|
|
|
(State or other jurisdiction of incorporation or organization)
|
(Commission File Number)
|
(I. R. S. Employer Identification No.)
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
|
|
|
Item 7.01. |
Regulation FD.
|
Item 8.01. |
Other Events.
|
Item 9.01. |
Financial Statements and Exhibits.
|
Exhibit No.
|
Description
|
Press release, dated November 11, 2019, titled “TerraForm Power Reports Third Quarter 2019 Results.”
|
|
Presentation materials, dated November 11, 2019, titled “Q3 2019 Supplemental Information.”
|
|
Letter to Shareholders, dated November 11, 2019.
|
|
104
|
Cover Page Interactive Data File (formatted as inline XBRL).
|
|
TERRAFORM POWER, INC.
|
|
|
|
|
Date: November 12, 2019
|
By:
|
/s/ William Fyfe
|
|
Name:
|
William Fyfe
|
|
Title:
|
General Counsel
|
• |
Net Loss, Adjusted EBITDA and CAFD of $(62) million, $195 million and $48 million, respectively for the third quarter of 2019. This represents an increase in
Net Loss of $(43) million, a decrease in Adjusted EBITDA of $2 million and an increase in CAFD of $2 million, compared to the same period in 2018
|
• |
We closed on the acquisition of an approximately 320 MW Distributed Generation portfolio in the United States for ~ $720 million
|
• |
We executed a 10-year outsourcing Framework Agreement with SMA Solar Technology (“SMA”) to provide operations and maintenance for our North American solar
fleet, which is expected to reduce costs by $5 million per annum and mitigate operational risk of the portfolio through performance guarantees
|
• |
We issued $300 million of equity, priced at $16.77 per share, which represents a 50% premium to the stock price as of the beginning of the year
|
• |
We upsized our corporate revolver by $200 million to $800 million and issued $700 million of 10-year senior notes at a coupon of 4.75%, locking in debt
service savings of ~$6 million per year
|
• |
Declared a Q4 2019 distribution of $0.2014 per share, implying $0.8056 per share on an annual basis
|
Three Months Ended
September 30, 2019
|
Three Months Ended
September 30, 2018
|
Nine Months Ended
September 30, 2019
|
Nine Months Ended
September 30, 2018
|
|||||||||||||
Generation (GWh)
|
2,063
|
2,006
|
6,912
|
5,875
|
||||||||||||
Net Loss ($ in millions)
|
(62
|
)
|
(19
|
)
|
(115
|
)
|
(123
|
)
|
||||||||
(Loss) Earnings per Share1
|
$
|
(0.26
|
)
|
$
|
(0.16
|
)
|
$
|
(0.32
|
)
|
$
|
0.16
|
|||||
Adjusted EBITDA2 ($ in millions)
|
195
|
197
|
568
|
421
|
||||||||||||
CAFD2 ($ in millions)
|
48
|
46
|
138
|
100
|
||||||||||||
CAFD per Share1,2,3
|
$
|
0.23
|
$
|
0.22
|
$
|
0.66
|
$
|
0.58
|
• |
Equity offering: We closed a $300 million equity offering ($250 million public
offering and $50 million concurrent private placement to Brookfield). We priced the equity offering at $16.77 per share, which represents a 50% premium to the stock price as of the beginning of the year.
|
• |
Senior notes issuance: We closed a $700 million offering of 10-year senior notes. The
notes priced at a coupon of 4.75%. Net proceeds were used to repay our $300 million notes due 2025 and our $344 million Term Loan B due 2022. The refinancing will lock in debt service savings of ~$6 million per year and extend our
maturity profile, such that we have no corporate maturities until 2023.
|
• |
Revolving credit facility: We increased commitments under our corporate revolving
credit facility from $600 million to $800 million by adding three additional lenders and extending the maturity date by one year to October 2024.
