Sunrun Inc. - FORM 10-Q

Attached files

file	filename
EX-31.1 - EX-31.1 - Sunrun Inc.	run-ex311_8.htm
EX-31.2 - EX-31.2 - Sunrun Inc.	run-ex312_6.htm
EX-32.1 - EX-32.1 - Sunrun Inc.	run-ex321_7.htm
EX-10.1 - EX-10.1 - Sunrun Inc.	run-ex101_775.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2016

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 001-37511

Sunrun Inc.

(Exact name of registrant as specified in its charter)

Delaware

26-2841711

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

595 Market Street, 29^th Floor

San Francisco, California 94105

(Address of principal executive offices and Zip Code)

(415) 580-6900

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES x NO o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES x NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o		Accelerated filer	o

Non-accelerated filer	x	(Do not check if a smaller reporting company)	Smaller reporting company	o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES o NO x

As of May 10, 2016, the number of shares of the registrant’s common stock outstanding was 101,962,958.

Table of Contents

		Page
Item 1	Financial Statements (Unaudited)	2
	Consolidated Balance Sheets	2
	Consolidated Statements of Operations	4
	Consolidated Statements of Comprehensive Income (Loss)	5
	Consolidated Statements of Cash Flows	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	32

	PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	56
Item 5.	Other Information	56
Item 6.	Exhibits	56
	Signatures	57

Sunrun Inc.

Consolidated Balance Sheets

(In Thousands, Except Share Par Values)

	March 31, 2016			December 31, 2015
	(Unaudited)
Assets
Current assets:
Cash	$	208,313		$	203,864
Restricted cash		9,246			9,203
Accounts receivable (net of allowances for doubtful accounts of $1,167 and $1,641 as of March 31, 2016 and December 31, 2015, respectively)		56,774			60,275
State tax credits receivable		—			9,198
Inventories		94,682			71,258
Prepaid expenses and other current assets		13,903			5,917
Total current assets		382,918			359,715
Restricted cash		6,125			8,094
Solar energy systems, net		2,137,015			1,992,021
Property and equipment, net		51,897			44,866
Intangible assets, net		21,653			22,705
Goodwill		87,543			87,543
Prepaid tax asset		222,596			190,146
Other assets		31,833			29,502
Total assets(1)	$	2,941,580		$	2,734,592
Liabilities and total equity
Current liabilities:
Accounts payable	$	93,701		$	104,133
Distributions payable to noncontrolling interests and redeemable noncontrolling interests		7,368			8,144
Accrued expenses and other liabilities		53,826			49,146
Deferred revenue, current portion		65,820			59,726
Deferred grants, current portion		14,399			13,949
Capital lease obligation, current portion		10,890			8,951
Long-term non-recourse debt, current portion		5,591			4,722
Lease pass-through financing obligation, current portion		4,540			3,710
Total current liabilities		256,135			252,481
Deferred revenue, net of current portion		577,220			559,066
Deferred grants, net of current portion		216,176			220,784
Capital lease obligation, net of current portion		17,154			15,042
Recourse debt		191,000			197,000
Long-term non-recourse debt, net of current portion		436,196			333,042
Lease pass-through financing obligation, net of current portion		143,020			153,188
Other liabilities		8,863			7,144
Deferred tax liabilities		222,596			190,146
Total liabilities(1)		2,068,360			1,927,893
Commitments and contingencies (Note 13)
Redeemable noncontrolling interests		138,049			147,139
Stockholders’ equity:
Preferred stock, $0.0001 par value—authorized, 200,000 shares as of March 31, 2016 and December 31, 2015; issued and outstanding, 0 shares as of March 31, 2016 and December 31, 2015		—			—
Common stock, $0.0001 par value—authorized, 2,000,000 shares as of March 31, 2016 and December 31, 2015; issued and outstanding, 101,578 and 101,282 shares as of March 31, 2016 and December 31, 2015, respectively		10			10
Additional paid-in capital		646,092			642,229
Accumulated other comprehensive loss		(6,194	)		(921	)
Accumulated deficit		(74,115	)		(87,249	)
Total stockholders’ equity		565,793			554,069
Noncontrolling interests		169,378			105,491
Total equity		735,171			659,560
Total liabilities, redeemable noncontrolling interests and total equity	$	2,941,580		$	2,734,592

(1)

