) (20,436)
Accumulated deficit (423,787) (381,961)
Total stockholders’ equity 136,505 190,473
Non-controlling interests 50,585 86,743
Total equity 187,090 277,216
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY $ 3,105,308 $ 2,799,390
[1] The Company’s assets as of June 30, 2020 and December 31, 2019 include $2,368.4 million and $2,194.3 million consisting of assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include cash and cash equivalents of $56.9 million and $82.8 million as of June 30, 2020 and December 31, 2019; accounts receivable, net, of $23.9 million and $8.9 million as of June 30, 2020 and December 31, 2019; prepaid expenses and other current assets of $2.1 million and $1.7 million as of June 30, 2020 and December 31, 2019; restricted cash and cash equivalents of $10.1 million and $8.9 million as of June 30, 2020 and December 31, 2019; solar energy systems, net, of $1,683.8 million and $1,587.4 million as of June 30, 2020 and December 31, 2019; and other non-current assets, net of $591.6 million and $504.7 million as of June 30, 2020 and December 31, 2019. The Company’s liabilities as of June 30, 2020 and December 31, 2019 include $297.6 million and $233.4 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 $15.5 million and $10.3 million as of June 30, 2020 and December 31, 2019; accrued and other current liabilities of $6.7 million and $6.4 million as of June 30, 2020 and December 31, 2019; long-term debt of $254.5 million and $201.6 million as of June 30, 2020 and December 31, 2019; deferred revenue of $20.7 million and $14.8 million as of June 30, 2020 and December 31, 2019; and other non-current liabilities of $0.3 million each period as of June 30, 2020 and December 31, 2019. For further information see Note 14—Investment Funds.
v3.20.2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 125,411,000 123,056,000
Common stock, shares outstanding 125,411,000 123,056,000
Total assets [1] $ 3,105,308 $ 2,799,390
Cash and cash equivalents 336,137 166,048
Accounts receivable, net 32,162 24,314
Prepaid expenses and other current assets 27,818 41,137
Restricted cash and cash equivalents 86,809 89,892
Solar energy systems, net 1,873,031 1,759,861
Other non-current assets, net 716,186 680,062
Total liabilities [1] 2,803,229 2,406,790
Distributions payable to non-controlling interests and redeemable non-controlling interests 15,458 10,253
Accrued and other current liabilities 85,847 78,539
Long-term debt 1,819,654 1,499,661
Other non-current liabilities 139,449 74,423
Variable Interest Entities    
Total assets 2,368,433 2,194,274
Cash and cash equivalents 56,939 82,764
Accounts receivable, net 23,890 8,922
Prepaid expenses and other current assets 2,103 1,676
Restricted cash and cash equivalents 10,092 8,890
Solar energy systems, net 1,683,849 1,587,354
Other non-current assets, net 591,560 504,668
Total liabilities 297,629 233,354
Distributions payable to non-controlling interests and redeemable non-controlling interests 15,458 10,253
Accrued and other current liabilities 6,710 6,394
Long-term debt 254,500 201,600
Deferred revenue 20,700 14,800
Other non-current liabilities $ 260 $ 301
[1] The Company’s assets as of June 30, 2020 and December 31, 2019 include $2,368.4 million and $2,194.3 million consisting of assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include cash and cash equivalents of $56.9 million and $82.8 million as of June 30, 2020 and December 31, 2019; accounts receivable, net, of $23.9 million and $8.9 million as of June 30, 2020 and December 31, 2019; prepaid expenses and other current assets of $2.1 million and $1.7 million as of June 30, 2020 and December 31, 2019; restricted cash and cash equivalents of $10.1 million and $8.9 million as of June 30, 2020 and December 31, 2019; solar energy systems, net, of $1,683.8 million and $1,587.4 million as of June 30, 2020 and December 31, 2019; and other non-current assets, net of $591.6 million and $504.7 million as of June 30, 2020 and December 31, 2019. The Company’s liabilities as of June 30, 2020 and December 31, 2019 include $297.6 million and $233.4 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 $15.5 million and $10.3 million as of June 30, 2020 and December 31, 2019; accrued and other current liabilities of $6.7 million and $6.4 million as of June 30, 2020 and December 31, 2019; long-term debt of $254.5 million and $201.6 million as of June 30, 2020 and December 31, 2019; deferred revenue of $20.7 million and $14.8 million as of June 30, 2020 and December 31, 2019; and other non-current liabilities of $0.3 million each period as of June 30, 2020 and December 31, 2019. For further information see Note 14—Investment Funds.
v3.20.2
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Revenue:        
Total revenue $ 106,394 $ 90,757 $ 197,545 $ 160,128
Cost of revenue:        
Total cost of revenue 59,958 58,865 134,829 116,319
Gross profit 46,436 31,892 62,716 43,809
Operating expenses:        
Sales and marketing 35,394 37,037 75,002 66,671
Research and development 286 524 842 993
General and administrative 36,860 31,205 64,886 54,254
Total operating expenses 72,540 68,766 140,730 121,918
Loss from operations (26,104) (36,874) (78,014) (78,109)
Interest expense, net 24,712 19,472 46,344 38,599
Other expense, net 1,145 1,365 29,503 2,750
Loss before income taxes (51,961) (57,711) (153,861) (119,458)
Income tax expense 32,406 29,950 55,820 57,437
Net loss (84,367) (87,661) (209,681) (176,895)
Net loss attributable to non-controlling interests and redeemable non-controlling interests (83,126) (59,094) (168,180) (122,086)
Net loss attributable to common stockholders $ (1,241) $ (28,567) $ (41,501) $ (54,809)
Net loss attributable per share to common stockholders:        
Basic and diluted $ (0.01) $ (0.24) $ (0.33) $ (0.45)
Weighted-average shares used in computing net loss attributable per share to common stockholders:        
Basic and diluted 124,844 120,869 124,383 120,589
Customer Agreements and Incentives        
Revenue:        
Total revenue $ 81,835 $ 63,355 $ 133,111 $ 102,958
Cost of revenue:        
Total cost of revenue 44,331 43,074 97,154 83,265
Solar Energy System and Product Sales        
Revenue:        
Total revenue 24,559 27,402 64,434 57,170
Cost of revenue:        
Total cost of revenue $ 15,627 $ 15,791 $ 37,675 $ 33,054
v3.20.2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Net loss attributable to common stockholders $ (1,241) $ (28,567) $ (41,501) $ (54,809)
Other comprehensive loss:        
Unrealized losses on cash flow hedging instruments (net of tax effect of $(983), $(2,675), $(8,384) and $(4,452)) (2,608) (7,292) (22,444) (12,175)
Less: Interest expense on derivatives recognized into earnings (net of tax effect of $(241), $(64), $(484) and $(150)) (640) (174) (1,291) (410)
Total other comprehensive loss (1,968) (7,118) (21,153) (11,765)
Comprehensive loss $ (3,209) $ (35,685) $ (62,654) $ (66,574)
v3.20.2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Unrealized losses on cash flow hedging instruments, tax $ (983) $ (2,675) $ (8,384) $ (4,452)
Interest expense on derivatives recognized into earnings, tax $ (241) $ (64) $ (484) $ (150)
v3.20.2
Condensed Consolidated Statements of Redeemable Non-Controlling Interests and Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Cumulative Effect, Period of Adoption, Adjustment
Redeemable Non-Controlling Interests
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive (Loss)
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Total Stockholders Equity
Total Stockholders Equity
Cumulative Effect, Period of Adoption, Adjustment
Non-Controlling Interests
Balance at Dec. 31, 2018 $ 362,212 $ (155) $ 119,572 $ 1,201 $ 574,248 $ (7,223) $ (279,631) $ (155) $ 288,595 $ (155) $ 73,617
Balance (in Shares) at Dec. 31, 2018       120,114              
Stock-based compensation expense 7,835       7,835       7,835    
Issuance of common stock, net of tax withholdings 270     $ 15 255       270    
Issuance of common stock, net of tax withholdings (in shares)       1,492              
Contributions from non-controlling interests and redeemable non-controlling interests 141,632   18,006               141,632
Distributions to non-controlling interests and redeemable non-controlling interests (16,559)   (4,867)               (16,559)
Total other comprehensive loss (11,765)         (11,765)     (11,765)    
Net loss (163,084)   (13,811)       (54,809)   (54,809)   (108,275)
Balance at Jun. 30, 2019 320,386   118,900 $ 1,216 582,338 (18,988) (334,595)   229,971   90,415
Balance (in Shares) at Jun. 30, 2019       121,606              
Balance at Mar. 31, 2019 349,409   118,667 $ 1,206 577,961 (11,870) (306,028)   261,269   88,140
Balance (in Shares) at Mar. 31, 2019       120,612              
Stock-based compensation expense 4,156       4,156       4,156    
Issuance of common stock, net of tax withholdings 231     $ 10 221       231    
Issuance of common stock, net of tax withholdings (in shares)       994              
Contributions from non-controlling interests and redeemable non-controlling interests 67,077   8,193               67,077
Distributions to non-controlling interests and redeemable non-controlling interests (10,992)   (2,676)               (10,992)
Total other comprehensive loss (7,118)         (7,118)     (7,118)    
Net loss (82,377)   (5,284)       (28,567)   (28,567)   (53,810)
Balance at Jun. 30, 2019 320,386   118,900 $ 1,216 582,338 (18,988) (334,595)   229,971   90,415
Balance (in Shares) at Jun. 30, 2019       121,606              
Balance at Dec. 31, 2019 $ 277,216 $ (325) 115,384 $ 1,231 591,639 (20,436) (381,961) $ (325) 190,473 $ (325) 86,743
Balance (in Shares) at Dec. 31, 2019 123,056     123,056              
Stock-based compensation expense $ 8,264       8,264       8,264    
Issuance of common stock, net of tax withholdings 747     $ 23 724       747    
Issuance of common stock, net of tax withholdings (in shares)       2,355              
Contributions from non-controlling interests and redeemable non-controlling interests 136,088   25,739               136,088
Distributions to non-controlling interests and redeemable non-controlling interests (26,513)   (3,687)               (26,513)
Total other comprehensive loss (21,153)         (21,153)     (21,153)    
Net loss (187,234)   (22,447)       (41,501)   (41,501)   (145,733)
Balance at Jun. 30, 2020 $ 187,090   114,989 $ 1,254 600,627 (41,589) (423,787)   136,505   50,585
Balance (in Shares) at Jun. 30, 2020 125,411     125,411              
Balance at Mar. 31, 2020 $ 212,531   116,481 $ 1,247 596,589 (39,621) (422,546)   135,669   76,862
Balance (in Shares) at Mar. 31, 2020       124,670              
Stock-based compensation expense 4,325       4,325       4,325    
Issuance of common stock, net of tax withholdings (280)     $ 7 (287)       (280)    
Issuance of common stock, net of tax withholdings (in shares)       741              
Contributions from non-controlling interests and redeemable non-controlling interests 66,042   10,036               66,042
Distributions to non-controlling interests and redeemable non-controlling interests (18,030)   (2,691)               (18,030)
Total other comprehensive loss (1,968)         (1,968)     (1,968)    
Net loss (75,530)   (8,837)       (1,241)   (1,241)   (74,289)
Balance at Jun. 30, 2020 $ 187,090   $ 114,989 $ 1,254 $ 600,627 $ (41,589) $ (423,787)   $ 136,505   $ 50,585
Balance (in Shares) at Jun. 30, 2020 125,411     125,411              
v3.20.2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net loss $ (209,681) $ (176,895)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 47,745 39,317
Deferred income taxes 61,074 57,678
Stock-based compensation 8,264 7,835
Loss on solar energy systems and property and equipment 9,534 4,157
Noncash interest and other expense 3,625 3,302
Reduction in lease pass-through financing obligation (2,123) (2,032)
Losses on interest rate swaps 29,503 2,750
Changes in operating assets and liabilities:    
Accounts receivable, net (8,158) (13,979)
Inventories 7,432 186
Prepaid expenses and other current assets 11,813 816
Other non-current assets, net (94,263) (64,632)
Accounts payable 713 516
Accrued compensation (8,586) (999)
Deferred revenue (13,570) 717
Accrued and other liabilities 5,916 179
Net cash used in operating activities (150,762) (141,084)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Payments for the cost of solar energy systems (135,247) (124,400)
Payments for property and equipment (2,926) (994)
Proceeds from disposals of solar energy systems and property and equipment 1,357 1,128
Purchase of intangible assets (527) (115)
Net cash used in investing activities (137,343) (124,381)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from investment by non-controlling interests and redeemable non-controlling interests 161,827 159,638
Distributions paid to non-controlling interests and redeemable non-controlling interests (24,995) (18,051)
Proceeds from long-term debt 347,413 133,164
Payments on long-term debt (19,703) (20,913)
Payments for debt issuance and deferred offering costs (9,604) (2,962)
Proceeds from lease pass-through financing obligation 1,542 1,518
Principal payments on finance lease obligations (2,116) (577)
Proceeds from issuance of common stock, net of withholding taxes paid 747 270
Net cash provided by financing activities 455,111 252,087
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS 167,006 (13,378)
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—Beginning of period 255,940 290,896
CASH AND CASH EQUIVALENTS, INCLUDING RESTRICTED AMOUNTS—End of period 422,946 277,518
NONCASH INVESTING AND FINANCING ACTIVITIES:    
Costs of solar energy systems included in changes in accounts payable, accrued compensation and accrued and other liabilities 25,931 43,028
Right-of-use assets obtained in exchange for new operating lease liabilities 13,770 8,665
Right-of-use assets obtained in exchange for new finance lease liabilities $ 2,025 $ 3,756
v3.20.2
Organization
6 Months Ended
Jun. 30, 2020
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 historically has primarily used a direct-to-home sales model. The long-term customer contracts under PPAs and Solar Leases have typically been for 20 years, but beginning in the first quarter of 2020, 25-year contracts are also being offered. These contracts require the customer to make monthly payments to the Company.

On July 6, 2020, the Company, Sunrun Inc. (“Sunrun”), and Viking Merger Sub, Inc., a direct wholly owned subsidiary of Sunrun (“Merger Sub”) entered into an Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”), pursuant to which, subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving corporation of the Merger as a direct wholly owned subsidiary of Sunrun.

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.

v3.20.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2020
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2.

Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 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 six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2020 or for any other interim period or other future year.

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

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

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. The impact of COVID-19 has resulted in changes to the capital markets. The timing and type of funding the Company expects to obtain as part of its planned business processes has been disrupted in the recent past as a result of COVID-19 and may be disrupted in the future. Future funding may prove to be more expensive and less favorable than previously expected. 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’ solar energy 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 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 standalone selling price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of June 30, 2020 and December 31, 2019, the Company had allocated deferred revenue of $5.6 million and $4.7 million to monitoring services that will be recognized over the term of the monitoring services.