|
Three Months Ended
September 30,
|
Nine Months Ended
September 30,
|
|||||||||||||||
2019
|
2018
|
2019
|
2018
|
|||||||||||||
Operating revenues, net
|
$
|
253,808
|
$
|
246,042
|
$
|
734,506
|
$
|
553,477
|
||||||||
Operating costs and expenses:
|
||||||||||||||||
Cost of operations
|
75,037
|
59,027
|
207,363
|
146,155
|
||||||||||||
General and administrative expenses
|
15,397
|
21,334
|
60,616
|
65,483
|
||||||||||||
General and administrative expenses - affiliate
|
7,764
|
3,432
|
19,087
|
10,929
|
||||||||||||
Acquisition costs
|
963
|
1,655
|
1,438
|
7,612
|
||||||||||||
Acquisition costs - affiliate
|
—
|
335
|
—
|
6,965
|
||||||||||||
Impairment of renewable energy facilities
|
—
|
—
|
—
|
15,240
|
||||||||||||
Depreciation, accretion and amortization expense
|
114,282
|
103,593
|
321,605
|
239,177
|
||||||||||||
Total operating costs and expenses
|
213,443
|
189,376
|
610,109
|
491,561
|
||||||||||||
Operating income
|
40,365
|
56,666
|
124,397
|
61,916
|
||||||||||||
Other expenses (income):
|
||||||||||||||||
Interest expense, net
|
89,393
|
72,416
|
246,721
|
176,862
|
||||||||||||
Loss (gain) on extinguishment of debt, net
|
1,355
|
—
|
(4,188
|
)
|
1,480
|
|||||||||||
Loss (gain) on foreign currency exchange, net
|
10,975
|
(3,070
|
)
|
(4,217
|
)
|
(4,257
|
)
|
|||||||||
Other (income) expenses, net
|
(557
|
)
|
358
|
(1,752
|
)
|
1,390
|
||||||||||
Total other expenses, net
|
101,166
|
69,704
|
236,564
|
175,475
|
||||||||||||
Loss before income tax expense
|
(60,801
|
)
|
(13,038
|
)
|
(112,167
|
)
|
(113,559
|
)
|
||||||||
Income tax expense
|
1,512
|
6,013
|
3,030
|
9,417
|
||||||||||||
Net loss
|
(62,313
|
)
|
(19,051
|
)
|
(115,197
|
)
|
(122,976
|
)
|
||||||||
Less: Net (loss) income attributable to redeemable non-controlling interests
|
(7,341
|
)
|
12,443
|
(14,241
|
)
|
15,101
|
||||||||||
Less: Net (loss) income attributable to non-controlling interests
|
(135
|
)
|
2,096
|
(33,897
|
)
|
(165,946
|
)
|
|||||||||
Net (loss) income attributable to Class A common stockholders
|
$
|
(54,837
|
)
|
$
|
(33,590
|
)
|
$
|
(67,059
|
)
|
$
|
27,869
|
|||||
Weighted average number of shares:
|
||||||||||||||||
Class A common stock - Basic
|
209,155
|
209,142
|
209,149
|
173,173
|
||||||||||||
Class A common stock - Diluted
|
209,155
|
209,142
|
209,149
|
173,186
|
||||||||||||
(Loss) earnings per share:
|
||||||||||||||||
Class A common stock - Basic and diluted
|
$
|
(0.26
|
)
|
$
|
(0.16
|
)
|
$
|
(0.32
|
)
|
$
|
0.16
|
|||||
Distributions declared per share:
|
||||||||||||||||
Class A common stock
|
$
|
0.2014
|
$
|
0.19
|
$
|
0.6042
|
$
|
0.57
|
September 30,
2019
|
December 31,
2018
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
239,297
|
$
|
248,524
|
||||
Restricted cash, current
|
31,140
|
27,784
|
||||||
Accounts receivable, net
|
176,883
|
145,161
|
||||||
Derivative assets, current
|
28,908
|
14,371
|
||||||
Prepaid expenses and other current assets
|
61,642
|
65,149
|
||||||
Due from affiliates
|
265
|
196
|
||||||
Deposit on acquisitions
|
114,195
|
—
|
||||||
Total current assets
|
652,330
|
501,185
|
||||||
Renewable energy facilities, net, including consolidated variable interest entities of $3,238,298 and
$3,064,675 in 2019 and 2018, respectively