The Company’s consolidated assets as of March 31, 2016 and December 31, 2015 include $1,551,054 and $1,363,615, respectively, in assets of variable interest entities, or VIEs, that can only be used to settle obligations of the VIEs. Solar energy systems, net, as of March 31, 2016 and December 31, 2015 were $1,440,936 and $1,305,420, respectively; cash as of March 31, 2016 and December 31, 2015 were $94,953 and $44,407, respectively; restricted cash as of March 31, 2016 and December 31, 2015 were $580 and $757, respectively; accounts receivable, net as of March 31, 2016 and December 31, 2015 were $14,558 and $12,965, respectively; prepaid expenses and other current assets as of March 31, 2016 and December 31, 2015 were $27 and $66, respectively. The Company’s consolidated liabilities as of March 31, 2016 and December 31, 2015 include $550,456 and $540,464, respectively, in liabilities of VIEs whose creditors have no recourse to the Company. These liabilities include accounts payable as of March 31, 2016 and December 31, 2015 of $10,857 and $11,025, respectively; distributions payable to noncontrolling interests and redeemable noncontrolling interests as of March 31, 2016 and December 31, 2015 of $7,318 and $8,063, respectively; accrued expenses and other liabilities as of March 31, 2016 and December 31, 2015 of $264 and $175, respectively; deferred revenue as of March 31, 2016 and December 31, 2015 of $387,867 and $374,736, respectively; deferred grants as of March 31, 2016 and December 31, 2015 of $113,901 and $115,726, respectively; and long-term non-recourse debt as of March 31, 2016 and December 31, 2015 of $30,249 and $30,739, respectively.

The accompanying notes are an integral part of these consolidated financial statements.

Sunrun Inc.

Consolidated Statements of Operations

(In Thousands, Except Per Share Amounts)

(Unaudited)

	Three Months Ended March 31,
	2016			2015
Revenue:
Operating leases and incentives	$	34,540		$	22,308
Solar energy systems and product sales		64,203			27,369
Total revenue		98,743			49,677
Operating expenses:
Cost of operating leases and incentives		38,100			21,377
Cost of solar energy systems and product sales		57,512			25,330
Sales and marketing		43,188			24,926
Research and development		2,463			2,287
General and administrative		23,248			20,306
Amortization of intangible assets		1,052			542
Total operating expenses		165,563			94,768
Loss from operations		(66,820	)		(45,091	)
Interest expense, net		11,515			7,130
Other expenses (income), net		(532	)		299
Loss before income taxes		(77,803	)		(52,520	)
Income tax benefit		—			—
Net loss		(77,803	)		(52,520	)
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests		(90,937	)		(34,525	)
Net income (loss) attributable to common stockholders	$	13,134		$	(17,995	)

Net income (loss) per share attributable to common stockholders
Basic	$	0.13		$	(0.74	)
Diluted	$	0.13		$	(0.74	)
Weighted average shares used to compute net income (loss) per share attributable to common stockholders
Basic		101,273			24,427
Diluted		104,219			24,427

The accompanying notes are an integral part of these consolidated financial statements.

Sunrun Inc.

Consolidated Statements of Comprehensive Income (Loss)

(In Thousands)

(Unaudited)

	Three Months Ended March 31,
	2016			2015
Net income (loss) attributable to common stockholders	$	13,134		$	(17,995	)
Other comprehensive loss:
Unrealized loss on derivatives, net of tax benefit		(5,798	)		(1,793	)
Less interest expense on derivatives recognized into earnings		(525	)		—
Comprehensive income (loss)	$	7,861		$	(19,788	)

Sunrun Inc.

Consolidated Statements of Cash Flows

(In Thousands)

(Unaudited)

	Three Months Ended March 31,
	2016			2015
Operating activities:
Net loss	$	(77,803	)	$	(52,520	)
Adjustments to reconcile net loss to net cash used in operating activities:
Noncash losses		1,321			—
Depreciation and amortization, net of amortization of deferred grants		21,596			15,429
Bad debt expense		336			457
Interest on lease pass-through financing		3,002			3,474
Noncash interest expense		3,502			2,635
Stock-based compensation expense		3,809			3,220
Reduction in lease pass-through financing obligations		(4,236	)		(4,887	)
Changes in operating assets and liabilities:
Accounts receivable		3,595			(5,535	)
Inventories		(23,314	)		(11,537	)
Prepaid and other assets		(4,355	)		5,069
Accounts payable		(10,103	)		26,932
Accrued expenses and other liabilities		(317	)		2,643
Deferred revenue		5,572			12,304
Net cash used in operating activities		(77,395	)		(2,316	)