Measurement of Credit Losses on Financial Instruments

The Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”) on January 1, 2020. 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 Topic 326, the Company’s accounts receivable and certain contract assets are considered financial assets measured at an amortized cost basis and will be presented at the net amount expected to be collected using this updated methodology. Utilizing the Company’s historical default rate and reviewing current economic conditions, the Company estimated the allowance for credit losses that would be required. The Company applied Topic 326 through a modified retrospective approach with a cumulative-effect adjustment of approximately $0.3 million to retained earnings as of January 1, 2020. The Company evaluates its allowance for credit losses at each reporting period and adjusts as necessary in accordance with principles of Topic 326.

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This update provides optional temporary expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or other rates affected by reference rate reform if certain criteria are met. This ASU is effective now through December 31, 2022. The Company has long-term debt facilities and hedging instruments that are linked to LIBOR and currently anticipates using certain of the optional expedients available under this ASU. The Company is still evaluating the impact of this update on its condensed consolidated financial statements and related disclosures.

v3.20.2
Fair Value Measurements
6 Months Ended
Jun. 30, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements

3.

Fair Value Measurements

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

 

 

June 30, 2020

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

83,381

 

 

$

 

 

$

83,381

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

3,245

 

 

$

 

 

$

3,245

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

28,070

 

 

$

 

 

$

28,070

 

 

The interest rate swaps (Level 2) were valued using a discounted cash flow model that incorporates an assessment of the risk of non-performance by the interest rate swap counterparties and the Company. The valuation model uses various observable inputs including contractual terms, interest rate curves, credit spreads and measures of volatility. Financial liabilities as of June 30, 2020 include interest rate swaps for the Warehouse Facility, which are not designated as hedges, and interest rate swaps for the Solar Asset Backed Notes, Series 2018-2, which are designated as hedges. Financial assets as of December 31, 2019 included interest rate swaps for the Warehouse Facility, which are not designated as hedges. Financial liabilities as of December 31, 2019 included interest rate swaps for the Solar Asset Backed Notes, Series 2018-2, which are designated as hedges. See Note 11—Debt Obligations for additional details about these debt instruments.

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

 

June 30, 2020

 

 

December 31, 2019

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

Floating-rate long-term debt

$

907,992

 

 

$

907,992

 

 

$

894,907

 

 

$

894,907

 

Fixed-rate long-term debt

 

944,533

 

 

 

1,006,405

 

 

 

629,908

 

 

 

702,895

 

Subtotal long-term debt

 

1,852,525

 

 

$

1,914,397

 

 

 

1,524,815

 

 

$

1,597,802

 

Unamortized debt issuance costs

 

(32,871

)

 

 

 

 

 

 

(25,154

)

 

 

 

 

Total long-term debt

$

1,819,654

 

 

 

 

 

 

$

1,499,661

 

 

 

 

 

The Company’s outstanding balance of long-term debt is carried at cost net of unamortized debt issuance costs, where applicable. See Note 11—Debt Obligations. The Company estimated the fair values of its floating-rate debt facilities (Level 2) to approximate their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. 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.

v3.20.2
Inventories
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
Inventories

4.

Inventories

Inventories consisted of the following (in thousands):

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Solar energy systems held for sale

$

12,422

 

 

$

19,892

 

Photovoltaic installation products

 

722

 

 

 

684

 

Total inventories

$

13,144

 

 

$

20,576

 

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.

v3.20.2
Solar Energy Systems
6 Months Ended
Jun. 30, 2020
Solar Energy Systems Disclosure [Abstract]  
Solar Energy Systems

5.

Solar Energy Systems

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

System equipment costs

$

2,045,127

 

 

$

1,926,809

 

Less: Accumulated depreciation

 

(235,923

)

 

 

(205,338

)

 

 

1,809,204

 

 

 

1,721,471

 

Solar energy system inventory

 

63,827

 

 

 

38,390

 

Solar energy systems, net

$

1,873,031

 

 

$

1,759,861

 

 

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 $15.8 million and $13.8 million for the three months ended June 30, 2020 and 2019. The Company recorded depreciation expense related to solar energy systems of $30.6 million and $26.9 million for the six months ended June 30, 2020 and 2019.

v3.20.2
Property and Equipment
6 Months Ended
Jun. 30, 2020
Property Plant And Equipment [Abstract]  
Property and Equipment

6.

Property and Equipment

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

 

 

 

Estimated

 

June 30,

 

 

December 31,

 

 

 

Useful Lives

 

2020

 

 

2019

 

Leasehold improvements

 

1-12 years

 

$

12,327

 

 

$

10,458

 

Vehicles acquired under finance leases

 

3-4 years

 

 

11,849

 

 

 

10,280

 

Furniture and computer and other equipment

 

3-5 years

 

 

5,894

 

 

 

5,021

 

 

 

 

 

 

30,070

 

 

 

25,759

 

Less: Accumulated depreciation and amortization

 

 

 

 

(10,049

)

 

 

(8,259

)

Property and equipment, net

 

 

 

$

20,021

 

 

$

17,500

 

 

The Company recorded depreciation and amortization expense related to property and equipment of $1.2 million and $0.9 million for the three months ended June 30, 2020 and 2019. The Company recorded depreciation and amortization expense related to property and equipment of $2.4 million and $1.0 million for the six months ended June 30, 2020 and 2019.

v3.20.2
Other Non-Current Assets
6 Months Ended
Jun. 30, 2020
Other Assets Noncurrent Disclosure [Abstract]  
Other Non-Current Assets

7.

Other Non-Current Assets

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

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Costs to obtain contracts

$

708,846

 

 

$

615,385

 

Accumulated amortization of costs to obtain contracts

 

(85,513

)

 

 

(70,170

)

Operating lease right-of-use assets

 

47,994

 

 

 

39,118

 

Sales incentives

 

10,073

 

 

 

10,008

 

Debt issuance costs

 

10,775

 

 

 

9,936

 

Prepaid insurance

 

8,086

 

 

 

6,541

 

Solar Lease straight-line asset

 

6,744

 

 

 

5,722

 

Advances receivable from sales professionals

 

4,855

 

 

 

6,395

 

Prepaid inventory

 

 

 

 

50,104

 

Other non-current assets

 

4,326

 

 

 

7,023

 

Total other non-current assets

$

716,186

 

 

$

680,062

 

The Company recorded amortization of costs to obtain contracts of $9.7 million and $7.4 million for the three months ended June 30, 2020 and 2019. The Company recorded amortization of costs to obtain contracts of $15.3 million and $11.3 million for the six months ended June 30, 2020 and 2019. Costs to obtain contracts are amortized over the initial terms of customer contracts, which are either 20 years or 25 years.

v3.20.2
Intangible Assets
6 Months Ended
Jun. 30, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Intangible Assets

8.

Intangible Assets

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Cost:

 

 

 

 

 

 

 

Internal-use software

$

3,123

 

 

$

2,596

 

Developed technology

 

522

 

 

 

522

 

Trademarks/trade names

 

201

 

 

 

201

 

Total carrying value

 

3,846

 

 

 

3,319

 

Accumulated amortization:

 

 

 

 

 

 

 

Internal-use software

 

(401

)

 

 

(105

)

Developed technology

 

(425

)

 

 

(393

)

Trademarks/trade names

 

(130

)

 

 

(119

)

Total accumulated amortization

 

(956

)

 

 

(617

)

Total intangible assets, net

$

2,890

 

 

$

2,702

 

 

The Company recorded $0.1 million and a de minimis amount of amortization expense for the three months ended June 30, 2020 and 2019, which is included within general and administrative expense on the condensed consolidated statements of operations. The Company recorded $0.3 million and $0.1 million of amortization expense for the six months ended June 30, 2020 and 2019.

v3.20.2
Accrued Compensation
6 Months Ended
Jun. 30, 2020
Accrued Compensation Disclosure [Abstract]  
Accrued Compensation

9.

Accrued Compensation

Accrued compensation consisted of the following (in thousands):

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Accrued payroll

$

14,860

 

 

$

18,633

 

Accrued commissions

 

10,575

 

 

 

15,516

 

Total accrued compensation

$

25,435

 

 

$

34,149

 

 

v3.20.2
Accrued and Other Current Liabilities
6 Months Ended
Jun. 30, 2020
Payables And Accruals [Abstract]  
Accrued and Other Current Liabilities

10.

Accrued and Other Current Liabilities

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Accrued unused commitment fees and interest

$

20,006

 

 

$

16,995

 

Litigation Settlement

 

13,756

 

 

 

12,780

 

Accrued professional fees

 

11,459

 

 

 

5,546

 

Current portion of operating lease liabilities

 

8,921

 

 

 

8,436

 

Accrued workers' compensation

 

7,869

 

 

 

7,166

 

Current portion of lease pass-through financing obligation

 

4,840

 

 

 

5,147

 

Sales, use and property taxes payable

 

4,463

 

 

 

4,321

 

Workmanship accrual

 

4,246

 

 

 

4,217

 

External customer experience services

 

824

 

 

 

1,984

 

Accrued Inventory

 

672

 

 

 

4,667

 

Other accrued expenses

 

8,791

 

 

 

7,280

 

Total accrued and other current liabilities

$

85,847

 

 

$

78,539

 

 

v3.20.2
Debt Obligations
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Debt Obligations

11.

Debt Obligations

Debt obligations consisted of the following as of June 30, 2020 (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)

$

442,669

 

 

$

(45

)

 

$

(8,039

)

 

$

2,445

 

 

$

432,140

 

 

$

 

 

 

5.1

%

 

October 2028

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

 

336,767

 

 

 

(5

)

 

 

(5,472

)

 

 

295

 

 

 

330,995

 

 

 

 

 

 

5.0

 

 

August 2023

2017 Term loan facility

 

176,474

 

 

 

(140

)

 

 

(4,063

)

 

 

5,746

 

 

 

166,525

 

 

 

 

 

 

6.0

 

 

January 2035

2018 Forward flow loan facility

 

124,133

 

 

 

(93

)

 

 

(2,977

)

 

 

3,661

 

 

 

117,402

 

 

 

 

 

 

4.7

 

 

November 2039

2019 Forward flow loan facility

 

136,226

 

 

 

(7

)

 

 

(2,759

)

 

 

318

 

 

 

133,142

 

 

 

13,774

 

 

 

4.7

 

 

(4)

HoldCo Financing Facility

 

200,000

 

 

 

(96

)

 

 

(9,094

)

 

 

2,181

 

 

 

188,629

 

 

 

100,000

 

 

 

8.0

 

 

May 2023

Credit agreement

 

1,256

 

 

 

(1

)

 

 

(80

)

 

 

18

 

 

 

1,157

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warehouse facility

 

329,000

 

 

 

 

 

 

 

 

 

 

 

 

329,000

 

 

 

241,000

 

 

 

4.4

 

 

August 2023

Asset Financing Facility(6)

 

106,000

 

 

 

 

 

 

 

 

 

10,000

 

 

 

96,000

 

 

 

74,362

 

 

 

3.6

 

 

June 2023

Total debt

$

1,852,525

 

 

$

(387

)

 

$

(32,484

)

 

$

24,664

 

 

$

1,794,990

 

 

$

429,136

 

 

 

 

 

 

 

Debt obligations consisted of the following as of December 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)

$

448,277

 

 

$

(69

)

 

$

(8,414

)

 

$

3,639

 

 

$

436,155

 

 

$

 

 

 

5.1

%

 

October 2028

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

 

338,294

 

 

 

(5

)

 

 

(6,133

)

 

 

1,245

 

 

 

330,911

 

 

 

 

 

 

5.5

 

 

August 2023

2017 Term loan facility

 

180,365

 

 

 

(164

)

 

 

(4,235

)

 

 

7,882

 

 

 

168,084

 

 

 

 

 

 

6.0

 

 

January 2035

2018 Forward flow loan facility

 

124,800

 

 

 

(99

)

 

 

(3,083

)

 

 

3,622

 

 

 

117,996

 

 

 

 

 

 

4.7

 

 

November 2039

2019 Forward flow loan facility

 

82,813

 

 

 

 

 

 

(2,857

)

 

 

 

 

 

79,956

 

 

 

67,187

 

 

 

4.7

 

 

(4)

Credit agreement

 

1,266

 

 

 

(2

)

 

 

(93

)

 

 

17

 

 

 

1,154

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warehouse facility

 

250,000

 

 

 

 

 

 

 

 

 

 

 

 

250,000

 

 

 

75,000

 

 

 

4.3

 

 

August 2023

Asset Financing Facility(6)

 

99,000

 

 

 

 

 

 

 

 

 

 

 

 

99,000

 

 

 

81,362

 

 

 

5.2

 

 

June 2023

Total debt

$

1,524,815

 

 

$

(339

)

 

$

(24,815

)

 

$

16,405

 

 

$

1,483,256

 

 

$

223,549

 

 

 

 

 

 

 

 

(1)

The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are composed 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 composed of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted-average spread for all 2018-2 Notes of 2.95%.

(3)

The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $322.1 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 November 20, 2020.

(5)

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

(6)

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

The Company’s debt facilities include customary events of default, conditions to borrowing and covenants, including covenants that restrict, subject to certain exceptions, the Company’s ability to incur indebtedness, incur liens, make investments, make fundamental changes to its business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Additionally, the Company is required to maintain certain financial measurements and interest rate swaps for certain debt facilities. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. The Company’s debt facilities are secured by net cash flows from long-term customer contracts. The Company was in compliance with all debt covenants as of June 30, 2020.

Solar Asset Backed Notes, Series 2018-1

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

In addition to customary events of default and covenants, the 2018-1 Notes are subject to unscheduled prepayment events that generally are customary in nature for solar securitizations of this type, including (1) asset coverage ratios falling below certain levels, (2) a debt service coverage ratio falling below certain levels, (3) the failure to maintain insurance, and (4) the failure to repay the notes in full prior to the anticipated repayment date for such class of notes. The occurrence of an unscheduled prepayment event or an event of default could result in the more rapid repayment of the 2018-1 Notes, and the occurrence of an event of default could, in certain instances, result in the liquidation of the collateral securing the 2018-1 Notes. The 2018-1 Notes are secured by, and payable solely from the cash flow generated by the membership interests in certain indirectly owned subsidiaries of the Company, each of which subsidiaries is the managing member of a project company that owns a pool of photovoltaic systems and related Solar Leases and PPAs and ancillary rights and agreements that were originated by a wholly owned subsidiary of the Company. As of June 30, 2020, the Company had $17.7 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 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 at the level of the subsidiary entity that entered into the 2018-2 Notes and certain liquidity requirements. As of June 30, 2020, the Company had $27.5 million in required reserves outstanding in collateral accounts with the administrative agent, which are included in restricted cash and cash equivalents.

