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SEC Filings
10-Q
TERRAFORM POWER, INC. filed this Form 10-Q on 08/14/2018
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incurred for our interim Chief Accounting Officer and Chief Operating Officer support in 2017 and a $1.1 million decrease in IT consulting fees, partially offset by a $2.0 million increase in audit fees. The decrease in employee compensation was driven by a $3.2 million decrease in salaries and benefits costs due to a reduction of employee headcount and a $3.6 million decrease in stock-based compensation expense due to the vesting of all previously unvested restricted stock units triggered by the change in control upon the consummation of the Merger on October 16, 2017, partially offset by a $0.5 million increase for severance and transition bonus costs incurred as a result of the Company's restructuring plan subsequent to the Merger.

General and administrative expenses - affiliate were $4.0 million during the three months ended June 30, 2018, which primarily consisted of a $3.7 million charge for the Brookfield MSA quarterly base management fee, pursuant to which Brookfield and certain of its affiliates provide certain management and administrative services to the Company, including the provision of strategic and investment management services. General and administrative expenses - affiliate were $3.3 million during the three months ended June 30, 2017, which consisted of $0.9 million of stock-based compensation expense that was allocated to the Company for unvested equity awards held by the Company’s employees in the stock of SunEdison, Inc. and TerraForm Global, Inc. and $2.4 million of costs incurred for management and administrative services that were provided by SunEdison.

Acquisition-Related Costs

As discussed in Note 4. Acquisitions to our unaudited condensed consolidated financial statements, on June 12, 2018, the Company completed the acquisition of the Tendered Shares for total aggregate consideration of $1.12 billion and assumed $1.91 billion of project-level debt. With greater than 90% of the shares of Saeta being acquired, the Company pursued a statutory squeeze out procedure under Spanish law to procure the remaining approximately 5% of the shares of Saeta, which closed on July 2, 2018.

Acquisition costs incurred by the Company were $8.9 million for the three months ended June 30, 2018, which consisted of investment banker advisory fees and professional fees for legal and accounting services, as well as reimbursements to affiliates of Brookfield for amounts paid on behalf of the Company. There were no acquisition costs incurred by the Company for the three months ended June 30, 2017. These costs are reflected as acquisition and related costs and acquisition and related costs - affiliate (see Note 15. Related Parties) in the unaudited condensed consolidated statements of operations and are excluded from the unaudited pro forma net loss amount disclosed above.

Impairment of Renewable Energy Facilities

The Company began exploring a sale and sold its remaining 0.3 MW of residential assets during the third quarter of 2017. These assets did not meet the criteria for held for sale classification as of June 30, 2017 but the Company determined that certain impairment indicators were present and as a result recognized an impairment charge of $1.4 million within impairment of renewable energy facilities in the unaudited condensed consolidated statement of operations for the three months ended June 30, 2017.

Depreciation, Accretion and Amortization Expense

Depreciation, accretion and amortization expense increased by $6.8 million during the three months ended June 30, 2018, compared to the same period in 2017. This increase was primarily the result of the renewable energy assets acquired from Saeta.

Interest Expense, Net
 
 
Three Months Ended June 30,
 
 
(In thousands)
 
2018
 
2017
 
Change
Corporate-level
 
$
28,665

 
$
26,933

 
$
1,732

Non-recourse:
 
 
 
 
 
 
Solar
 
15,734

 
19,942

 
(4,208
)
Wind
 
11,246

 
21,330

 
(10,084
)
Regulated Solar and Wind
 
(4,753
)
 
$

 
(4,753
)
Total interest expense, net
 
$
50,892

 
$
68,205

 
$
(17,313
)


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