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SEC Filings
10-K
TERRAFORM POWER, INC. filed this Form 10-K on 03/15/2019
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as compensation expense on a straight-line basis over the requisite service periods of one year for the 2015 tranche, two years for the 2016 tranche, and three years for the 2017 tranche. The grant-date fair value of these awards was calculated based on the Company's stock price on the date of grant since meeting the requisite performance conditions was considered probable as of that date. As the achievement of these performance metrics was not considered probable as of the first quarter of 2016, all previously recognized compensation expense for the tranches covering 2015 and 2016 was reversed during the first quarter of 2016. These performance-based RSUs were all forfeited prior to the consummation of the Merger.

Stock Options

As of December 31, 2018 and 2017, there were no outstanding stock options and no unrecognized compensation cost in relation to stock options.

16. EARNINGS (LOSS) PER SHARE
    
Basic earnings (loss) per share is computed by dividing net income (loss) attributable to Class A common stockholders by the number of weighted average ordinary shares outstanding during the period. Diluted earnings (loss) per share is computed by adjusting basic income (loss) per share for the impact of weighted average dilutive common equivalent shares outstanding during the period, unless the impact is anti-dilutive. Common equivalent shares represent the incremental shares issuable for unvested restricted Class A common stock.

Unvested RSAs that contain non-forfeitable rights to dividends are treated as participating securities and are included in the earnings (loss) per share computation using the two-class method. The two-class method is an earnings allocation formula that treats participating securities as having rights to earnings that would otherwise have been available to common stockholders. This method determines loss per share based on dividends declared on common stock and participating securities (i.e. distributed earnings), as well as participation rights of participating securities in any undistributed earnings. Undistributed losses are not allocated to participating securities since they are not contractually obligated to share in the losses of the Company. The numerator for undistributed earnings (loss) per share is also adjusted by the amount of deemed dividends related to the accretion of redeemable non-controlling interest since the redemption value of the non-controlling interest was considered to be at an amount other than fair value (and was considered a right to an economic distribution that differed from other common stockholders) and as accretion adjustments were recognized in additional paid-in capital and not within net income (loss) attributable to Class A common stockholders.
    
Basic and diluted earnings (loss) per share of the Company's Class A common stock for the years ended December 31, 2018, 2017 and 2016 was calculated as follows:
 
 
Year Ended December 31,
(In thousands, except per share amounts)
 
2018
 
2017
 
2016
Basic and diluted (loss) earnings per share:
 
 
 
 
 
 
Net income (loss) attributable to Class A common stockholders
 
$
12,380

 
$
(160,154
)
 
$
(123,511
)
Less: accretion of redeemable non-controlling interest
 

 
(6,729
)
 
(3,962
)
Less: dividends paid on Class A shares and participating RSAs
 

 
(285,497
)
 

Undistributed income (loss) attributable to Class A shares
 
$
12,380

 
$
(452,380
)
 
$
(127,473
)
 
 
 
 
 
 
 
Weighted average basic and diluted Class A shares outstanding1
 
182,239

 
103,866

 
90,815

 
 
 
 
 
 
 
Distributed earnings per share
 
$

 
$
2.75

 
$

Undistributed earnings (loss) per share
 
0.07

 
(4.36
)
 
(1.40
)
Basic and diluted earnings (loss) per share
 
$
0.07

 
$
(1.61
)
 
$
(1.40
)
———
(1)
The computation of diluted loss per share of the Company's Class A common stock for the year ended December 31, 2018 excludes the impact of potentially dilutive unvested RSAs and RSUs outstanding during the year as the effect would have been anti-dilutive. As of December 31, 2017, there were no potentially dilutive unvested securities. The computation for diluted loss per share of the Company's Class A common stock for the year ended December 31, 2016 excludes 459,800 of potentially dilutive unvested RSAs and 1,622,953 of potentially dilutive unvested RSUs because the effect would have been anti-dilutive.


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