2017 Term Loan Facility

In January 2017, a wholly owned subsidiary of the Company entered into a long-term fixed rate credit agreement (the “2017 Term Loan Facility”). Interest on borrowings accrues at an annual fixed rate equal to 6.0% and is payable in arrears. Certain principal payments are due on a quarterly basis, subject to the occurrence of certain events. As of June 30, 2020, the Company had $20.7 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

2018 Forward Flow Loan Facility

In August 2018, a subsidiary that is indirectly owned by the Company together with investors, entered into a loan agreement (the “2018 Forward Flow Loan Facility”) pursuant to which the Company borrowed an aggregate principal amount of $124.8 million. The Company was permitted to make multiple borrowings under the 2018 Forward Flow Loan Facility during the availability period. In November 2019, all outstanding loans under the 2018 Forward Flow Facility were aggregated into a single term loan with a maturity date of November 20, 2039. Interest on the aggregated term loan accrues at an annual fixed rate of 4.7%. The interest rate of the aggregated term loan is a blended rate based on weighted draws during the availability period. Upon the occurrence of certain events, the Company will be required to make prepayments of the loans, including payment of a make-whole amount in certain circumstances. As of June 30, 2020, the Company had $6.5 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

2019 Forward Flow Loan Facility

In May 2019, a subsidiary that is indirectly owned by the Company together with investors, entered into a loan agreement (the “2019 Forward Flow Loan Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $150.0 million. The Company may make multiple borrowings under the 2019 Forward Flow Loan Facility during the availability period, which will continue no later than November 20, 2020. After the availability period, all outstanding loans under the 2019 Forward Flow Loan Facility will be aggregated into a single term loan with a maturity date 20 years after the date of aggregation. On any anniversary of the date of aggregation occurring from and after the sixth such anniversary, upon notice to the lenders, the Company may borrow additional loans under the 2019 Forward Flow Loan Facility if the Company is projected to have sufficient net cash flow to service such additional debt. If any lender declines to fund such additional loans, the Company will have the right to prepay outstanding loans from such lender in an amount equal to 102.5% of such loans, plus accrued and unpaid interest, without any make-whole amount. Interest on each loan will accrue at an annual rate equal to the greater of (a) 4.70% and (b) the U.S. Treasury rate for the weighted-average life of such loan, plus an applicable margin equal to 2.35%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year. Upon the occurrence of certain events, the Company will be required to make prepayments of the loans, including payment of a make-whole amount in certain circumstances. As of June 30, 2020, the Company had $3.6 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

HoldCo Financing Facility

In May 2020, a wholly owned subsidiary of the Company entered into a loan agreement (the “HoldCo Financing Facility”) under which the Company may incur up to an aggregate principal amount of $300.0 million in term borrowings. The Company drew down $200.0 million of the term borrowings in May 2020 and $100.0 million of delayed draw commitments are available to be drawn upon the satisfaction of certain customary conditions precedent. The HoldCo Financing Facility provides that loans under the facility are intended to be used for general corporate purposes of the Company and its subsidiaries. The HoldCo Financing Facility matures on May 26, 2023. The loans under the HoldCo Financing Facility shall accrue interest at a fixed interest rate equal to 8.0% per annum.

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%.

Warehouse Facility

In August 2019, a wholly owned subsidiary of the Company entered into a floating rate revolving warehouse facility (the “Warehouse Facility”) pursuant to which it may borrow up to an aggregate principal amount of $325.0 million. In May 2020 the Warehouse Facility was amended to increase the revolving advance commitments by $245.0 million. As amended, the Warehouse Facility provides for an aggregate of $570.0 million in revolving advance commitments. Subsequent to the May 2020 amendments, during the period in which the Company may make borrowings under the Warehouse Facility, which is currently anticipated to continue until August 2022, interest on borrowings accrues at an annual rate equal to the applicable adjusted LIBOR rate plus 3.10%. Thereafter, interest will accrue at an annual rate equal to the applicable adjusted LIBOR rate plus 4.10%. In addition, the Company is required to maintain interest rate hedging arrangements such that not less than 90.0% of the aggregate expected amortization profile of all outstanding revolving advances is subject to a fixed interest rate or other interest rate protection. Initially, subject to the terms of the Warehouse Facility, only interest payments are due on a quarterly basis, through the availability period, and then certain principal and interest payments may be due. These payments will occur on the 15th of January, April, July and October of each year, subject to the occurrence of certain events, including a borrowing base deficiency and dispositions with respect to any of the collateral. Principal and interest payable under the Warehouse Facility mature in four years and optional prepayments, in whole or in part, are permitted under the Warehouse Facility no more than once per month, without premium or penalty apart from any customary LIBOR breakage provisions. As of June 30, 2020, the Company had $8.8 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

Asset Financing Facility

In December 2019, a wholly owned subsidiary of the Company entered into a loan and security agreement (the “Asset Financing Facility”), under which the Company may incur up to an aggregate principal amount of $200.0 million in revolver borrowings. The Asset Financing Facility matures in June 2023. In addition to the outstanding borrowings as of June 30, 2020, the Company had established letters of credit under the Asset Financing Facility for up to $19.6 million related to insurance and retail contracts. Borrowings under the Asset Financing Facility may be designated as base rate loans or LIBOR loans, subject to certain terms and conditions. Base rate loans accrue interest at a rate per year equal to 2.25% plus the highest of (i) the federal funds rate plus 0.5%, (ii) Bank of America, N.A.’s published “prime rate,” and (iii) LIBOR rate plus 1.0%, subject to a 0.0% floor. LIBOR loans accrue interest at a rate per annum equal to 3.25% plus the fluctuating rate of interest equal to LIBOR or a comparable successor rate approved by the administrative agent, subject to a 0.0% floor. In addition to customary covenants for this type of facility, the Company is subject to a financial covenant and is required to have unencumbered cash and cash equivalents at the end of each fiscal quarter of at least the greater of (i) $30.0 million and (ii) the amount of unencumbered liquidity to be maintained by the Company in accordance with any loan documents governing its recourse debt facilities. As of June 30, 2020, the Company was in compliance with such covenants. Additionally, as of June 30, 2020, the Company had $1.9 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents.

v3.20.2
Leases
6 Months Ended
Jun. 30, 2020
Lessee Disclosure [Abstract]  
Leases

12.

Leases

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

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Lease cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance lease cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of right-of-use assets

$

823

 

 

$

366

 

 

$

1,537

 

 

$

660

 

Interest on lease liabilities

 

157

 

 

 

58

 

 

 

310

 

 

 

84

 

Operating lease cost

 

3,574

 

 

 

2,770

 

 

 

6,967

 

 

 

5,540

 

Short-term lease cost

 

355

 

 

 

579

 

 

 

719

 

 

 

1,301

 

Total lease cost

$

4,909

 

 

$

3,773

 

 

$

9,533

 

 

$

7,585

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash outflows

$

157

 

 

$

58

 

 

$

310

 

 

$

84

 

Financing cash outflows

$

920

 

 

$

306

 

 

$

2,116

 

 

$

577

 

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

$

361

 

 

$

2,703

 

 

$

2,025

 

 

$

3,756

 

Weighted-average remaining lease term (in years)

 

3.2

 

 

 

3.6

 

 

 

3.2

 

 

 

3.6

 

Weighted-average discount rate

 

7.0

%

 

 

7.7

%

 

 

7.0

%

 

 

7.7

%

Operating leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash outflows

$

3,397

 

 

$

2,809

 

 

$

6,738

 

 

$

5,635

 

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

$

1,540

 

 

$

1,755

 

 

$

13,770

 

 

$

8,665

 

Weighted-average remaining lease term (in years)

 

8.7

 

 

 

9.4

 

 

 

8.7

 

 

 

9.4

 

Weighted-average discount rate

 

7.3

%

 

 

8.0

%

 

 

7.3

%

 

 

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

Future minimum lease payments for the Company’s finance leases as of June 30, 2020 were as follows (in thousands):

2020

$

1,518

 

2021

 

3,034

 

2022

 

2,908

 

2023

 

1,938

 

2024

 

122

 

Thereafter

 

 

Total minimum lease payments

 

9,520

 

Less: interest

 

957

 

Present value of finance lease obligations

 

8,563

 

Less: current portion

 

2,534

 

Long-term portion

$

6,029

 

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 operating lease agreements typically include options to extend the lease term and typically do not include purchase options. The Company includes lease extension options in the right-of-use asset and lease liability when the Company is reasonably certain it will exercise the options. The rates implicit in the Company’s operating leases are not readily determinable. As such, the Company uses its incremental borrowing rate to calculate the present value of its operating lease liabilities. For all non-cancellable lease arrangements, there are no bargain renewal options, penalties for failure to renew, or any guarantee by the Company of the lessor’s debt or a loan from the Company to the lessor related to the leased property.

Future minimum lease payments under non-cancellable operating leases as of June 30, 2020 were as follows (in thousands):

2020

$

6,699

 

2021

 

11,531

 

2022

 

8,982

 

2023

 

7,373

 

2024

 

6,850

 

Thereafter

 

39,375

 

Total minimum lease payments

 

80,810

 

Less: present value impact

 

22,208

 

Present value of operating lease obligations

 

58,602

 

Less: current portion

 

8,921

 

Long-term portion

$

49,681

 

 

v3.20.2
Derivative Financial Instruments
6 Months Ended
Jun. 30, 2020
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments

13.

Derivative Financial Instruments

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

 

 

June 30, 2020

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

57,123

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

26,258

 

 

Other non-current liabilities

 

 

 

December 31, 2019

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

28,070

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

3,245

 

 

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 Warehouse Facility, the Company is required to maintain interest rate swaps such that not less than 90% of the aggregate expected amortization profile of all outstanding revolving advances is subject to a fixed interest rate. The Company is required to meet this threshold within five business days after the end of each quarterly period. As of June 30, 2020, the Company had entered into interest rate swaps with an aggregate notional amount of approximately $302.0 million. The Company did not designate these interest rate swaps as hedge instruments and accounts for any changes in fair value in other expense, net.

In connection with the 2018-2 Notes, the Company entered into interest rate swaps to offset changes in the variable interest rate for a portion of these notes. As of June 30, 2020, the notional amount of these interest rate swaps was $322.1 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 (“AOCI”) expected to be reclassified to interest expense within the next 12 months is approximately $8.6 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 on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended June 30,

 

 

 

2020

 

 

2019

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

3,591

 

 

$

9,967

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

30,828

 

 

$

16,627

 

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

 

 

Three Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

Interest expense, net

 

 

Other expense, net

 

 

Interest expense, net

 

 

Other expense, net

 

Total amounts presented in the income statement line items

 

$

24,712

 

 

$

1,145

 

 

$

19,472

 

 

$

1,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses reclassified from AOCI into income

 

$

881

 

 

$

 

 

$

238

 

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses recognized in income

 

 

 

 

 

1,145

 

 

 

 

 

 

1,366

 

Total losses

 

$

881

 

 

$

1,145

 

 

$

238

 

 

$

1,366

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

Interest expense, net

 

 

Other expense, net

 

 

Interest expense, net

 

 

Other expense, net

 

Total amounts presented in the income statement line items

 

$

46,344

 

 

$

29,503

 

 

$

38,599

 

 

$

2,750

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses reclassified from AOCI into income

 

$

1,775

 

 

$

 

 

$

560

 

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses recognized in income

 

 

 

 

 

29,503

 

 

 

 

 

 

2,750

 

Total losses

 

$

1,775

 

 

$

29,503

 

 

$

560

 

 

$

2,750

 

 

v3.20.2
Investment Funds
6 Months Ended
Jun. 30, 2020
Summarized Financial Data Of Subsidiary [Abstract]  
Investment Funds

14.

Investment Funds

The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. As of June 30, 2020 and December 31, 2019, the aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands):

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

56,939

 

 

$

82,764

 

Accounts receivable, net

 

23,890

 

 

 

8,922

 

Prepaid expenses and other current assets

 

2,103

 

 

 

1,676

 

Total current assets

 

82,932

 

 

 

93,362

 

Restricted cash and cash equivalents

 

10,092

 

 

 

8,890

 

Solar energy systems, net

 

1,683,849

 

 

 

1,587,354

 

Other non-current assets, net

 

591,560

 

 

 

504,668

 

Total assets

$

2,368,433

 

 

$

2,194,274

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Distributions payable to non-controlling interests and redeemable

   non-controlling interests

$

15,458

 

 

$

10,253

 

Current portion of long-term debt

 

3,979

 

 

 

3,622

 

Current portion of deferred revenue

 

2,282

 

 

 

2,590

 

Accrued and other current liabilities

 

6,710

 

 

 

6,394

 

Total current liabilities

 

28,429

 

 

 

22,859

 

Long-term debt, net of current portion

 

250,544

 

 

 

197,952

 

Deferred revenue, net of current portion

 

18,396

 

 

 

12,242

 

Other non-current liabilities

 

260

 

 

 

301

 

Total liabilities

$

297,629

 

 

$

233,354

 

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

Fund investors for three of the funds are managed indirectly by The Blackstone Group L.P. (the “Sponsor”) and are considered related parties. As of June 30, 2020 and December 31, 2019, the cumulative total of contributions into the VIEs by all investors was $2,111.5 million and $1,949.7 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 $42.9 million and $43.8 million as of June 30, 2020 and December 31, 2019.

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

The lease pass-through financing obligation is nonrecourse. As of June 30, 2020 and December 31, 2019, the Company had recorded financing liabilities of $4.3 million and $4.6 million related to this fund arrangement, which was the lease pass-through financing obligation recorded in other liabilities.

Guarantees

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

The Company is contractually obligated to make certain VIE investors whole for losses that the investors may suffer in certain limited circumstances resulting from the disallowance or recapture of ITCs. The Company has concluded that the likelihood of a significant recapture event is remote and consequently has not recorded any liability in the condensed consolidated financial statements for any potential recapture exposure. The maximum potential future payments that the Company could have to make under this obligation would depend on the Internal Revenue Service (“IRS”) successfully asserting upon audit that the fair market values of the solar energy systems sold or transferred to the funds as determined by the Company exceeded the allowable basis for the systems for purposes of claiming ITCs. The fair market values of the solar energy systems and related ITCs are determined and the ITCs are allocated to the fund investors in accordance with the funds’ governing agreements. Due to uncertainties associated with estimating the timing and amounts of distributions, the likelihood of an event that may trigger repayment, forfeiture or recapture of ITCs to such investors, and the fact that the Company cannot determine how the IRS will evaluate system values used in claiming ITCs, the Company cannot determine the potential maximum future payments that are required under these guarantees. As of June 30, 2020, 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 $10.0 million and $8.1 million as of June 30, 2020 and December 31, 2019.