Investing activities:
Payments for the costs of solar energy systems, leased and to be leased		(164,629	)		(131,291	)
Purchases of property and equipment		(5,023	)		(1,947	)
Net cash used in investing activities		(169,652	)		(133,238	)

Financing activities:
Proceeds from grants and state tax credits, net of recapture		9,202			5,153
Proceeds from recourse debt		141,000			—
Repayment of recourse debt		(147,000	)		—
Proceeds from issuance of non-recourse debt		106,400			—
Repayment of non-recourse debt		(2,160	)		(690	)
Payment of debt fees		(9,369	)		—
Proceeds from lease pass-through financing obligations		9,746			35,130
Contributions received from noncontrolling interests and redeemable noncontrolling interests		154,944			59,341
Distributions paid to noncontrolling interests and redeemable noncontrolling interests		(9,986	)		(7,521	)
Proceeds from exercises of stock options, net of withholding taxes on restricted stock units		452			1,058
Offering costs paid related to initial public offering		(437	)		—
Payment of capital lease obligation		(3,115	)		(602	)
Change in restricted cash		1,819			(2,996	)
Net cash provided by financing activities		251,496			88,873

Net increase (decrease) in cash		4,449			(46,681	)
Cash, beginning of period		203,864			152,154
Cash, end of period	$	208,313		$	105,473

Supplemental disclosures of cash flow information
Cash paid for interest	$	4,681		$	991

Supplemental disclosures of noncash investing and financing activities
Costs of solar energy systems and property and equipment included in accounts payable and accrued expenses	$	15,769		$	19,165
Distributions payable to noncontrolling interests and redeemable noncontrolling interests	$	7,368		$	5,937
Vehicles acquired under capital leases	$	7,318		$	2,281

The accompanying notes are an integral part of these consolidated financial statements.

Sunrun Inc.

Notes to Consolidated Financial Statements

(Unaudited)

Note 1. Organization

Sunrun Inc. (“Sunrun” or the “Company”) was originally formed in 2007 as a California limited liability company, and was converted into a Delaware corporation in 2008. The Company is engaged in the design, development, installation sale, ownership, and maintenance of residential solar energy systems (“Projects”) in the United States.

Sunrun acquires customers directly and through relationships with various solar and strategic partners (“Partners”). The Projects are constructed either by Sunrun or by Sunrun’s Partners and are owned by the Company. Sunrun’s customers enter into a power purchase agreement (“PPA”) or a lease (each, a “Customer Agreement”) which typically has a term of 20 years. Sunrun monitors, maintains and insures the Projects. The Company also sells solar energy systems and products to customers.

The Company has formed various subsidiaries (“Funds”) to finance the development of Projects. These Funds, structured as limited liability companies, obtain financing from outside investors and purchase or lease Projects from Sunrun under master purchase or master lease agreements. The Company currently utilizes three legal structures in its investment Funds, which are referred to as: (i) lease pass-throughs, (ii) partnership-flips and (iii) joint venture (“JV”) inverted leases.

Sunrun acquired Clean Energy Experts, LLC (“CEE”), a consumer demand and solar lead generation company, in April 2015, to support the growth of the business, including reducing costs of obtaining customer leads externally. As a result of the acquisition, the Company also sells a portion of solar leads generated to customers.

The Company completed its initial public offering in August 2015 and its common stock is listed on the NASDAQ Global Select Market under the symbol “RUN”.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and reflect the accounts and operations of the Company and those of its subsidiaries, including Funds, in which the Company has a controlling financial interest. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity. However, a controlling financial interest may also exist in entities, such as variable interest entities (“VIEs”), through arrangements that do not involve controlling financial interests. In accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 810 (“ASC 810”) Consolidation, the Company consolidates any VIE of which it is the primary beneficiary. The primary beneficiary, as defined in ASC 810, is the party that has (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb the losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company evaluates its relationships with its VIEs on an ongoing basis to determine whether it continues to be the primary beneficiary. The consolidated financial statements reflect the assets and liabilities of VIEs that are consolidated. All intercompany transactions and balances have been eliminated in consolidation.

