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SEC Filings
8-K/A
TERRAFORM POWER, INC. filed this Form 8-K/A on 08/22/2018
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The fair value of decommissioning liabilities related to renewable energy facilities represents an adjustment of $(4.0) million to Saeta’s US GAAP book value. Accordingly, adjustments of $0.02 million and $0.1 million to interest expense were included in the pro forma statements of operations for the three months ended March 31, 2018 and for the year ended December 31, 2017, respectively. These adjustments represent higher accretion expenses as a result of the fair value adjustment due to the higher discount rates used in the remeasurement.  

(f)
Financing of the Acquisition

As described in Note 2, the Company drew down $30 million on its sponsor line of credit, and $359 million on its corporate revolving credit facility in order to finance the Acquisition. Accordingly, adjustments of $4.9 million and $19.6 million to interest expenses were included in the pro forma statements of operations for the three months ended March 31, 2018 and for the year ended December 31, 2017, respectively, representing the additional interest expense related to the drawdowns. An adjustment of $(0.6) million was also included in the pro forma statements of operations for the year ended December 31, 2017. This adjustment represents the reversal of commitment fee incurred on the corporate revolving credit facility for the period from October 17, 2017, to December 31, 2017, which was included in the Company’s consolidated statement of operations for the year ended December 31, 2017.

(g)
Transaction costs

As described in Note 4, the Company included $3.7 million of Acquisition-related transaction costs in its consolidated statement of operations for the three months ended March 31, 2018. Accordingly, this amount was excluded from the pro forma statements of operations for the three months ended March 31, 2018.

(h)
Effect of income taxes

The effect of income taxes for pro forma adjustments described above in this note:

 
 
For the three months ended March 31, 2018
In thousands  
           
             
Pro forma adjustment
 
Adjustment to pre-
tax net income
   
Adjustment to
income tax expense
 
5a. US GAAP adjustment – reversal of impairment losses
 
$
(1,400
)
 
$
(350
)
5b. US GAAP adjustment – asset retirement obligations
   
354
     
89
 
5d. US GAAP adjustment - removal of IFRS 9 impact
   
885
     
 
5e. Preliminary purchase price allocation
   
(6,904
)
   
(1,726
)
5f. Financing of the Acquisition
   
(4,911
)
   
 
5g. Transaction costs
   
3,685
     
 
   
$
(8,291
)
 
$
(1,987
)
 

 
For the year ended December 31, 2017
In thousands
           
             
Pro forma adjustment
 
Adjustment to pre-
tax net income
   
Adjustment to
income tax expense
 
5a. US GAAP adjustment – reversal of impairment losses
 
$
(5,175
)
 
$
(1,294
)
5b. US GAAP adjustment – asset retirement obligations
   
1,325
     
331
 
5c. US GAAP adjustment – reversal of improbable loss contingencies
   
1,923
     
 
5e. Preliminary purchase price allocation
   
(25,381
)
   
(6,345
)
5f. Financing of the Acquisition
   
(19,045
)
   
 
5g. Transaction costs
   
     
 
   
$
(46,353
)
 
$
(7,308
)
 

7