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 June 30, 2020. Distributions paid to reimburse fund investors totaled $1.1 million during the six months ended June 30, 2020. As of June 30, 2020, the Company accrued an estimated $2.6 million in distributions to reimburse fund investors.

Certain tax equity funds and debt facilities require the Company to maintain an aggregate amount of $30.0 million of unencumbered cash and cash equivalents at the end of each month.

v3.20.2
Redeemable Non-Controlling Interests and Equity
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Redeemable Non-Controlling Interests and Equity

15.

Redeemable Non-Controlling Interests and Equity

Common Stock

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Shares available for grant under equity incentive plans

 

16,280

 

 

 

13,060

 

Restricted stock units issued and outstanding

 

5,969

 

 

 

6,271

 

Stock options issued and outstanding

 

5,069

 

 

 

5,421

 

Long-term incentive plan

 

2,706

 

 

 

2,706

 

Total

 

30,024

 

 

 

27,458

 

Redeemable Non-Controlling Interests and Non-Controlling Interests

Eight 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 eight 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 eight 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.

v3.20.2
Equity Compensation Plans
6 Months Ended
Jun. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity Compensation Plans

16.

Equity Compensation Plans

Equity Incentive Plans

2014 Equity Incentive Plan

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

As of June 30, 2020, a total of 16.3 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 4.9 million shares became available to grant in January 2020 under the 2014 Plan.

Stock Options

Stock Option Activity

Stock option activity for the six months ended June 30, 2020 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, 2019

 

5,421

 

 

$

4.21

 

 

 

 

 

 

$

17,073

 

Granted

 

660

 

 

 

8.21

 

 

 

 

 

 

 

 

 

Exercised

 

(978

)

 

 

1.58

 

 

 

 

 

 

 

 

 

Cancelled

 

(34

)

 

 

6.36

 

 

 

 

 

 

 

 

 

Outstanding—June 30, 2020

 

5,069

 

 

$

5.23

 

 

 

8.2

 

 

$

23,874

 

Options vested and exercisable—June 30, 2020

 

1,669

 

 

$

3.86

 

 

 

7.0

 

 

$

10,263

 

RSUs

RSU activity for the six months ended June 30, 2020 was as follows (awards in thousands):

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Awards

 

 

Fair Value

 

Outstanding at December 31, 2019

 

6,271

 

 

$

4.85

 

Granted

 

1,370

 

 

 

8.18

 

Vested(1)

 

(1,419

)

 

 

4.42

 

Forfeited

 

(253

)

 

 

5.15

 

Outstanding at June 30, 2020

 

5,969

 

 

$

5.71

 

 

(1)

Vested RSUs include shares withheld on behalf of participants to satisfy tax withholding requirements.

Stock-Based Compensation Expense

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

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Cost of revenue

$

459

 

 

$

404

 

 

$

827

 

 

$

736

 

Sales and marketing

 

1,000

 

 

 

806

 

 

 

1,956

 

 

 

1,541

 

General and administrative

 

2,833

 

 

 

2,915

 

 

 

5,416

 

 

 

5,499

 

Research and development

 

33

 

 

 

31

 

 

 

65

 

 

 

59

 

Total stock-based compensation

$

4,325

 

 

$

4,156

 

 

$

8,264

 

 

$

7,835

 

Unrecognized stock-based compensation expense for RSUs and stock options as of June 30, 2020 was as follows (in thousands, except years):

 

Unrecognized

 

 

Weighted-

 

 

Stock-Based

 

 

Average Period

 

 

Compensation

 

 

of Recognition

 

 

Expense

 

 

(in years)

 

RSUs

$

22,609

 

 

 

1.8

 

Stock options

 

8,354

 

 

 

1.9

 

Total unrecognized stock-based compensation expense

$

30,963

 

 

 

 

 

 

v3.20.2
Income Taxes
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
Income Taxes

17.

Income Taxes

The income tax expense for the three months ended June 30, 2020 and 2019 was calculated on a discrete basis resulting in a consolidated quarterly effective income tax rate of (62.4)% and (51.9)%. For the six months ended June 30, 2020 and 2019 the Company’s consolidated effective income tax rate was (36.3)% and (48.1)%. The variations between the consolidated effective income tax rate and the U.S. federal statutory rate for the three and six months ended June 30, 2020 and 2019 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. Additionally, the consolidated effective income tax rate for the three and six months ended June 30, 2020 reflects the benefit from the net operating loss carryback provisions pursuant to the CARES Act.

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, both current and deferred, as a component of income tax expense during the period in which the transfers occur. The Company recognizes income tax effects directly to continuing operations and AOCI pursuant to applicable intraperiod allocation rules. The Company’s policy is to release income tax effects from AOCI using an item-by-item approach when the circumstances upon which they are premised cease to exist.

v3.20.2
Related Party Transactions
6 Months Ended
Jun. 30, 2020
Related Party Transactions [Abstract]  
Related Party Transactions

18.

Related Party Transactions

The Company’s condensed consolidated statements of operations included related party transactions of $0.3 million and $0.2 million within sales and marketing for the three months ended June 30, 2020 and 2019. The Company’s condensed consolidated statements of operations included related party transactions of $0.6 million and $1.0 million within sales and marketing for the six months ended June 30, 2020 and 2019.

Vivint Services

The Company has a number of agreements with its sister company, Vivint Smart Home, Inc. (“Vivint”). The Company has 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 will continue to automatically renew unless written notice of termination is provided by one of the parties to the other. The Company and Vivint have also agreed to non-solicitation provisions under a recruiting services agreement that matches the term of the sales dealer agreement.

The Company made payments under agreements with Vivint of $1.1 million and $3.8 million for the three months ended June 30, 2020 and 2019. The Company made payments under these agreements of $2.8 million and $6.2 million for the six months ended June 30, 2020 and 2019. These amounts reflect the level of services provided by Vivint on behalf of the Company.

Under agreements with Vivint, the Company recorded payable balances to Vivint of $0.1 million and $2.2 million in accounts payable as of June 30, 2020 and December 31, 2019.

Advances ReceivableRelated Party

Net amounts due from direct-sales professionals were $5.0 million and $6.6 million as of June 30, 2020 and December 31, 2019. The Company provided a reserve of $0.6 million and $0.4 million as of June 30, 2020 and December 31, 2019 related to advances to direct-sales professionals 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 $1.4 million as of June 30, 2020 and December 31, 2019, included in distributions payable to non-controlling and redeemable non-controlling interests. See Note 14—Investment Funds.

v3.20.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

19.Commitments and Contingencies

Letters of Credit

As of June 30, 2020, the Company had established letters of credit under the Asset Financing Facility for up to $19.6 million related to insurance and retail contracts.

Indemnification Obligations

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

Residual Commission Payments

The Company pays a portion of sales commissions to its sales professionals on a deferred basis. The amount deferred is based on the value of the system sold by the sales professional and payment is based on the sales professional 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 professional 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. In the second quarter of 2019, this plan was changed such that no new accounts were added to this deferred payment plan. As of June 30, 2020, 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 $0.9 million.

Legal Proceedings and Regulatory Matters

In February 2018, two former employees, on behalf of themselves and other direct sellers, named the Company in a putative class and Private Attorneys General Act action in San Diego County Superior Court, California, alleging that the Company misclassified those employees and violated other wage and hour laws. The Company disputes the allegations and has retained counsel to defend it in the litigation. On October 7, 2019, the Company entered into a class action settlement agreement, pursuant to which the Company has agreed to pay $7.25 million to settle the claims in the lawsuit, which was accrued by the Company in general and administrative expense in 2019. The settlement is subject to court approval. On July 10, 2020, the court granted final approval of the settlement.

In March 2018, the New Mexico Attorney General’s office filed an action against the Company and several of its officers in New Mexico State Court, 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. On July 14, 2020, the Company and the New Mexico Attorney General’s office entered into a Memorandum of Understanding whereby they will enter into a mutually agreeable settlement document within 35 days to resolve and dismiss the action for a one-time payment of $1.95 million plus other non-monetary consideration, which pending the final settlement documentation, has been accrued in the Company’s condensed consolidated balance sheet as of June 30, 2020.

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. In August 2019, the Company reached a settlement to resolve the class action on a nationwide basis for a payment of approximately $1.0 million (including plaintiff’s attorneys’ fees), which was accrued by the Company in general and administrative expense in 2019. On June 2, 2020, the court granted final approval of the settlement.

In October 2018, a former employee filed a representative action in Sacramento County Superior Court, California, 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 professional filed a representative action in Orange County Superior Court, California, 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. In November 2019, the parties entered into an agreement pursuant to which the plaintiff agreed that the resolution of the February 2018 class action referenced above would resolve all of the claims in this action. On July 10, 2020, the court dismissed the case with prejudice.

In June 2019, a former sales professional filed a representative action in San Diego County Superior Court, California, 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 resolution of the February 2018 class action referenced above resolves the representative claims pursuant to California’s Private Attorneys General Act.

In October 2019, two separate, purported stockholders filed separate putative class actions in the U.S. District Court for the Eastern District of New York purportedly on behalf of themselves and all others similarly situated. The lawsuits allege violations of federal securities laws and seek unspecified compensatory damages, attorneys’ fees and costs. In March 2020, the court consolidated the two actions and appointed lead plaintiffs and lead counsel to represent the putative class. The court-appointed lead plaintiffs filed an amended and consolidated complaint in the action. The Company will respond to the amended and consolidated complaint, and it reserves all of its rights and objections with regard to jurisdictional challenges and venue as well as any other objections and motions related to the amended and consolidated complaint. The Company disputes the plaintiffs’ allegations 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 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 December 2019, ten customers who signed residential power purchase agreements named the Company in a putative class action lawsuit in the U.S. District Court for the Northern District of California alleging that the agreements contain unlawful termination fee provisions. In March 2020, the court issued an order compelling eight of the plaintiffs to arbitrate their claims. 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 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 December 2019, a former installer filed a representative action in San Diego Superior Court, California, asserting various wage and hour claims. 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 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 January 2020, the Company entered into a settlement agreement called an Assurance of Discontinuance (“Settlement”) with the New York Attorney General (“NYAG”). The Settlement requires that the Company adopt certain changes to its sales and marketing practices in New York and pay approximately $2.0 million to the State of New York in three payments. The Company accrued this amount in its financial statements as of December 31, 2019 and has paid $1.5 million. The Settlement required that the Company notify New York customers about the Settlement and their potential rights under it, including the potential rights to have the Company remove their system, leave their property in a watertight condition, cancel contracts, and refund amounts paid, and/or to repair property damage. The NYAG will be the final arbiter of any disputes as to the consumer’s eligibility for relief. The Company has accrued another $2.0 million for this potential liability in general and administrative expenses for the period ending December 31, 2019, which represents the Company’s current best estimate of potential loss. Future adjustments to the Company’s current accrual, which currently cannot be estimated, could adversely impact the Company’s operating results in the period(s) in which any such adjustments are made. Actual expenses may deviate materially from the Company’s estimate.

In March 2020, a shareholder filed a derivative action against various officers and directors of the Company in the Delaware Chancery Court, alleging that they breached their duties of loyalty, care, and good faith. The Company is named as a nominal defendant. The defendants dispute the allegations in the complaint and have retained counsel to represent them 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 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 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 currently 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.

v3.20.2
Basic and Diluted Net Loss Per Share
6 Months Ended
Jun. 30, 2020
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 the six months ended June 30, 2020 and 2019 (in thousands, except per share amounts):

 

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common stockholders

$

(1,241

)

 

$

(28,567

)

 

$

(41,501

)

 

$

(54,809

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, basic and diluted

 

124,844

 

 

 

120,869

 

 

 

124,383

 

 

 

120,589

 

Net loss attributable per share to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

$

(0.01

)

 

$

(0.24

)

 

$

(0.33

)

 

$

(0.45

)

 

For all periods presented, the Company incurred net losses attributable to common stockholders. As such, the effect of the Company’s outstanding stock options and restricted stock units were not included in the calculations of diluted net loss attributable per share to common stockholders as the effect would have been anti-dilutive. The weighted-average number of potentially dilutive securities that were not included in the diluted per share calculations because they would have been anti-dilutive was as follows (in thousands):

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Restricted stock units

 

5,692

 

 

 

7,040

 

 

 

5,810

 

 

 

6,850

 

Stock options

 

4,649

 

 

 

5,146

 

 

 

4,719

 

 

 

4,782

 

Total

 

10,341

 

 

 

12,186

 

 

 

10,529

 

 

 

11,632

 

 

v3.20.2
Subsequent Events
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

21.

Subsequent Events

On July 6, 2020, the Company, Sunrun, and Merger Sub entered into the Merger Agreement, pursuant to which, subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation of the Merger as a direct wholly owned subsidiary of Sunrun.

If the Merger is completed, each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger, except for certain specified shares, will be converted automatically into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock and, if applicable, an amount in cash, without interest and less any applicable withholding taxes, rounded down to the nearest cent, in lieu of any fractional share interest in Sunrun common stock to which the holder otherwise would have been entitled.

The completion of the Merger is subject to customary conditions. The Company anticipates that the Merger will be completed in the fourth quarter of 2020. However, the Company cannot predict with certainty whether and when any of the required closing conditions will be satisfied or if other uncertainties may arise.

The Merger Agreement provides for certain termination rights for both parties. If the Merger Agreement is terminated due to the Company’s or Sunrun’s breach of certain representations, warranties, covenants or agreements under certain specified circumstances, the Company would be required to pay Sunrun a termination fee of $54.0 million or Sunrun would be required to pay the Company a termination fee of $107.0 million. The Merger Agreement also provides the Company the right to terminate it if Sunrun breaches certain obligations related to obtaining expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in which case Sunrun instead would be required to pay the Company a termination fee of $45.0 million.

v3.20.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2020
Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 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 six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2020 or for any other interim period or other future year.

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

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

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. The impact of COVID-19 has resulted in changes to the capital markets. The timing and type of funding the Company expects to obtain as part of its planned business processes has been disrupted in the recent past as a result of COVID-19 and may be disrupted in the future. Future funding may prove to be more expensive and less favorable than previously expected. 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’ solar energy 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 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 standalone selling price that the Company would charge for these services if offered separately from the sale of the solar energy system. As of June 30, 2020 and December 31, 2019, the Company had allocated deferred revenue of $5.6 million and $4.7 million to monitoring services that will be recognized over the term of the monitoring services.

