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SEC Filings
10-K
TERRAFORM POWER, INC. filed this Form 10-K on 03/15/2019
Entire Document
 


Topic 606 Adoption Impact on the Consolidated Balance Sheet
 
 
As of December 31, 2018
 
 
As
Reported
 
Adjustments
 
Amounts excluding Topic 606 Adoption
(In thousands)
 
 
REC Sales
 
ITC Sales
 
Accounts receivable, net
 
$
145,161

 
$
21,603

 
$

 
$
166,764

Other current assets
 
356,024

 

 

 
356,024

Total current assets
 
501,185

 
21,603

 

 
522,788

Non-current assets
 
8,829,169

 

 

 
8,829,169

Total assets
 
$
9,330,354

 
$
21,603

 
$

 
$
9,351,957

 
 
 
 
 
 
 
 
 
Deferred revenue
 
$
1,626

 
$

 
$
16,310

 
$
17,936

Other current liabilities
 
686,656

 

 

 
686,656

Total current liabilities
 
688,282

 

 
16,310

 
704,592

Deferred revenue, less current portion
 
12,090

 

 
8,272

 
20,362

Other non-current liabilities
 
5,861,565

 

 

 
5,861,565

Total liabilities
 
6,561,937

 

 
24,582

 
6,586,519

Redeemable non-controlling interests and total stockholders’ equity
 
2,768,417

 
21,603

 
(24,582
)
 
2,765,438

Total liabilities, redeemable non-controlling interests and stockholders’ equity
 
$
9,330,354

 
$
21,603

 
$

 
$
9,351,957



4. ACQUISITIONS AND DISPOSITIONS

Saeta Acquisition

On February 7, 2018, the Company announced that it intended to launch a voluntary tender offer (the “Tender Offer”) to acquire 100% of the outstanding shares of Saeta, a Spanish renewable power company with then 1,028 MW of wind and solar facilities (approximately 250 MW of solar and 778 MW of wind) located primarily in Spain. The Tender Offer was for €12.20 in cash per share of Saeta. On June 8, 2018, the Company announced that Spain’s National Securities Market Commission confirmed an over 95% acceptance of shares of Saeta in the Tender Offer (the “Tendered Shares”). On June 12, 2018, the Company completed the acquisition of the Tendered Shares for total aggregate consideration of $1.12 billion and the assumption of $1.91 billion of project-level debt. Having acquired 95.28% of the shares of Saeta, the Company then pursued a statutory squeeze out procedure under Spanish law to procure the remaining approximately 4.72% of the shares of Saeta for $54.6 million.

The Company funded the $1.12 billion purchase price of the Tendered Shares with $650.0 million of proceeds from the private placement of its Class A common stock to Orion Holdings and BBHC Orion Holco L.P. as discussed in Note 14. Stockholders’ Equity, along with approximately $471 million from its existing liquidity, including (i) the proceeds of a $30.0 million draw on its Sponsor Line (as defined in Note 10. Long-term Debt), (ii) a $359.0 million as part of a draw on the Company’s Revolver (as defined in Note 10. Long-term Debt), and (iii) approximately $82 million of cash on hand. The Company funded the purchase of the remaining approximately 4.72% non-controlling interest in Saeta using $54.6 million of the total proceeds from an additional draw on its Sponsor Line.

As discussed in Note 2. Summary of Significant Accounting Policies, the Company accounted for the acquisition of Saeta under the acquisition method of accounting for business combinations. The final accounting for the Saeta acquisition has not been completed because the evaluation necessary to assess the fair values of acquired assets and assumed liabilities is still in process. The preliminary allocation of the acquisition-date fair values of assets, liabilities and redeemable non-controlling interests pertaining to this business combination as of December 31, 2018 and changes from prior quarter were as follows:


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