Reclassifications

Certain prior period amounts have been reclassified to conform to current period presentation. In addition, the Company adopted Accounting Standards Update (“ASU”) 2015-03, Interest—Imputation of Interest (Subtopic 835-30) Simplifying the Presentation of Debt Issuance Costs and ASU 2015-15, Interest—Imputation of Interest (Subtopic 835-30) Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangement. The impact of the Company’s adoption of the ASUs on the prior period consolidated balance sheet was as follows (in thousands):

	December 31, 2015
	As Previously Reported		Adoption of ASU			As Reclassified
Prepaid expenses and other current assets	$	6,696	$	(779	)	$	5,917
Other assets		32,277		(2,775	)		29,502
Long-term non-recourse debt, current portion		5,408		(686	)		4,722
Recourse debt		194,975		2,025			197,000
Long-term non-recourse debt, net of current portion		337,935		(4,893	)		333,042

Use of Estimates

The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company regularly makes significant estimates and assumptions, including, but not limited to, the estimates that affect the collectability of accounts receivable, the valuation of inventories, the useful lives and estimated residual values of solar energy systems, the useful lives of property and equipment, the valuation and useful lives of intangible assets, the fair value of assets acquired and liabilities assumed in business combinations, the effective interest rate used to amortize lease pass-through financing obligations, the valuation of stock-based compensation, the determination of valuation allowances associated with deferred tax assets, fair value of debt instruments disclosed and the redemption value of redeemable noncontrolling interests. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable. Actual results may differ from such estimates.

Segment Information

The Company has one operating segment with one business activity, providing solar energy services and products to customers. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer, who manages operations on a consolidated basis for purposes of allocating resources. When evaluating performance and allocating resources, the CODM reviews financial information presented on a consolidated basis.

Revenues from external customers for each group of similar products and services are as follows (in thousands):

	Three Months Ended March 31,
	2016		2015
Operating leases	$	25,327	$	17,132
Incentives		9,213		5,176
Operating leases and incentives		34,540		22,308
Solar energy systems		30,192		5,806
Products		34,011		21,563
Solar energy systems and product sales		64,203		27,369
Total revenue	$	98,743	$	49,677

Fair Value of Financial Instruments

The Company defines fair value as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation techniques to measure

fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. FASB establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows:

Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date;

Level 2—Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and

Level 3—Inputs that are unobservable, significant to the measurement of the fair value of the assets or liabilities and are supported by little or no market data.

The Company’s financial instruments include cash, receivables, accounts payable, accrued expenses, distributions payable to noncontrolling interests, derivatives, and recourse and non-recourse debt.

Recently Issued Accounting Standards

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 Revenue from Contracts with Customers (Topic 606), to replace the existing revenue recognition criteria for contracts with customers and to establish the disclosure requirements for revenue from contracts with customers. The core principle of this standard is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. This ASU is effective for the Company for annual reporting periods beginning after December 15, 2017 including the interim reporting periods within that fiscal year, and early adoption is permitted. Adoption of this ASU is either retrospective to each prior period presented or retrospective with a cumulative adjustment to retained earnings or accumulated deficit as of the adoption date. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements.

In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory, to specify that inventory should be subsequently measured at the lower of cost or net realizable value, which is the ordinary selling price less any completion, transportation and disposal costs. This ASU is effective for interim and annual periods beginning after December 15, 2016. Adoption of this ASU is prospective. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases. Under the new guidance, lessees will be required to recognize for all leases (with the exception of short-term leases) a lease liability, which is a lessee‘s obligation to make lease payments arising from a lease, measured on a discounted basis and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The accounting for lessors is largely unchanged. However, the new guidance now defines what qualifies as sales-type and direct financing leases, as well as the related accounting. This ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation. The new guidance will require all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. It will also allow an employer to repurchase more of an employee’s shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. This ASU is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact it may have on the Company’s consolidated financial statements.

Note 3. Fair Value Measurement

At March 31, 2016 and December 31, 2015, the carrying value of receivables, accounts payable, accrued expenses, and distributions payable to noncontrolling interests approximates fair value due to their short-term nature. The carrying values and fair values of debt instruments are as follows (in thousands):

	March 31, 2016				December 31, 2015
	Carrying Value		Fair Value		Carrying Value		Fair Value
Lines of credit	$	268,100	$	268,100	$	197,000	$	197,000
Syndicated term loans		179,687		179,687		169,344		169,344
Bank term loan		46,774		49,330		30,739		32,692
Note payable		33,748		33,536		32,781		32,568
Solar asset-backed notes		104,478		112,568		104,900		110,103
Total	$	632,787	$	643,221	$	534,764	$	541,707

At March 31, 2016, the fair value of the Company’s lines of credit, syndicated term loans, and bank term loan due in September 2022 approximates their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At December 31, 2015, the fair value of the Company’s lines of credit and syndicated term loans approximates their carrying values because their interest rates are variable rates that approximate rates currently available to the Company. At March 31, 2016 and December 31, 2015, the fair value of the Company’s bank term loan due in April 2022, note payable and asset-backed notes are based on rates currently offered for debt with similar maturities and terms. The Company’s fair value of the debt instruments fell under the Level 3 hierarchy. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market.