Measurement of Credit Losses on Financial Instruments

Measurement of Credit Losses on Financial Instruments

The Company adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”) on January 1, 2020. 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 Topic 326, the Company’s accounts receivable and certain contract assets are considered financial assets measured at an amortized cost basis and will be presented at the net amount expected to be collected using this updated methodology. Utilizing the Company’s historical default rate and reviewing current economic conditions, the Company estimated the allowance for credit losses that would be required. The Company applied Topic 326 through a modified retrospective approach with a cumulative-effect adjustment of approximately $0.3 million to retained earnings as of January 1, 2020. The Company evaluates its allowance for credit losses at each reporting period and adjusts as necessary in accordance with principles of Topic 326.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This update provides optional temporary expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or other rates affected by reference rate reform if certain criteria are met. This ASU is effective now through December 31, 2022. The Company has long-term debt facilities and hedging instruments that are linked to LIBOR and currently anticipates using certain of the optional expedients available under this ASU. The Company is still evaluating the impact of this update on its condensed consolidated financial statements and related disclosures.

v3.20.2
Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 2020
Fair Value Disclosures [Abstract]  
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis

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

 

 

June 30, 2020

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

83,381

 

 

$

 

 

$

83,381

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

3,245

 

 

$

 

 

$

3,245

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

 

 

$

28,070

 

 

$

 

 

$

28,070

 

 

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

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

 

June 30, 2020

 

 

December 31, 2019

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

Floating-rate long-term debt

$

907,992

 

 

$

907,992

 

 

$

894,907

 

 

$

894,907

 

Fixed-rate long-term debt

 

944,533

 

 

 

1,006,405

 

 

 

629,908

 

 

 

702,895

 

Subtotal long-term debt

 

1,852,525

 

 

$

1,914,397

 

 

 

1,524,815

 

 

$

1,597,802

 

Unamortized debt issuance costs

 

(32,871

)

 

 

 

 

 

 

(25,154

)

 

 

 

 

Total long-term debt

$

1,819,654

 

 

 

 

 

 

$

1,499,661

 

 

 

 

 

v3.20.2
Inventories (Tables)
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
Summary of Inventories

Inventories consisted of the following (in thousands):

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Solar energy systems held for sale

$

12,422

 

 

$

19,892

 

Photovoltaic installation products

 

722

 

 

 

684

 

Total inventories

$

13,144

 

 

$

20,576

 

v3.20.2
Solar Energy Systems (Tables)
6 Months Ended
Jun. 30, 2020
Solar Energy Systems Disclosure [Abstract]  
Solar Energy Systems

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

System equipment costs

$

2,045,127

 

 

$

1,926,809

 

Less: Accumulated depreciation

 

(235,923

)

 

 

(205,338

)

 

 

1,809,204

 

 

 

1,721,471

 

Solar energy system inventory

 

63,827

 

 

 

38,390

 

Solar energy systems, net

$

1,873,031

 

 

$

1,759,861

 

v3.20.2
Property and Equipment (Tables)
6 Months Ended
Jun. 30, 2020
Property Plant And Equipment [Abstract]  
Summary of Property and Equipment Net

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

 

 

 

Estimated

 

June 30,

 

 

December 31,

 

 

 

Useful Lives

 

2020

 

 

2019

 

Leasehold improvements

 

1-12 years

 

$

12,327

 

 

$

10,458

 

Vehicles acquired under finance leases

 

3-4 years

 

 

11,849

 

 

 

10,280

 

Furniture and computer and other equipment

 

3-5 years

 

 

5,894

 

 

 

5,021

 

 

 

 

 

 

30,070

 

 

 

25,759

 

Less: Accumulated depreciation and amortization

 

 

 

 

(10,049

)

 

 

(8,259

)

Property and equipment, net

 

 

 

$

20,021

 

 

$

17,500

 

 

v3.20.2
Other Non-Current Assets (Tables)
6 Months Ended
Jun. 30, 2020
Other Assets Noncurrent Disclosure [Abstract]  
Schedule of Other Non-Current Assets

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

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Costs to obtain contracts

$

708,846

 

 

$

615,385

 

Accumulated amortization of costs to obtain contracts

 

(85,513

)

 

 

(70,170

)

Operating lease right-of-use assets

 

47,994

 

 

 

39,118

 

Sales incentives

 

10,073

 

 

 

10,008

 

Debt issuance costs

 

10,775

 

 

 

9,936

 

Prepaid insurance

 

8,086

 

 

 

6,541

 

Solar Lease straight-line asset

 

6,744

 

 

 

5,722

 

Advances receivable from sales professionals

 

4,855

 

 

 

6,395

 

Prepaid inventory

 

 

 

 

50,104

 

Other non-current assets

 

4,326

 

 

 

7,023

 

Total other non-current assets

$

716,186

 

 

$

680,062

 

v3.20.2
Intangible Assets (Tables)
6 Months Ended
Jun. 30, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Summary of Net Intangible Assets Included in Other Non Current assets , Net

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Cost:

 

 

 

 

 

 

 

Internal-use software

$

3,123

 

 

$

2,596

 

Developed technology

 

522

 

 

 

522

 

Trademarks/trade names

 

201

 

 

 

201

 

Total carrying value

 

3,846

 

 

 

3,319

 

Accumulated amortization:

 

 

 

 

 

 

 

Internal-use software

 

(401

)

 

 

(105

)

Developed technology

 

(425

)

 

 

(393

)

Trademarks/trade names

 

(130

)

 

 

(119

)

Total accumulated amortization

 

(956

)

 

 

(617

)

Total intangible assets, net

$

2,890

 

 

$

2,702

 

v3.20.2
Accrued Compensation (Tables)
6 Months Ended
Jun. 30, 2020
Accrued Compensation Disclosure [Abstract]  
Summary of Accrued Compensation

Accrued compensation consisted of the following (in thousands):

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Accrued payroll

$

14,860

 

 

$

18,633

 

Accrued commissions

 

10,575

 

 

 

15,516

 

Total accrued compensation

$

25,435

 

 

$

34,149

 

v3.20.2
Accrued and Other Current Liabilities (Tables)
6 Months Ended
Jun. 30, 2020
Payables And Accruals [Abstract]  
Schedule of Accrued and Other Current Liabilities

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Accrued unused commitment fees and interest

$

20,006

 

 

$

16,995

 

Litigation Settlement

 

13,756

 

 

 

12,780

 

Accrued professional fees

 

11,459

 

 

 

5,546

 

Current portion of operating lease liabilities

 

8,921

 

 

 

8,436

 

Accrued workers' compensation

 

7,869

 

 

 

7,166

 

Current portion of lease pass-through financing obligation

 

4,840

 

 

 

5,147

 

Sales, use and property taxes payable

 

4,463

 

 

 

4,321

 

Workmanship accrual

 

4,246

 

 

 

4,217

 

External customer experience services

 

824

 

 

 

1,984

 

Accrued Inventory

 

672

 

 

 

4,667

 

Other accrued expenses

 

8,791

 

 

 

7,280

 

Total accrued and other current liabilities

$

85,847

 

 

$

78,539

 

 

v3.20.2
Debt Obligations (Tables)
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Schedule of Debt

Debt obligations consisted of the following as of June 30, 2020 (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)

$

442,669

 

 

$

(45

)

 

$

(8,039

)

 

$

2,445

 

 

$

432,140

 

 

$

 

 

 

5.1

%

 

October 2028

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

 

336,767

 

 

 

(5

)

 

 

(5,472

)

 

 

295

 

 

 

330,995

 

 

 

 

 

 

5.0

 

 

August 2023

2017 Term loan facility

 

176,474

 

 

 

(140

)

 

 

(4,063

)

 

 

5,746

 

 

 

166,525

 

 

 

 

 

 

6.0

 

 

January 2035

2018 Forward flow loan facility

 

124,133

 

 

 

(93

)

 

 

(2,977

)

 

 

3,661

 

 

 

117,402

 

 

 

 

 

 

4.7

 

 

November 2039

2019 Forward flow loan facility

 

136,226

 

 

 

(7

)

 

 

(2,759

)

 

 

318

 

 

 

133,142

 

 

 

13,774

 

 

 

4.7

 

 

(4)

HoldCo Financing Facility

 

200,000

 

 

 

(96

)

 

 

(9,094

)

 

 

2,181

 

 

 

188,629

 

 

 

100,000

 

 

 

8.0

 

 

May 2023

Credit agreement

 

1,256

 

 

 

(1

)

 

 

(80

)

 

 

18

 

 

 

1,157

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warehouse facility

 

329,000

 

 

 

 

 

 

 

 

 

 

 

 

329,000

 

 

 

241,000

 

 

 

4.4

 

 

August 2023

Asset Financing Facility(6)

 

106,000

 

 

 

 

 

 

 

 

 

10,000

 

 

 

96,000

 

 

 

74,362

 

 

 

3.6

 

 

June 2023

Total debt

$

1,852,525

 

 

$

(387

)

 

$

(32,484

)

 

$

24,664

 

 

$

1,794,990

 

 

$

429,136

 

 

 

 

 

 

 

Debt obligations consisted of the following as of December 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)

$

448,277

 

 

$

(69

)

 

$

(8,414

)

 

$

3,639

 

 

$

436,155

 

 

$

 

 

 

5.1

%

 

October 2028

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

 

338,294

 

 

 

(5

)

 

 

(6,133

)

 

 

1,245

 

 

 

330,911

 

 

 

 

 

 

5.5

 

 

August 2023

2017 Term loan facility

 

180,365

 

 

 

(164

)

 

 

(4,235

)

 

 

7,882

 

 

 

168,084

 

 

 

 

 

 

6.0

 

 

January 2035

2018 Forward flow loan facility

 

124,800

 

 

 

(99

)

 

 

(3,083

)

 

 

3,622

 

 

 

117,996

 

 

 

 

 

 

4.7

 

 

November 2039

2019 Forward flow loan facility

 

82,813

 

 

 

 

 

 

(2,857

)

 

 

 

 

 

79,956

 

 

 

67,187

 

 

 

4.7

 

 

(4)

Credit agreement

 

1,266

 

 

 

(2

)

 

 

(93

)

 

 

17

 

 

 

1,154

 

 

 

 

 

 

6.5

 

 

February 2023

Revolving lines of credit(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warehouse facility

 

250,000

 

 

 

 

 

 

 

 

 

 

 

 

250,000

 

 

 

75,000

 

 

 

4.3

 

 

August 2023

Asset Financing Facility(6)

 

99,000

 

 

 

 

 

 

 

 

 

 

 

 

99,000

 

 

 

81,362

 

 

 

5.2

 

 

June 2023

Total debt

$

1,524,815

 

 

$

(339

)

 

$

(24,815

)

 

$

16,405

 

 

$

1,483,256

 

 

$

223,549

 

 

 

 

 

 

 

 

(1)

The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are composed 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 composed of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted-average spread for all 2018-2 Notes of 2.95%.

(3)

The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $322.1 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 November 20, 2020.

(5)

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

(6)

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

v3.20.2
Leases (Tables)
6 Months Ended
Jun. 30, 2020
Lessee Disclosure [Abstract]  
Summary of Lease Costs and Other Information Lease costs and other information consisted of the following (in thousands, except terms and rates):

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Lease cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance lease cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of right-of-use assets

$

823

 

 

$

366

 

 

$

1,537

 

 

$

660

 

Interest on lease liabilities

 

157

 

 

 

58

 

 

 

310

 

 

 

84

 

Operating lease cost

 

3,574

 

 

 

2,770

 

 

 

6,967

 

 

 

5,540

 

Short-term lease cost

 

355

 

 

 

579

 

 

 

719

 

 

 

1,301

 

Total lease cost

$

4,909

 

 

$

3,773

 

 

$

9,533

 

 

$

7,585

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash outflows

$

157

 

 

$

58

 

 

$

310

 

 

$

84

 

Financing cash outflows

$

920

 

 

$

306

 

 

$

2,116

 

 

$

577

 

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

$

361

 

 

$

2,703

 

 

$

2,025

 

 

$

3,756

 

Weighted-average remaining lease term (in years)

 

3.2

 

 

 

3.6

 

 

 

3.2

 

 

 

3.6

 

Weighted-average discount rate

 

7.0

%

 

 

7.7

%

 

 

7.0

%

 

 

7.7

%

Operating leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash outflows

$

3,397

 

 

$

2,809

 

 

$

6,738

 

 

$

5,635

 

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

$

1,540

 

 

$

1,755

 

 

$

13,770

 

 

$

8,665

 

Weighted-average remaining lease term (in years)

 

8.7

 

 

 

9.4

 

 

 

8.7

 

 

 

9.4

 

Weighted-average discount rate

 

7.3

%

 

 

8.0

%

 

 

7.3

%

 

 

8.0

%

Schedule of Future Minimum Lease Payments for Finance Leases

Future minimum lease payments for the Company’s finance leases as of June 30, 2020 were as follows (in thousands):

2020

$

1,518

 

2021

 

3,034

 

2022

 

2,908

 

2023

 

1,938

 

2024

 

122

 

Thereafter

 

 

Total minimum lease payments

 

9,520

 

Less: interest

 

957

 

Present value of finance lease obligations

 

8,563

 

Less: current portion

 

2,534

 

Long-term portion

$

6,029

 

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

Future minimum lease payments under non-cancellable operating leases as of June 30, 2020 were as follows (in thousands):

2020

$

6,699

 

2021

 

11,531

 

2022

 

8,982

 

2023

 

7,373

 

2024

 

6,850

 

Thereafter

 

39,375

 

Total minimum lease payments

 

80,810

 

Less: present value impact

 

22,208

 

Present value of operating lease obligations

 

58,602

 

Less: current portion

 

8,921

 

Long-term portion

$

49,681

 

v3.20.2
Derivative Financial Instruments (Tables)
6 Months Ended
Jun. 30, 2020
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Schedule of Derivative Financial Instruments at Fair Value

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

 

 

June 30, 2020

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

57,123

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

26,258

 

 

Other non-current liabilities

 

 

 

December 31, 2019

 

 

Fair Value

 

 

Balance Sheet Location

Derivatives designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

28,070

 

 

Other non-current liabilities

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

Interest rate swaps

 

$

3,245

 

 

Other non-current assets

Schedule of Losses 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 on derivatives designated as cash flow hedges recognized in OCI, before tax effect, consisted of the following (in thousands):

 

 

Three Months Ended June 30,

 

 

 

2020

 

 

2019

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

3,591

 

 

$

9,967

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

30,828

 

 

$

16,627

 

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

 

 

Three Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

Interest expense, net

 

 

Other expense, net

 

 

Interest expense, net

 

 

Other expense, net

 

Total amounts presented in the income statement line items

 