|
6,967,149
|
6,470,026
|
||||||
Intangible assets, net, including consolidated variable interest entities of $697,744 and $751,377 in
2019 and 2018, respectively
|
1,957,146
|
1,996,404
|
||||||
Goodwill
|
145,616
|
120,553
|
||||||
Restricted cash
|
73,794
|
116,501
|
||||||
Derivative assets
|
97,096
|
90,984
|
||||||
Other assets
|
36,060
|
34,701
|
||||||
Total assets
|
$
|
9,929,191
|
$
|
9,330,354
|
||||
Liabilities, Redeemable Non-controlling Interests and Stockholders’ Equity
|
||||||||
Current liabilities:
|
||||||||
Current portion of long-term debt, including consolidated variable interest entities of $266,423 and
$64,251 in 2019 and 2018, respectively
|
$
|
635,929
|
$
|
464,332
|
||||
Accounts payable, accrued expenses and other current liabilities
|
186,170
|
181,400
|
||||||
Due to affiliates
|
8,878
|
6,991
|
||||||
Derivative liabilities, current portion
|
38,729
|
35,559
|
||||||
Total current liabilities
|
869,706
|
688,282
|
||||||
Long-term debt, less current portion, including consolidated variable interest entities of $640,050 and
$885,760 in 2019 and 2018, respectively
|
5,624,514
|
5,297,513
|
||||||
Operating lease obligations, less current portion, including consolidated variable interest entities of
$141,683 in 2019
|
255,507
|
—
|
||||||
Asset retirement obligations, including consolidated variable interest entities of $118,406 and $86,456
in 2019 and 2018, respectively
|
286,282
|
212,657
|
||||||
Derivative liabilities
|
141,155
|
93,848
|
||||||
Deferred income taxes
|
152,948
|
178,849
|
||||||
Other liabilities
|
110,651
|
90,788
|
||||||
Total liabilities
|
7,440,763
|
6,561,937
|
||||||
Redeemable non-controlling interests
|
20,994
|
33,495
|
||||||
Stockholders’ equity:
|
||||||||
Class A common stock, $0.01 par value per share, 1,200,000,000 shares authorized, 209,663,018 and
209,642,140 shares issued in 2019 and 2018, respectively
|
2,097
|
2,096
|
||||||
Additional paid-in capital
|
2,259,812
|
2,391,435
|
||||||
Accumulated deficit
|
(426,662
|
)
|
(359,603
|
)
|
||||
Accumulated other comprehensive income
|
8,744
|
40,238
|
||||||
Treasury stock, 508,033 and 500,420 shares in 2019 and 2018, respectively
|
(6,815
|
)
|
(6,712
|
)
|
||||
Total TerraForm Power, Inc. stockholders’ equity
|
1,837,176
|
2,067,454
|
||||||
Non-controlling interests
|
630,258
|
667,468
|
||||||
Total stockholders’ equity
|
2,467,434
|
2,734,922
|
||||||
Total liabilities, redeemable non-controlling interests and stockholders’ equity
|
$
|
9,929,191
|
$
|
9,330,354
|
Nine Months Ended
September 30,
|
||||||||
2019
|
2018
|
|||||||
Cash flows from operating activities:
|
||||||||
Net loss
|
$
|
(115,197
|
) |
$
|
(122,976
|
)
|
||
Adjustments to reconcile net loss to net cash provided by operating activities:
|
||||||||
Depreciation, accretion and amortization expense
|
321,605
|
239,177
|
||||||
Amortization of favorable and unfavorable rate revenue contracts, net
|
28,645
|
29,478
|
||||||
(Reductions) charges to allowance for doubtful accounts, net
|
(3,299
|
)
|
846
|
|||||
Impairment of renewable energy facilities
|
—
|
15,240
|
||||||
Amortization of deferred financing costs, debt premiums and discounts, net
|
7,720
|
7,969
|
||||||
