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SEC Filings
10-Q
TERRAFORM POWER, INC. filed this Form 10-Q on 11/09/2018
Entire Document
 


 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In thousands, except per share amounts)
 
2018
 
2017
 
2018
 
2017
Basic and diluted (loss) earnings per share:
 
 
 
 
 
 
 
 
Net (loss) income attributable to Class A common stockholders
 
$
(33,590
)
 
$
(26,300
)
 
$
27,869

 
$
(47,491
)
Less: accretion of redeemable non-controlling interest
 

 
(2,316
)
 

 
(6,729
)
Net (loss) income attributable to Class A common stockholders after accretion of redeemable non-controlling interests
 
$
(33,590
)
 
$
(28,616
)
 
$
27,869

 
$
(54,220
)
 
 
 
 
 
 
 
 
 
Weighted average basic Class A shares outstanding
 
209,142

 
92,352

 
173,173

 
92,228

Weighted average diluted Class A shares outstanding1
 
209,142

 
92,352

 
173,186

 
92,228

 
 
 
 
 
 
 
 
 
Basic and diluted (loss) earnings per share
 
$
(0.16
)
 
$
(0.31
)
 
$
0.16

 
$
(0.59
)
———
(1)
The computation of diluted loss per share of the Company's Class A common stock for the three months ended September 30, 2018, excludes 103 thousand of potentially dilutive unvested RSUs because the effect would have been anti-dilutive. The computation of diluted earnings per share of the Company's Class A common stock for the nine months ended September 30, 2018, includes 13 thousand of RSUs considered to be dilutive and calculated using the treasury stock method. The computation of diluted loss per share of the Company's Class A common stock for the nine months ended September 30, 2017 excludes 1,228 thousand of potentially dilutive unvested RSUs because the effect would have been anti-dilutive.

14. COMMITMENTS AND CONTINGENCIES

Letters of Credit

The Company’s customers, vendors and regulatory agencies often require the Company to post letters of credit in order to guarantee performance under relevant contracts and agreements. The Company is also required to post letters of credit to secure obligations under various swap agreements and leases and may, from time to time, decide to post letters of credit in lieu of cash deposits in reserve accounts under certain financing arrangements. The amount that can be drawn under some of these letters of credit may be increased from time to time subject to the satisfaction of certain conditions. As of September 30, 2018, the Company had outstanding letters of credit under the Revolver of $82.5 million and outstanding project-level letters of credit of $178.4 million.

Guarantee Agreements

The Company and its subsidiaries have provided guarantees to certain of its institutional tax equity investors and financing parties in connection with its tax equity financing transactions. These guarantees do not guarantee the returns targeted by the tax equity investors or financing parties, but rather support any potential indemnity payments payable under the tax equity agreements, including related to management of tax partnerships and recapture of tax credits or renewable energy grants in connection with transfers of the Company’s direct or indirect ownership interests in the tax partnerships to entities that are not qualified to receive those tax benefits. The Company and its subsidiaries have also provided guarantees in connection with acquisitions of third party assets or to support project contractual obligations, including renewable energy credit sales agreements. The Company and its subsidiaries have also provided other capped or limited contingent guarantees and other support obligations with respect to certain project-level indebtedness.

Long-Term Service Agreement

On August 10, 2018, the Company executed an 11-year framework agreement with an affiliate of General Electric (“GE”) that, among other things, provides for the roll out, subject to receipt of third party consents, of project level, long-term service agreements (collectively, the “LTSA”) for turbine operations and maintenance, as well as other balance of plant services across the Company’s 1.6 GW North American wind fleet. The Company is in the process of obtaining third party consents for the roll out of the LTSA, which may include the early termination of certain of the Company’s existing service contracts.


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