$

24,712

 

 

$

1,145

 

 

$

19,472

 

 

$

1,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses reclassified from AOCI into income

 

$

881

 

 

$

 

 

$

238

 

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses recognized in income

 

 

 

 

 

1,145

 

 

 

 

 

 

1,366

 

Total losses

 

$

881

 

 

$

1,145

 

 

$

238

 

 

$

1,366

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

Interest expense, net

 

 

Other expense, net

 

 

Interest expense, net

 

 

Other expense, net

 

Total amounts presented in the income statement line items

 

$

46,344

 

 

$

29,503

 

 

$

38,599

 

 

$

2,750

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses reclassified from AOCI into income

 

$

1,775

 

 

$

 

 

$

560

 

 

$

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses recognized in income

 

 

 

 

 

29,503

 

 

 

 

 

 

2,750

 

Total losses

 

$

1,775

 

 

$

29,503

 

 

$

560

 

 

$

2,750

 

 

v3.20.2
Investment Funds (Tables)
6 Months Ended
Jun. 30, 2020
Schedule Of Investments [Abstract]  
Aggregate Carrying Value of Funds Assets and Liabilities

The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts. As of June 30, 2020 and December 31, 2019, the aggregate carrying value of these funds’ assets and liabilities (after elimination of intercompany transactions and balances) in the Company’s condensed consolidated balance sheets were as follows (in thousands):

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

56,939

 

 

$

82,764

 

Accounts receivable, net

 

23,890

 

 

 

8,922

 

Prepaid expenses and other current assets

 

2,103

 

 

 

1,676

 

Total current assets

 

82,932

 

 

 

93,362

 

Restricted cash and cash equivalents

 

10,092

 

 

 

8,890

 

Solar energy systems, net

 

1,683,849

 

 

 

1,587,354

 

Other non-current assets, net

 

591,560

 

 

 

504,668

 

Total assets

$

2,368,433

 

 

$

2,194,274

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Distributions payable to non-controlling interests and redeemable

   non-controlling interests

$

15,458

 

 

$

10,253

 

Current portion of long-term debt

 

3,979

 

 

 

3,622

 

Current portion of deferred revenue

 

2,282

 

 

 

2,590

 

Accrued and other current liabilities

 

6,710

 

 

 

6,394

 

Total current liabilities

 

28,429

 

 

 

22,859

 

Long-term debt, net of current portion

 

250,544

 

 

 

197,952

 

Deferred revenue, net of current portion

 

18,396

 

 

 

12,242

 

Other non-current liabilities

 

260

 

 

 

301

 

Total liabilities

$

297,629

 

 

$

233,354

 

v3.20.2
Redeemable Non-Controlling Interests and Equity (Tables)
6 Months Ended
Jun. 30, 2020
Noncontrolling Interest [Abstract]  
Schedule of Shares of Common Stock Reserved for Issuance

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

 

 

June 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Shares available for grant under equity incentive plans

 

16,280

 

 

 

13,060

 

Restricted stock units issued and outstanding

 

5,969

 

 

 

6,271

 

Stock options issued and outstanding

 

5,069

 

 

 

5,421

 

Long-term incentive plan

 

2,706

 

 

 

2,706

 

Total

 

30,024

 

 

 

27,458

 

v3.20.2
Equity Compensation Plans (Tables)
6 Months Ended
Jun. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Summary of Stock Option Activity

Stock option activity for the six months ended June 30, 2020 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, 2019

 

5,421

 

 

$

4.21

 

 

 

 

 

 

$

17,073

 

Granted

 

660

 

 

 

8.21

 

 

 

 

 

 

 

 

 

Exercised

 

(978

)

 

 

1.58

 

 

 

 

 

 

 

 

 

Cancelled

 

(34

)

 

 

6.36

 

 

 

 

 

 

 

 

 

Outstanding—June 30, 2020

 

5,069

 

 

$

5.23

 

 

 

8.2

 

 

$

23,874

 

Options vested and exercisable—June 30, 2020

 

1,669

 

 

$

3.86

 

 

 

7.0

 

 

$

10,263

 

RSU Activity

RSU activity for the six months ended June 30, 2020 was as follows (awards in thousands):

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Awards

 

 

Fair Value

 

Outstanding at December 31, 2019

 

6,271

 

 

$

4.85

 

Granted

 

1,370

 

 

 

8.18

 

Vested(1)

 

(1,419

)

 

 

4.42

 

Forfeited

 

(253

)

 

 

5.15

 

Outstanding at June 30, 2020

 

5,969

 

 

$

5.71

 

 

(1)

Vested RSUs include shares withheld on behalf of participants to satisfy tax withholding requirements.

Summary of Stock-Based Compensation Expense

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

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Cost of revenue

$

459

 

 

$

404

 

 

$

827

 

 

$

736

 

Sales and marketing

 

1,000

 

 

 

806

 

 

 

1,956

 

 

 

1,541

 

General and administrative

 

2,833

 

 

 

2,915

 

 

 

5,416

 

 

 

5,499

 

Research and development

 

33

 

 

 

31

 

 

 

65

 

 

 

59

 

Total stock-based compensation

$

4,325

 

 

$

4,156

 

 

$

8,264

 

 

$

7,835

 

Summary of Unrecognized Stock-Based Compensation Expense

Unrecognized stock-based compensation expense for RSUs and stock options as of June 30, 2020 was as follows (in thousands, except years):

 

Unrecognized

 

 

Weighted-

 

 

Stock-Based

 

 

Average Period

 

 

Compensation

 

 

of Recognition

 

 

Expense

 

 

(in years)

 

RSUs

$

22,609

 

 

 

1.8

 

Stock options

 

8,354

 

 

 

1.9

 

Total unrecognized stock-based compensation expense

$

30,963

 

 

 

 

 

v3.20.2
Basic and Diluted Net Loss Per Share (Tables)
6 Months Ended
Jun. 30, 2020
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 the six months ended June 30, 2020 and 2019 (in thousands, except per share amounts):

 

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common stockholders

$

(1,241

)

 

$

(28,567

)

 

$

(41,501

)

 

$

(54,809

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in computing net loss attributable per share

   to common stockholders, basic and diluted

 

124,844

 

 

 

120,869

 

 

 

124,383

 

 

 

120,589

 

Net loss attributable per share to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

$

(0.01

)

 

$

(0.24

)

 

$

(0.33

)

 

$

(0.45

)

Schedule of Shares Excluded from Computation of Net Loss Per Share The weighted-average number of potentially dilutive securities that were not included in the diluted per share calculations because they would have been anti-dilutive was as follows (in thousands):

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Restricted stock units

 

5,692

 

 

 

7,040

 

 

 

5,810

 

 

 

6,850

 

Stock options

 

4,649

 

 

 

5,146

 

 

 

4,719

 

 

 

4,782

 

Total

 

10,341

 

 

 

12,186

 

 

 

10,529

 

 

 

11,632

 

 