The Company determines the fair value of its interest rate swaps using a discounted cash flow model which incorporates an assessment of the risk of non-performance by the interest rate swap counterparty and an evaluation of the Company’s credit risk in valuing derivative instruments. The valuation model uses various inputs including contractual terms, interest rate curves, credit spreads and measures of volatility.

The Company determines the fair value of its warrants issued using the Black-Scholes option-pricing model. The significant unobservable input used in the fair value measurement of the warrant liability was the expected volatility of the Company. Generally, increases (decreases) in the expected volatility of the Company would result in a directionally similar impact to the measurement of the Company’s stock options.

At March 31, 2016 and December 31, 2015, financial instruments measured at fair value on a recurring basis, based upon the fair value hierarchy are as follows (in thousands):

	March 31, 2016
	Level 1		Level 2		Level 3		Total
Derivative liabilities:
Interest rate swaps	$	—	$	6,194	$	—	$	6,194
Warrants		—		—		20		20
Total	$	—	$	6,194	$	20	$	6,214

	December 31, 2015
	Level 1		Level 2		Level 3		Total
Derivative liabilities:
Interest rate swaps	$	—	$	921	$	—	$	921
Warrants		—		—		557		557
Total	$	—	$	921	$	557	$	1,478

Note 4. Inventories

Inventories consist of the following (in thousands):

	March 31, 2016		December 31, 2015
Raw materials		89,556	$	62,967
Work-in-process		5,126		8,291
Total	$	94,682	$	71,258

Note 5. Solar Energy Systems, net

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

	March 31, 2016			December 31, 2015
Solar energy system equipment costs	$	1,994,193		$	1,846,103
Inverters		197,145			177,202
Initial direct costs		79,904			68,280
Total solar energy systems		2,271,242			2,091,585
Less: accumulated depreciation and amortization		(232,939	)		(212,671	)
Add: construction-in-progress		98,712			113,107
Total solar energy systems, net	$	2,137,015		$	1,992,021

All solar energy systems, construction-in-progress, and inverters have been leased to or are subject to signed Customer Agreements with customers. The Company recorded depreciation expense related to solar energy systems of $20.4 million and $15.5 million for the three months ended March 31, 2016 and 2015, respectively. The depreciation expense was reduced by the amortization of deferred grants of $4.0 million and $3.6 million for the three months ended March 31, 2016 and 2015, respectively

Note 6. Indebtedness

As of March 31, 2016, debt consisted of the following (in thousands):

							Unused		Annual
	Carrying Values, net of						Borrowing		Contractual	Interest			Maturity
	debt discount						Capacity		Interest Rate	Rate			Date
	Current		Long Term		Total
Recourse debt:
Bank line of credit	$	—	$	191,000	$	191,000	$	11,501	Varies (1)	3.45% - 5.75%			April 2018
Total recourse debt	$	—	$	191,000	$	191,000	$	11,501

Non-recourse debt:
Line of credit		—		77,100		77,100		8,800	Varies (2)	2.93% - 3.16%			December 2020
Term Loans due in December 2020 and 2021		117		33,032		33,149		1,400	LIBOR + 5.00%		6.00	%	December 2020 and 2021
Term Loan A due in December 2021		727		145,811		146,538		6,400	LIBOR + 2.75%	3.04% - 3.37%			December 2021
Bank term loan due in September 2022		306		16,219		16,525		4,000	LIBOR +2.25%		2.69	%	September 2022
Bank term loan due in April 2022		1,206		29,043		30,249		—	6.25% (3)		6.25	%	April 2022
Note payable		—		33,748		33,748		—	12.00%		12.00	%	December 2018
Solar asset-backed notes		3,235		101,243		104,478		—	4.40% - Class A		4.40	%	July 2024
									5.38% - Class B		5.38	%	July 2024
Total non-recourse debt		5,591		436,196		441,787		20,600
Total debt	$	5,591	$	627,196	$	632,787	$	32,101

As of December 31, 2015, debt consisted of the following (in thousands):

Unused

Annual

Carrying Values, net of

Borrowing

Contractual

Interest

Maturity

debt discount

Capacity

Interest Rate

Rate

Date

Current

Long Term

Total

Recourse debt:

Bank line of credit

—

197,000

6,571

Varies (1)

3.67

April 2018

Total recourse debt

—

Sunrun Inc. - FORM 10-Q - May 13, 2016

Attached files