Unrealized loss (gain) on interest rate swaps
|
23,094
|
(11,688
|
)
|
|||||
Unrealized gain on commodity contract derivatives, net
|
(3,840
|
)
|
(3,845
|
)
|
||||
Recognition of deferred revenue
|
(1,987
|
)
|
(1,344
|
)
|
||||
Stock-based compensation expense
|
468
|
161
|
||||||
(Gain) loss on extinguishment of debt, net
|
(4,188
|
)
|
1,480
|
|||||
Loss on disposal of renewable energy facilities
|
13,293
|
6,764
|
||||||
Gain on foreign currency exchange, net
|
(4,649
|
)
|
(9,643
|
)
|
||||
Deferred taxes
|
139
|
4,888
|
||||||
Other, net
|
(308
|
)
|
(393
|
)
|
||||
Changes in assets and liabilities, excluding the effect of acquisitions:
|
||||||||
Accounts receivable
|
(32,198
|
)
|
(18,758
|
)
|
||||
Prepaid expenses and other current assets
|
9,278
|
9,154
|
||||||
Accounts payable, accrued expenses and other current liabilities
|
5,238
|
(13,002
|
)
|
|||||
Due to affiliates, net
|
1,818
|
4,158
|
||||||
Other, net
|
22,571
|
13,361
|
||||||
Net cash provided by operating activities
|
268,203
|
151,027
|
||||||
Cash flows from investing activities:
|
||||||||
Capital expenditures
|
(16,508
|
)
|
(15,320
|
)
|
||||
Proceeds from energy rebate and reimbursable interconnection costs
|
5,123
|
8,224
|
||||||
Proceeds from the settlement of foreign currency contracts, net
|
28,063
|
22,429
|
||||||
Payments to acquire businesses, net of cash and restricted cash acquired
|
(617,587
|
)
|
(886,104
|
)
|
||||
Payments to acquire renewable energy facilities from third parties, net of cash and restricted cash
acquired
|
(18,255
|
)
|
(4,105
|
)
|
||||
Payment of deposit on acquisitions
|
(114,195
|
)
|
—
|
|||||
Other investing activities
|
2,476
|
—
|
||||||
Net cash used in by investing activities
|
(730,883
|
)
|
(874,876
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from issuance of Class A common stock to affiliates
|
—
|
650,000
|
||||||
Proceeds from the Sponsor Line - affiliate
|
—
|
86,000
|
||||||
Repayment of the Sponsor Line - affiliate
|
—
|
(86,000
|
)
|
|||||
Proceeds from Bridge Facility
|
475,000
|
—
|
||||||
Revolver draws
|
409,500
|
619,000
|
||||||
Revolver repayments
|
(430,500
|
)
|
(200,466
|
)
|
||||
Term Loan principal payments
|
(2,625
|
)
|
(2,625
|
)
|
||||
Borrowings of non-recourse long-term debt
|
312,053
|
236,381
|
||||||
Principal payments and prepayments on non-recourse long-term debt
|
(186,329
|
)
|
(180,124
|
)
|
||||
Debt financing fees paid
|
(15,972
|
)
|
(7,424
|
)
|
||||
Sale of membership interests and contributions from non-controlling interests in renewable energy
facilities
|
5,562
|
7,685
|
||||||
Purchase of membership interests and distributions to non-controlling interests in renewable energy
facilities
|
(17,204
|
)
|
(21,792
|
)
|
||||
Proceeds from affiliates
|
—
|
4,803
|
||||||
Cash distributions to Class A common stockholders
|
(125,969
|
)
|
(95,625
|
)
|
||||
Recovery of related party short swing profit
|
—
|
2,994
|
||||||
Net cash provided by financing activities
|
423,516
|
1,012,807
|
||||||
Net (decrease) increase in cash, cash equivalents and restricted cash
|
(39,164
|
)
|
288,958
|
|||||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(9,414
|
)
|
(3,750
|
)
|
||||