v3.20.2
Organization - Additional Information (Details)
6 Months Ended
Jun. 30, 2020
Minimum  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Contractual term of customers 20 years
Maximum  
Organization Consolidation And Presentation Of Financial Statements [Line Items]  
Contractual term of customers 25 years
v3.20.2
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Mar. 31, 2020
Jan. 01, 2020
Dec. 31, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Summary Of Significant Accounting Policies [Line Items]              
Cumulative-effect adjustment $ 187,090 $ 212,531   $ 277,216 $ 320,386 $ 349,409 $ 362,212
Cumulative Effect, Period of Adoption, Adjustment              
Summary Of Significant Accounting Policies [Line Items]              
Cumulative-effect adjustment       (325)     $ (155)
Monitoring Services              
Summary Of Significant Accounting Policies [Line Items]              
Deferred revenue $ 5,600     $ 4,700      
ASU 2016-13 | Cumulative Effect, Period of Adoption, Adjustment              
Summary Of Significant Accounting Policies [Line Items]              
Cumulative-effect adjustment     $ 300        
v3.20.2
Fair Value Measurements - Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - Interest Rate Swaps - Fair Value Measurements, Recurring Basis - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Financial Liabilities $ 83,381 $ 28,070
Financial Assets   3,245
Level 2    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Financial Liabilities $ 83,381 28,070
Financial Assets   $ 3,245
v3.20.2
Fair Value Measurements - Schedule of Carrying Values and Fair Values of Long-term Debt (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value $ 1,852,525 $ 1,524,815
Unamortized debt issuance costs (32,871) (25,154)
Total long-term debt 1,819,654 1,499,661
Long-term debt, Fair Value 1,914,397 1,597,802
Floating-rate Long-term Debt    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value 907,992 894,907
Long-term debt, Fair Value 907,992 894,907
Fixed-rate Long-term Debt    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt, Carrying Value 944,533 629,908
Long-term debt, Fair Value $ 1,006,405 $ 702,895
v3.20.2
Inventories - Summary of Inventories (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Inventory Disclosure [Abstract]    
Solar energy systems held for sale $ 12,422 $ 19,892
Photovoltaic installation products 722 684
Total inventories $ 13,144 $ 20,576
v3.20.2
Solar Energy Systems (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Less: Accumulated depreciation $ (235,923) $ (205,338)
Solar energy systems, net excluding inventory 1,809,204 1,721,471
Solar energy system inventory 63,827 38,390
Solar energy systems, net 1,873,031 1,759,861
System Equipment Costs    
Capitalized Costs of Equipment Installed Under Customer Agreements [Line Items]    
Solar energy systems, gross $ 2,045,127 $ 1,926,809
v3.20.2
Solar Energy Systems - Additional Information (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
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 $ 15,800,000 $ 13,800,000 $ 30,600,000 $ 26,900,000
v3.20.2
Property and Equipment - Summary of Property and Equipment Net (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Property Plant And Equipment [Line Items]    
Property, gross $ 30,070 $ 25,759
Less: Accumulated depreciation and amortization (10,049) (8,259)
Property and equipment, net 20,021 17,500
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property, gross 12,327 10,458
Vehicles Acquired Under Finance Leases    
Property Plant And Equipment [Line Items]    
Property, gross 11,849 10,280
Furniture and Computer and Other Equipment    
Property Plant And Equipment [Line Items]    
Property, gross $ 5,894 $ 5,021
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  
Minimum | Furniture and Computer and Other Equipment    
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 4 years  
Maximum | Furniture and Computer and Other Equipment    
Property Plant And Equipment [Line Items]    
Property and Equipment, Estimated Useful Lives 5 years  
v3.20.2
Property and Equipment - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Property Plant And Equipment [Line Items]        
Depreciation and amortization expense     $ 47,745 $ 39,317
Property and equipment        
Property Plant And Equipment [Line Items]        
Depreciation and amortization expense $ 1,200 $ 900 $ 2,400 $ 1,000
v3.20.2
Other Non-Current Assets - Schedule of Other Non-Current Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Other Assets Noncurrent [Abstract]    
Costs to obtain contracts $ 708,846 $ 615,385
Accumulated amortization of costs to obtain contracts (85,513) (70,170)
Operating lease right-of-use assets 47,994 39,118
Sales incentives 10,073 10,008
Debt issuance costs 10,775 9,936
Prepaid insurance 8,086 6,541
Solar Lease straight-line asset 6,744 5,722
Advances receivable from sales professionals 4,855 6,395
Prepaid inventory   50,104
Other non-current assets 4,326 7,023
Total other non-current assets $ 716,186 $ 680,062
v3.20.2
Other Non-Current Assets - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Other Assets Noncurrent [Line Items]        
Amortization of costs to obtain contracts $ 9.7 $ 7.4 $ 15.3 $ 11.3
Minimum        
Other Assets Noncurrent [Line Items]        
Cost to obtain contracts amortized term 20 years   20 years  
Maximum        
Other Assets Noncurrent [Line Items]        
Cost to obtain contracts amortized term 25 years   25 years  
v3.20.2
Intangible Assets - Summary of Net Intangible Assets Included in Other Non Current Assets, Net (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value $ 3,846 $ 3,319
Intangible assets, accumulated amortization (956) (617)
Total intangible assets, net 2,890 2,702
Internal-use software    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 3,123 2,596
Intangible assets, accumulated amortization (401) (105)
Developed Technology    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 522 522
Intangible assets, accumulated amortization (425) (393)
Trademarks/Trade Names    
Finite Lived Intangible Assets [Line Items]    
Intangible assets, carrying value 201 201
Intangible assets, accumulated amortization $ (130) $ (119)
v3.20.2
Intangible Assets - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Jun. 30, 2019
Goodwill And Intangible Assets Disclosure [Abstract]      
Amortization of intangible assets $ 0.1 $ 0.3 $ 0.1
v3.20.2
Accrued Compensation - Summary of Accrued Compensation (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Accrued Compensation Disclosure [Abstract]    
Accrued payroll $ 14,860 $ 18,633
Accrued commissions 10,575 15,516
Total accrued compensation $ 25,435 $ 34,149
v3.20.2
Accrued and Other Current Liabilities - Schedule of Accrued and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Payables And Accruals [Abstract]    
Accrued unused commitment fees and interest $ 20,006 $ 16,995
Litigation Settlement 13,756 12,780
Accrued professional fees 11,459 5,546
Current portion of operating lease liabilities 8,921 8,436
Accrued workers' compensation 7,869 7,166
Current portion of lease pass-through financing obligation 4,840 5,147
Sales, use and property taxes payable 4,463 4,321
Workmanship accrual 4,246 4,217
External customer experience services 824 1,984
Accrued Inventory 672 4,667
Other accrued expenses 8,791 7,280
Total accrued and other current liabilities $ 85,847 $ 78,539
v3.20.2
Debt Obligations - Schedule of Debt Obligations (Details) - USD ($)
$ in Thousands
1 Months Ended 6 Months Ended 12 Months Ended
May 31, 2020
Aug. 31, 2018
Jun. 30, 2018
Jun. 30, 2020
Dec. 31, 2019
Feb. 29, 2016
Debt Instrument [Line Items]            
Principal Borrowings Outstanding       $ 1,852,525 $ 1,524,815  
Unamortized Debt Issuance Costs, Current       (387) (339)  
Unamortized Debt Issuance Costs, Long-term       (32,484) (24,815)  
Current portion of long-term debt       24,664 16,405  
Long-term debt, net of current portion       1,794,990 1,483,256  
Unused Borrowing Capacity       429,136 223,549  
Solar Asset Backed Notes, Series 2018-1            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding [1]       442,669 448,277  
Unamortized Debt Issuance Costs, Current [1]       (45) (69)  
Unamortized Debt Issuance Costs, Long-term [1]       (8,039) (8,414)  
Current portion of long-term debt [1]       2,445 3,639  
Long-term debt, net of current portion [1]       $ 432,140 $ 436,155  
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       $ 176,474 $ 180,365  
Unamortized Debt Issuance Costs, Current       (140) (164)  
Unamortized Debt Issuance Costs, Long-term       (4,063) (4,235)  
Current portion of long-term debt       5,746 7,882  
Long-term debt, net of current portion       $ 166,525 $ 168,084  
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]       $ 336,767 $ 338,294  
Unamortized Debt Issuance Costs, Current [2],[3]       (5) (5)  
Unamortized Debt Issuance Costs, Long-term [2],[3]       (5,472) (6,133)  
Current portion of long-term debt [2],[3]       295 1,245  
Long-term debt, net of current portion [2],[3]       $ 330,995 $ 330,911  
Interest Rate [2],[3]       5.00% 5.50%  
Maturity Date     Aug. 29, 2023 Aug. 31, 2023 [2],[3] Aug. 31, 2023 [2],[3]  
2018 Forward Flow Loan Facility            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding       $ 124,133 $ 124,800  
Unamortized Debt Issuance Costs, Current       (93) (99)  
Unamortized Debt Issuance Costs, Long-term       (2,977) (3,083)  
Current portion of long-term debt       3,661 3,622  
Long-term debt, net of current portion       $ 117,402 $ 117,996  
Interest Rate       4.70% 4.70%  
Maturity Date   Nov. 20, 2039   Nov. 30, 2039 Nov. 30, 2039  
2019 Forward Flow Loan Facility            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding [4]       $ 136,226 $ 82,813  
Unamortized Debt Issuance Costs, Current [4]       (7)    
Unamortized Debt Issuance Costs, Long-term [4]       (2,759) (2,857)  
Current portion of long-term debt [4]       318    
Long-term debt, net of current portion [4]       133,142 79,956  
Unused Borrowing Capacity [4]       $ 13,774 $ 67,187  
Interest Rate [4]       4.70% 4.70%  
Credit Agreement            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding       $ 1,256 $ 1,266  
Unamortized Debt Issuance Costs, Current       (1) (2)  
Unamortized Debt Issuance Costs, Long-term       (80) (93)  
Current portion of long-term debt       18 17  
Long-term debt, net of current portion       $ 1,157 $ 1,154  
Interest Rate       6.50% 6.50% 6.50%
Maturity Date       Feb. 28, 2023 Feb. 28, 2023  
HoldCo Financing Facility            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding $ 200,000     $ 200,000    
Unamortized Debt Issuance Costs, Current       (96)    
Unamortized Debt Issuance Costs, Long-term       (9,094)    
Current portion of long-term debt       2,181    
Long-term debt, net of current portion       188,629    
Unused Borrowing Capacity $ 100,000     $ 100,000    
Interest Rate 8.00%     8.00%    
Maturity Date May 26, 2023     May 31, 2023    
Revolving Warehouse Facility            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding [5]       $ 329,000 $ 250,000  
Long-term debt, net of current portion [5]       329,000 250,000  
Unused Borrowing Capacity [5]       $ 241,000 $ 75,000  
Interest Rate [5]       4.40% 4.30%  
Maturity Date [5]       Aug. 31, 2023 Aug. 31, 2023  
Asset Financing Facility            
Debt Instrument [Line Items]            
Principal Borrowings Outstanding [5],[6]       $ 106,000 $ 99,000  
Current portion of long-term debt [5],[6]       10,000    
Long-term debt, net of current portion [5],[6]       96,000 99,000  
Unused Borrowing Capacity [5],[6]       $ 74,362 $ 81,362  
Interest Rate [5],[6]       3.60% 5.20%  
Maturity Date [5],[6]       Jun. 30, 2023 Jun. 30, 2023  
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are composed 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 composed of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted-average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $322.1 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020.
[5] Revolving lines of credit are not presented net of unamortized debt issuance costs.
[6] This facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.
v3.20.2
Debt Obligations - Schedule of Debt Obligations (Parenthetical) (Details) - USD ($)
1 Months Ended 6 Months Ended 12 Months Ended
May 31, 2019
Jun. 30, 2018
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]        
Principal borrowings outstanding     $ 1,852,525,000 $ 1,524,815,000
Solar Asset Backed Notes, Series 2018-1        
Debt Instrument [Line Items]        
Interest Rate [1]     5.10% 5.10%
Principal borrowings outstanding [1]     $ 442,669,000 $ 448,277,000
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   $ 400,000,000.0    
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   $ 66,000,000.0    
Maturity Date   Oct. 30, 2028    
Solar Asset Backed Notes, Series 2018-2        
Debt Instrument [Line Items]        
Interest Rate [2],[3]     5.00% 5.50%
Principal borrowings outstanding [2],[3]     $ 336,767,000 $ 338,294,000
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     $ 322,100,000  
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   $ 296,000,000.0    
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   $ 49,000,000.0    
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%    
2019 Forward Flow Loan Facility        
Debt Instrument [Line Items]        
Interest Rate [4]     4.70% 4.70%
Principal borrowings outstanding [4]     $ 136,226,000 $ 82,813,000
Debt instrument maturity period 20 years   20 years  
2019 Forward Flow Loan Facility | Maximum        
Debt Instrument [Line Items]        
Maturity Date     Nov. 20, 2020  
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are composed 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 composed of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted-average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $322.1 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020.
v3.20.2
Debt Obligations - Additional Information (Details) - USD ($)
1 Months Ended 6 Months Ended 12 Months Ended
May 31, 2020
May 31, 2019
Aug. 31, 2018
Jun. 30, 2018
Jun. 30, 2020
Dec. 31, 2019
Aug. 31, 2019
Jan. 31, 2017
Feb. 29, 2016
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding         $ 1,852,525,000 $ 1,524,815,000      
Restricted cash and cash equivalents         86,809,000 89,892,000      
Unused Borrowing Capacity         429,136,000 223,549,000      
Letter of credit related to insurance contracts         19,600,000        
Minimum cash balance requirement         30,000,000.0        
Solar Asset Backed Notes, Series 2018-1                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding [1]         $ 442,669,000 $ 448,277,000      
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         $ 17,700,000        
Solar Asset Backed Notes, Series 2018-1 | Class A Notes                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding       $ 400,000,000.0          
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       $ 66,000,000.0          
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]         $ 336,767,000 $ 338,294,000      
Interest Rate [2],[3]         5.00% 5.50%      
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         $ 322,100,000        
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         $ 27,500,000        
Solar Asset Backed Notes, Series 2018-2 | Class A Notes                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding       $ 296,000,000.0          
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       $ 49,000,000.0          
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%          
2017 Term Loan Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding         $ 176,474,000 $ 180,365,000      
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         $ 20,700,000        
2018 Forward Flow Loan Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding         $ 124,133,000 $ 124,800,000      
Interest Rate         4.70% 4.70%      
Revolving credit facility maturity date     Nov. 20, 2039   Nov. 30, 2039 Nov. 30, 2039      
Interest on borrowings accrue at an annual fixed rate and payable in arrears     4.70%            
Maximum borrowing amount under credit agreement     $ 124,800,000            
2018 Forward Flow Loan Facility | Required Reserves                  
Debt Instrument [Line Items]                  
Restricted cash and cash equivalents         $ 6,500,000        
2019 Forward Flow Loan Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding [4]         $ 136,226,000 $ 82,813,000      
Interest Rate [4]         4.70% 4.70%      
Maximum borrowing amount under credit agreement   $ 150,000,000.0              
Debt instrument maturity period   20 years     20 years        
Debt instrument offering date   Nov. 20, 2020              
Debt Instrument interest rate description         Interest on each loan will accrue at an annual rate equal to the greater of (a) 4.70% and (b) the U.S. Treasury rate for the weighted-average life of such loan, plus an applicable margin equal to 2.35%. Scheduled principal payments are due on a quarterly basis, at the end of January, April, July and October of each year.        
Prepayment percentage on outstanding loans   102.50%              
Unused Borrowing Capacity [4]         $ 13,774,000 $ 67,187,000      
2019 Forward Flow Loan Facility | Maximum                  
Debt Instrument [Line Items]                  
Revolving credit facility maturity date         Nov. 20, 2020        
2019 Forward Flow Loan Facility | Market Index-Based Risk Premium                  
Debt Instrument [Line Items]                  
Debt instrument interest rate   4.70%              
2019 Forward Flow Loan Facility | U.S. Treasury Rate                  
Debt Instrument [Line Items]                  
Debt instrument interest rate   2.35%              
2019 Forward Flow Loan Facility | Required Reserves                  
Debt Instrument [Line Items]                  
Restricted cash and cash equivalents         $ 3,600,000        
HoldCo Financing Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding $ 200,000,000.0       $ 200,000,000        
Interest Rate 8.00%       8.00%        
Revolving credit facility maturity date May 26, 2023       May 31, 2023        
Maximum borrowing amount under credit agreement $ 300,000,000.0                
Unused Borrowing Capacity 100,000,000.0       $ 100,000,000        
Credit Agreement                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding         $ 1,256,000 $ 1,266,000      
Interest Rate         6.50% 6.50%     6.50%
Revolving credit facility maturity date         Feb. 28, 2023 Feb. 28, 2023      
Revolving Warehouse Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding [5]         $ 329,000,000 $ 250,000,000      
Interest Rate [5]         4.40% 4.30%      
Revolving credit facility maturity date [5]         Aug. 31, 2023 Aug. 31, 2023      
Maximum borrowing amount under credit agreement 570,000,000.0           $ 325,000,000.0    
Unused Borrowing Capacity [5]         $ 241,000,000 $ 75,000,000      
Increase in revolving advance commitments $ 245,000,000.0                
Revolving Warehouse Facility | Minimum | Interest Rate Swaps                  
Debt Instrument [Line Items]                  
Percentage of outstanding term loans in interest rate hedged 90.00%       90.00%        
Revolving Warehouse Facility | L I B O R Plus                  
Debt Instrument [Line Items]                  
Debt instrument interest rate 3.10%                
Revolving Warehouse Facility | Required Reserves                  
Debt Instrument [Line Items]                  
Restricted cash and cash equivalents         $ 8,800,000        
Revolving Warehouse Facility | After Three Years Term of Facility | L I B O R Plus                  
Debt Instrument [Line Items]                  
Debt instrument interest rate 4.10%                
Asset Financing Facility                  
Debt Instrument [Line Items]                  
Principal Borrowings Outstanding [5],[6]         $ 106,000,000 $ 99,000,000      
Interest Rate [5],[6]         3.60% 5.20%      
Revolving credit facility maturity date [5],[6]         Jun. 30, 2023 Jun. 30, 2023      
Restricted cash and cash equivalents         $ 1,900,000        
Maximum borrowing amount under credit agreement         200,000,000.0        
Unused Borrowing Capacity [5],[6]         74,362,000 $ 81,362,000      
Letter of credit related to insurance contracts         19,600,000        
Minimum cash balance requirement         $ 30,000,000.0        
Asset Financing Facility | Base Rate Loans                  
Debt Instrument [Line Items]                  
Interest Rate         2.25%        
Debt instrument interest rate         0.00%        
Asset Financing Facility | LIBOR Loans                  
Debt Instrument [Line Items]                  
Interest Rate         3.25%        
Debt instrument interest rate         0.00%        
Asset Financing Facility | L I B O R Plus | Base Rate Loans                  
Debt Instrument [Line Items]                  
Debt instrument interest rate         1.00%        
Asset Financing Facility | Federal Funds Rate Plus | Base Rate Loans                  
Debt Instrument [Line Items]                  
Debt instrument interest rate         0.50%        
[1] The interest rate disclosed in the table above is a weighted-average rate. The Series 2018-1 Notes are composed 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 composed of Class A and Class B Notes. Class B Notes accrue interest at a rate of LIBOR plus 4.75%. Class A Notes accrue interest at a variable spread over LIBOR that results in a weighted-average spread for all 2018-2 Notes of 2.95%.
[3] The interest rate of these notes is partially hedged to an effective interest rate of 6.0% for $322.1 million of the principal borrowings. See Note 13—Derivative Financial Instruments.
[4] The maturity date for this facility is 20 years from the end date of the borrowing availability period when all borrowings are aggregated into one term loan, which will be no later than November 20, 2020.
[5] Revolving lines of credit are not presented net of unamortized debt issuance costs.
[6] This facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company.
v3.20.2
Leases - Summary of Lease Costs and Other Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Lease cost        
Amortization of right-of-use assets $ 823 $ 366 $ 1,537 $ 660
Interest on lease liabilities 157 58 310 84
Operating lease cost 3,574 2,770 6,967 5,540
Short-term lease cost 355 579 719 1,301
Total lease cost 4,909 3,773 9,533 7,585
Finance leases:        
Operating cash outflows 157 58 310 84
Financing cash outflows 920 306 2,116 577
Right-of-use assets obtained in exchange for lease liabilities $ 361 $ 2,703 $ 2,025 $ 3,756
Weighted-average remaining lease term (in years) 3 years 2 months 12 days 3 years 7 months 6 days 3 years 2 months 12 days 3 years 7 months 6 days
Weighted-average discount rate 7.00% 7.70% 7.00% 7.70%
Operating leases:        
Operating cash outflows $ 3,397 $ 2,809 $ 6,738 $ 5,635
Right-of-use assets obtained in exchange for new operating lease liabilities $ 1,540 $ 1,755 $ 13,770 $ 8,665
Weighted-average remaining lease term (in years) 8 years 8 months 12 days 9 years 4 months 24 days 8 years 8 months 12 days 9 years 4 months 24 days
Weighted-average discount rate 7.30% 8.00% 7.30% 8.00%
v3.20.2
Leases - Additional Information (Details) - Fleet Vehicles Lease
6 Months Ended
Jun. 30, 2020
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
Minimum  
Lessee Lease Description [Line Items]  
Finance lease, agreement period 3 years
Maximum  
Lessee Lease Description [Line Items]  
Finance lease, agreement period 4 years
v3.20.2
Leases - Schedule of Future Minimum Lease Payments for Finance Leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Finance Lease Liabilities Payments Due [Abstract]    
2020 $ 1,518  
2021 3,034  
2022 2,908  
2023 1,938  
2024 122  
Total minimum lease payments 9,520  
Less: interest 957  
Present value of finance lease obligations 8,563  
Less: current portion 2,534 $ 2,274
Long-term portion $ 6,029 $ 6,443
v3.20.2
Leases - Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Operating Lease Liabilities Payments Due [Abstract]    
2020 $ 6,699  
2021 11,531  
2022 8,982  
2023 7,373  
2024 6,850  
Thereafter 39,375  
Total minimum lease payments 80,810  
Less: present value impact 22,208  
Present value of operating lease obligations 58,602  
Less: current portion 8,921 $ 8,436
Long-term portion $ 49,681  
v3.20.2
Derivative Financial Instruments - Schedule of Derivative Financial Instruments at Fair Value (Details) - Interest Rate Swaps - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Other Noncurrent Liabilities    
Derivatives Fair Value [Line Items]    
Fair Value, Derivatives designated as hedging instruments $ 57,123 $ 28,070
Fair Value, Derivatives not designated as hedging instruments $ 26,258  
Other Noncurrent Assets    
Derivatives Fair Value [Line Items]    
Fair Value, Derivatives not designated as hedging instruments   $ 3,245
v3.20.2
Derivative Financial Instruments - Additional Information (Details) - USD ($)
6 Months Ended
Jun. 30, 2020
May 31, 2020
Revolving Warehouse Facility | Derivatives Not Designated as Hedging Instruments    
Derivatives Fair Value [Line Items]    
Notional amount $ 302,000,000.0  
Revolving Warehouse Facility | Interest Rate Swaps | Minimum    
Derivatives Fair Value [Line Items]    
Percentage of outstanding term loans in interest rate hedged 90.00% 90.00%
2018-2 Notes | Interest Rate Swaps    
Derivatives Fair Value [Line Items]    
Notional amount $ 322,100,000  
Accumulated other comprehensive income, expected amount of cash flow hedge to be reclassified to interest expense within the next 12 months $ 8,600,000  
v3.20.2
Derivative Financial Instruments - Schedule of Losses on Derivative Financial Instruments Recognized in OCI and Condensed Consolidated Statements of Operations Before Tax Effect (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Derivative Instruments, Gain (Loss) [Line Items]        
Total amounts presented in the income statement line items, Interest expense $ 24,712 $ 19,472 $ 46,344 $ 38,599
Total losses     29,503 2,750
Total amounts presented in the income statement line items, Other expense, net 1,145 1,365 29,503 2,750
Interest Expense, Net        
Derivative Instruments, Gain (Loss) [Line Items]        
Total losses 881 238 1,775 560
Other Expense, Net        
Derivative Instruments, Gain (Loss) [Line Items]        
Total losses 1,145 1,366 29,503 2,750
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Interest Expense, Net        
Derivative Instruments, Gain (Loss) [Line Items]        
Losses reclassified from AOCI into income 881 238 1,775 560
Derivatives Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swaps | Other Comprehensive Income        
Derivative Instruments, Gain (Loss) [Line Items]        
Losses recognized in OCI 3,591 9,967 30,828 16,627
Derivatives Not Designated as Hedging Instruments | Interest Rate Swaps | Other Expense, Net        
Derivative Instruments, Gain (Loss) [Line Items]        
Losses recognized in income $ 1,145 $ 1,366 $ 29,503 $ 2,750
v3.20.2
Investment Funds - Additional Information (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Dec. 31, 2019
Investment Holdings [Line Items]      
Summary of investment fund   The Company has formed investment funds for the purpose of funding the purchase of solar energy systems under long-term customer contracts.  
Investors cash contribution to variable interest equity $ 2,111,500,000 $ 2,111,500,000 $ 1,949,700,000
Solar energy systems, net 1,873,031,000 1,873,031,000 1,759,861,000
Prepaid insurance balance 10,000,000.0 10,000,000.0 8,100,000
Distributions paid to reimburse fund investors 0 1,100,000  
Accrued estimated distribution 2,600,000 2,600,000  
Minimum cash balance requirement 30,000,000.0 30,000,000.0  
Variable Interest Entities      
Investment Holdings [Line Items]      
Solar energy systems, net 1,683,849,000 1,683,849,000 1,587,354,000
Investment tax credit repayment   0  
Financing Obligation      
Investment Holdings [Line Items]      
Solar energy systems, net 42,900,000 42,900,000 43,800,000
Financing liabilities 4,300,000 4,300,000 $ 4,600,000
Investor      
Investment Holdings [Line Items]      
Investors cash contribution to variable interest equity $ 110,000,000.0 $ 110,000,000.0  
v3.20.2
Investment Funds - Aggregate Carrying Value of Funds Assets and Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 336,137 $ 166,048
Accounts receivable, net 32,162 24,314
Prepaid expenses and other current assets 27,818 41,137
Total current assets 409,261 252,075
Restricted cash and cash equivalents 86,809 89,892
Solar energy systems, net 1,873,031 1,759,861
Other non-current assets, net 716,186 680,062
TOTAL ASSETS [1] 3,105,308 2,799,390
Current liabilities:    
Distributions payable to non-controlling interests and redeemable non-controlling interests 15,458 10,253
Current portion of long-term debt 24,664 16,405
Current portion of deferred revenue 20,260 40,715
Accrued and other current liabilities 85,847 78,539
Total current liabilities 201,376 241,342
Long-term debt, net of current portion 1,794,990 1,483,256
Deferred revenue, net of current portion 24,516 17,631
Other non-current liabilities 139,449 74,423
Total liabilities [1] 2,803,229 2,406,790
Variable Interest Entities    
Current assets:    
Cash and cash equivalents 56,939 82,764
Accounts receivable, net 23,890 8,922
Prepaid expenses and other current assets 2,103 1,676
Total current assets 82,932 93,362
Restricted cash and cash equivalents 10,092 8,890
Solar energy systems, net 1,683,849 1,587,354
Other non-current assets, net 591,560 504,668
TOTAL ASSETS 2,368,433 2,194,274
Current liabilities:    
Distributions payable to non-controlling interests and redeemable non-controlling interests 15,458 10,253
Current portion of long-term debt 3,979 3,622
Current portion of deferred revenue 2,282 2,590
Accrued and other current liabilities 6,710 6,394
Total current liabilities 28,429 22,859
Long-term debt, net of current portion 250,544 197,952
Deferred revenue, net of current portion 18,396 12,242
Other non-current liabilities 260 301
Total liabilities $ 297,629 $ 233,354
[1] The Company’s assets as of June 30, 2020 and December 31, 2019 include $2,368.4 million and $2,194.3 million consisting of assets of variable interest entities (“VIEs”) that can only be used to settle obligations of the VIEs. These assets include cash and cash equivalents of $56.9 million and $82.8 million as of June 30, 2020 and December 31, 2019; accounts receivable, net, of $23.9 million and $8.9 million as of June 30, 2020 and December 31, 2019; prepaid expenses and other current assets of $2.1 million and $1.7 million as of June 30, 2020 and December 31, 2019; restricted cash and cash equivalents of $10.1 million and $8.9 million as of June 30, 2020 and December 31, 2019; solar energy systems, net, of $1,683.8 million and $1,587.4 million as of June 30, 2020 and December 31, 2019; and other non-current assets, net of $591.6 million and $504.7 million as of June 30, 2020 and December 31, 2019. The Company’s liabilities as of June 30, 2020 and December 31, 2019 include $297.6 million and $233.4 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 $15.5 million and $10.3 million as of June 30, 2020 and December 31, 2019; accrued and other current liabilities of $6.7 million and $6.4 million as of June 30, 2020 and December 31, 2019; long-term debt of $254.5 million and $201.6 million as of June 30, 2020 and December 31, 2019; deferred revenue of $20.7 million and $14.8 million as of June 30, 2020 and December 31, 2019; and other non-current liabilities of $0.3 million each period as of June 30, 2020 and December 31, 2019. For further information see Note 14—Investment Funds.
v3.20.2
Redeemable Non-Controlling Interests and Equity - Schedule of Shares of Common Stock Reserved for Issuance (Details) - shares
Jun. 30, 2020
Dec. 31, 2019
Equity [Abstract]    
Shares available for grant under equity incentive plans 16,280,000 13,060,000
Restricted stock units issued and outstanding 5,969,000 6,271,000
Stock options issued and outstanding 5,069,000 5,421,000
Long-term incentive plan 2,706,000 2,706,000
Total 30,024,000 27,458,000
v3.20.2
Redeemable Non-Controlling Interests and Equity - Additional Information (Details)
$ in Millions
Jun. 30, 2020
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
v3.20.2
Equity Compensation Plans - Additional Information (Details) - shares
6 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Shares available for grant under equity incentive plans 16,280,000 13,060,000
2014 Equity Incentive Plan    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Shares available for grant under equity incentive plans 16,300,000  
Number of additional shares available for issuance 4,900,000  
v3.20.2
Equity Compensation Plans - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
6 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]    
Shares Underlying Options, Outstanding, Balance 5,421,000  
Shares Underlying Options, Granted 660,000  
Shares Underlying Options, Exercised (978,000)  
Shares Underlying Options, Cancelled (34,000)  
Shares Underlying Options, Outstanding, Balance 5,069,000  
Shares Underlying Options, Options vested and exercisable 1,669,000  
Weighted-Average Exercise Price, Outstanding, Balance $ 4.21  
Weighted-Average Exercise Price, Granted 8.21  
Weighted-Average Exercise Price, Exercised 1.58  
Weighted-Average Exercise Price, Cancelled 6.36  
Weighted-Average Exercise Price, Outstanding, Balance 5.23  
Weighted-Average Exercise Price, Options vested and exercisable $ 3.86  
Weighted-Average Remaining Contractual Term, Outstanding, Balance 8 years 2 months 12 days  
Weighted-Average Remaining Contractual Term, Options vested and exercisable 7 years  
Aggregate Intrinsic Value $ 23,874 $ 17,073
Aggregate Intrinsic Value, Options vested and exercisable $ 10,263  
v3.20.2
Equity Compensation Plans - RSU Activity (Details)
6 Months Ended
Jun. 30, 2020
$ / shares
shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Number of Awards, Outstanding at December 31, 2019 | shares 6,271,000
Number of Awards, Granted | shares 1,370,000
Number of Awards, Vested | shares (1,419,000) [1]
Number of Awards, Forfeited | shares (253,000)
Number of Awards, Outstanding at June 30, 2020 | shares 5,969,000
Weighted Average Grant Date Fair Value, Outstanding at December 31, 2019 | $ / shares $ 4.85
Weighted Average Grant Date Fair Value, Granted | $ / shares 8.18
Weighted Average Grant Date Fair Value, Vested | $ / shares 4.42 [1]
Weighted Average Grant Date Fair Value, Forfeited | $ / shares 5.15
Weighted Average Grant Date Fair Value, Outstanding at June 30, 2020 | $ / shares $ 5.71
[1]