Cash, cash equivalents and restricted cash at beginning of period
|
392,809
|
224,787
|
||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
344,231
|
$
|
509,995
|
Three Months Ended
September 30
|
Nine Months Ended
September 30
|
|||||||||||||||
(in millions)
|
2019
|
2018
|
2019
|
2018
|
||||||||||||
Reconciliation of Net Loss to Adjusted EBITDA
|
||||||||||||||||
Net loss
|
$
|
(62
|
)
|
$
|
(19
|
)
|
$
|
(115
|
)
|
$
|
(123
|
)
|
||||
Depreciation, accretion and amortization expense (a)
|
127
|
113
|
364
|
274
|
||||||||||||
Interest expense, net
|
89
|
72
|
247
|
177
|
||||||||||||
Non-operating general and administrative expenses (b)
|
6
|
6
|
26
|
38
|
||||||||||||
Impairment charges
|
—
|
—
|
—
|
15
|
||||||||||||
Loss (gain) on extinguishment of debt
|
1
|
(1
|
)
|
(4
|
)
|
(1
|
)
|
|||||||||
Acquisition and related costs
|
1
|
2
|
1
|
15
|
||||||||||||
Income tax expense
|
2
|
6
|
3
|
9
|
||||||||||||
Regulated Solar and Wind price band adjustment (c)
|
2
|
10
|
10
|
10
|
||||||||||||
Management Fee (d)
|
7
|
4
|
18
|
11
|
||||||||||||
Other non-cash or non-operating items (e)
|
22
|
4
|
18
|
(4
|
)
|
|||||||||||
Adjusted EBITDA
|
$
|
195
|
$
|
197
|
$
|
568
|
$
|
421
|
(in millions)
|
Three Months Ended
September 30
|
Nine Months Ended
September 30
|
||||||||||||||
Reconciliation of Operating Revenues, net to Adjusted Revenue
|
2019
|
2018
|
2019
|
2018
|
||||||||||||
Operating revenues, net
|
$
|
254
|
$
|
246
|
$
|
735
|
$
|
553
|
||||||||
Unrealized (gain) loss on commodity contract derivatives, net (f)
|
(1
|
)
|
2
|
(4
|
)
|
(3
|
)
|
|||||||||
Amortization of favorable and unfavorable rate revenue contracts, net (g)
|
10
|
10
|
28
|
30
|
||||||||||||
Regulated Solar and Wind price band adjustment (c)
|
2
|
10
|
10
|
10
|
||||||||||||
Other items (h)
|
(5
|
)
|
—
|
1
|
—
|
|||||||||||
Adjusted Revenue
|
$
|
260
|
$
|
268
|
$
|
770
|
$
|
590
|
(in millions)
|
Three Months Ended
September 30
|
Nine Months Ended
September 30
|
||||||||||||||
Reconciliation of Adjusted Revenue to Adjusted EBITDA and Adjusted EBITDA to CAFD
|
2019
|
2018
|
2019
|
2018
|
||||||||||||
Adjusted Revenue
|
$
|
260
|
$
|
268
|
$
|
770
|
$
|
590
|
||||||||
Direct Operating costs
|
(67
|
)
|
(71
|
)
|
(207
|
)
|
(169
|
)
|
||||||||
Settled FX gain (loss)
|
2
|
—
|
5
|
—
|
||||||||||||
Adjusted EBITDA
|
$
|
195
|
$
|
197
|
$
|
568
|
$
|
421
|
||||||||
Fixed management fee (d)
|
(3
|
)
|
(3
|
)
|
(9
|
)
|
(8
|
)
|
||||||||
Variable management fee (d)
|
(4
|
)
|
(1
|
)
|
(9
|
)
|
(3
|
)
|
||||||||
Adjusted interest expense (i)
|
(72
|
)
|
(78
|
)
|
(217
|
)
|
(184
|
)
|
||||||||
Levelized principal payments (j)
|
(65
|
)
|
(57
|
)
|
(187
|
)
|
(111
|
)
|
||||||||
Cash distributions to non-controlling interests (k)
|
(3
|
)
|
(7
|
)
|
(13
|
)
|
(19
|
)
|
||||||||
Sustaining capital expenditures (l)
|
(2
|
)
|
(2
|
)
|
(6
|
)
|
(6
|
)
|
||||||||
Other (m)
|
2
|
(3
|
)
|
11
|
10
|
|||||||||||
Cash available for distribution (CAFD)
|
$
|
48
|
$
|
46
|
$
|
138
|
$
|
100
|
a) |
Includes reductions/(increases) within operating revenues due to net amortization of favorable and unfavorable rate revenue contracts as detailed in the reconciliation of
Adjusted Revenue, and losses on disposal of property, plant and equipment.
|
b) |
Non-operating items and other items incurred directly by TerraForm Power that we do not consider indicative of our core business operations are treated as an addback in the
reconciliation of net loss to Adjusted EBITDA. These items include, but are not limited to, extraordinary costs and expenses related primarily to IT system arrangements, relocation of the headquarters to New York, legal, advisory and
contractor fees associated with the bankruptcy of SunEdison and certain of its affiliates (the “SunEdison bankruptcy”) and investment banking, and legal, third party diligence and advisory fees associated with acquisitions, dispositions
and financings. The Company’s normal general and administrative expenses in Corporate, paid by TerraForm Power, are the amounts shown below and were not added back in the reconciliation of net loss to Adjusted EBITDA:
|
$ in millions
|
Q3 2019
|
Q3 2018
|
YTD 2019
|
YTD 2018
|
|||||||||||||
Operating general and administrative expenses in Corporate
|
$
|
8
|
$
|
6
|
$
|
26
|
$
|
20
|
c) |
Represents Regulated Solar and Wind Price Band Adjustment to Return on Investment Revenue as dictated by market conditions. To the extent that the wholesale market price is
greater or less than a price band centered around the market price forecasted by the Spanish regulator during the preceding three years, the difference in revenues assuming average generation accumulates in a tracking account. The
Return on Investment is either increased or decreased in order to amortize the balance of the tracking account over the remaining regulatory life of the assets.
|
d) |
Represents management fee that is not included in Direct operating costs.
|
e) |
Represents other non-cash items as detailed in the reconciliation of Adjusted Revenue and associated footnote and certain other items that we believe are not representative of
our core business or future operating performance, including but not limited to: loss (gain) on foreign exchange (“FX”), unrealized loss on commodity contracts, loss on investments and receivables with affiliate, sale of transmission
line access in Regulated Solar and Wind, and one-time blade repairs related to the preparation for GE transition.
|
f) |
Represents unrealized (gain) loss on commodity contracts associated with energy derivative contracts that are accounted for at fair value with the changes recorded in operating
revenues, net. The amounts added back represent changes in the value of the energy derivative related to future operating periods and are expected to have little or no net economic impact since the change in value is expected to be
largely offset by changes in value of the underlying energy sale in the spot or day-ahead market.
|
g) |
Represents net amortization of purchase accounting related to intangibles arising from past business combinations related to favorable and unfavorable rate revenue contracts.
|
h) |
Primarily represents insurance compensation for revenue losses, transmission capacity revenue, and adjustments for solar renewable energy certificate (“SREC”) recognition and
other revenue due to timing.
|
i) |
Represents project-level and other interest expense and interest income attributed to normal operations. The reconciliation from Interest expense, net as shown on the
Consolidated Statements of Operations to adjusted interest expense applicable to CAFD is as follows:
|
$ in millions
|
Q3 2019
|
Q3 2018
|
YTD 2019
|
YTD 2018
|
|||||||||||||
Interest expense, net
|
$
|
(89
|
)
|
$
|
(72
|
)
|
$
|
(247
|
)
|
$
|
(177
|
)
|
|||||
Amortization of deferred financing costs and debt discounts
|
4
|
3
|
8
|
8
|
|||||||||||||
Other, primarily fair value changes in interest rate swaps and purchase accounting adjustments due to
acquisition
|
13
|
(9
|
)
|
22
|
(15
|
)
|
|||||||||||
Adjusted interest expense
|
$
|
(72
|
)
|
$
|
(78
|
)
|
$
|
(217
|
)
|
$
|
(184
|
)
|
j) |
Represents levelized project-level and other principal debt payments to the extent paid from operating cash.