Vested RSUs include shares withheld on behalf of participants to satisfy tax withholding requirements.

v3.20.2
Equity Compensation Plans - Summary of Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Schedule Of Stock Options [Line Items]        
Stock-based compensation expense $ 4,325 $ 4,156 $ 8,264 $ 7,835
Cost of Revenue        
Schedule Of Stock Options [Line Items]        
Stock-based compensation expense 459 404 827 736
Sales and Marketing        
Schedule Of Stock Options [Line Items]        
Stock-based compensation expense 1,000 806 1,956 1,541
General and Administrative        
Schedule Of Stock Options [Line Items]        
Stock-based compensation expense 2,833 2,915 5,416 5,499
Research and Development        
Schedule Of Stock Options [Line Items]        
Stock-based compensation expense $ 33 $ 31 $ 65 $ 59
v3.20.2
Equity Compensation Plans - Summary of Unrecognized Stock-Based Compensation Expense (Details)
$ in Thousands
6 Months Ended
Jun. 30, 2020
USD ($)
Schedule Of Stock Options [Line Items]  
Unrecognized Stock-Based Compensation Expense $ 30,963
RSUs  
Schedule Of Stock Options [Line Items]  
Unrecognized Stock-Based Compensation Expense, other than stock options $ 22,609
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 $ 8,354
Weighted- Average Period of Recognition 1 year 10 months 24 days
v3.20.2
Income Taxes - Additional Information (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Income Tax Disclosure [Abstract]        
Effective income tax rate (62.40%) (51.90%) (36.30%) (48.10%)
v3.20.2
Related Party Transactions - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Related Party Transaction [Line Items]          
Sales and marketing $ 35,394 $ 37,037 $ 75,002 $ 66,671  
Accounts payable-related party 100   100   $ 2,200
Accrued equity distributions 15,458   15,458   10,253
Vivint Services          
Related Party Transaction [Line Items]          
Payments made in conjunction with agreements entered 1,100 3,800 2,800 6,200  
Related Party          
Related Party Transaction [Line Items]          
Sales and marketing 300 $ 200 600 $ 1,000  
Amounts due from direct-sales professionals 5,000   5,000   6,600
Provision for advances to direct-sales professionals     600   400
Accrued equity distributions $ 1,100   $ 1,100   $ 1,400
v3.20.2
Commitments and Contingencies - Additional Information (Details) - USD ($)
$ in Thousands
1 Months Ended 6 Months Ended 12 Months Ended
Jul. 14, 2020
Oct. 07, 2019
Jan. 31, 2020
Aug. 31, 2019
Jun. 30, 2020
Dec. 31, 2019
Other Commitments [Line Items]            
Standby letter of credit outstanding         $ 19,600  
Total estimated obligation earned over deferment period         $ 900  
Litigation settlement payment     $ 1,500      
Loss contingency, date of dismissal         Jul. 10, 2020  
Loss contingency, accrual, current           $ 2,000
Subsequent Event            
Other Commitments [Line Items]            
Litigation settlement payment $ 1,950          
General and Administrative            
Other Commitments [Line Items]            
Litigation settlement payment   $ 7,250   $ 1,000   $ 2,000
v3.20.2
Basic and Diluted Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share to Common Stockholders (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Numerator:        
Net loss attributable to common stockholders $ (1,241) $ (28,567) $ (41,501) $ (54,809)
Denominator:        
Shares used in computing net loss attributable per share to common stockholders, basic and diluted 124,844 120,869 124,383 120,589
Net loss attributable per share to common stockholders:        
Basic and diluted $ (0.01) $ (0.24) $ (0.33) $ (0.45)
v3.20.2
Basic and Diluted Net Loss Per Share - Schedule of Shares Excluded from Computation of Net Loss Per Share (Details) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Total shares 10,341 12,186 10,529 11,632
RSUs        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Total shares 5,692 7,040 5,810 6,850
Stock Options        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Total shares 4,649 5,146 4,719 4,782
v3.20.2
Subsequent Events - Additional Information (Details) - Sunrun - Subsequent Event
$ in Millions
Jul. 06, 2020
USD ($)
shares
Subsequent Event [Line Items]  
Conversion of common stock issued and outstanding into right to receive fully paid and nonassessable shares of common stock | shares 0.55
Termination fee payable $ 54.0
Termination fee receivable 107.0
Hart-Scott-Rodino Antitrust Improvements Act  
Subsequent Event [Line Items]  
Termination fee receivable $ 45.0