|
k) |
Represents cash distributions paid to non-controlling interests in our renewable energy facilities. The reconciliation from Distributions to non-controlling interests as shown
on the Consolidated Statement of Cash Flows to Cash distributions to non-controlling interests, net for the three months September 30, 2019 and 2018 is as follows:
|
$ in millions
|
Q3 2019
|
Q3 2018
|
YTD 2019
|
YTD 2018
|
|||||||||||||
Purchase of membership interests
|
$
|
(6
|
)
|
$
|
(9
|
)
|
$
|
(17
|
)
|
$
|
(22
|
)
|
|||||
Buyout of non-controlling interests and Additional Paid in Capital
|
3
|
2
|
4
|
2
|
|||||||||||||
Adjustment for non-operating cash distributions
|
—
|
—
|
—
|
1
|
|||||||||||||
Purchase of membership interests and distributions to non-controlling interests
|
$
|
(3
|
)
|
$
|
(7
|
)
|
$
|
(13
|
)
|
$
|
(19
|
)
|
l) |
Represents long-term average sustaining capital expenditure to maintain reliability and efficiency of the assets.
|
m) |
Represents other cash flows as determined by management to be representative of normal operations including, but not limited to, wind plant “pay as you go” contributions
received from tax equity partners, interconnection upgrade reimbursements, major maintenance reserve releases or (additions), releases or (postings) of collateral held by counterparties of energy market hedges for certain wind plants,
and recognized SREC gains that are covered by loan agreements.
|
![]() |
Q3 2019 Letter to Shareholders
|
• |
We generated $0.23 per share of CAFD, a 5% increase over the same period in 2018;
|
• |
We closed on the acquisition of an approximately 320 MW Distributed Generation portfolio in the United States for ~ $720 million;
|
• |
We executed a 10-year outsourcing Framework Agreement with SMA Solar Technology (“SMA”) to
provide operations and maintenance for our North American solar fleet, which is expected to reduce costs by $5 million per annum and mitigate operational risk of the portfolio through performance guarantees;
|
• |
We issued $300 million of equity, priced at $16.77 per share, which represents a 50% premium to the stock price as of the beginning of the year; and
|
• |
We upsized our corporate revolver by $200 million to $800 million and issued $700 million of 10-year senior notes at a coupon of 4.75%, locking in debt service savings of ~$6
million per year.
|
![]() |
Q3 2019 Letter to Shareholders
|
![]() |
Q3 2019 Letter to Shareholders
|
• |
Equity offering: We closed a $300 million equity offering ($250 million public offering and $50 million concurrent private placement to Brookfield). We priced the equity offering at $16.77 per share, which
represents a 50% premium to the stock price as of the beginning of the year.
|
• |
Senior notes issuance: We closed a $700 million offering of 10-year
senior notes. The notes priced at a coupon of 4.75%. Net proceeds were used to repay our $300 million notes due 2025 and our $344 million Term Loan B due 2022. The refinancing will lock in debt service savings of ~$6 million per year
and extend our maturity profile, such that we have no corporate maturities until 2023.
|
• |
Revolving credit facility: We increased commitments under our
corporate revolving credit facility from $600 million to $800 million by adding three additional lenders and extending the maturity date by one year to October 2024.
|
![]() |
Q3 2019 Letter to Shareholders
|
North America Wind
|
MW
(Installed
Capacity)
|
2019
|
|||
Q1
|
Q2
|
Q3
|
YTD
|
||
Central
|
706.6
|
100%
|
96%
|
99%
|
98%
|
Texas
|
407.2
|
103%
|
96%
|
108%
|
102%
|
Hawaii
|
81
|
96%
|
69%
|
85%
|
83%
|
Northeast
|
418.7
|
108%
|
100%
|
91%
|
100%
|
Total
|
1,613.5
|
102%
|
96%
|
99%
|
99%
|
![]() |
Q3 2019 Letter to Shareholders
|