Document
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark one)
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[x] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| For the quarterly period ended March 31, 2019 |
or |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| For the transition period from to |
Commission file number: 001-33156
First Solar, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | 20-4623678 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
350 West Washington Street, Suite 600
Tempe, Arizona 85281
(Address of principal executive offices, including zip code)
(602) 414-9300
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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| | |
Title of each class | Trading symbol(s) | Name of each exchange on which registered |
Common stock, $0.001 par value | FSLR | The NASDAQ Stock Market LLC |
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 [ ]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes [x] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer [x] | Accelerated filer [ ] | Non-accelerated filer [ ] |
Smaller reporting company [ ] | Emerging growth company [ ] | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]
As of April 26, 2019, 105,353,185 shares of the registrant’s common stock, $0.001 par value per share, were outstanding.
FIRST SOLAR, INC. AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (Unaudited)
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
|
| | | | | | | | |
| | Three Months Ended March 31, |
| | 2019 | | 2018 |
Net sales | | $ | 531,978 |
| | $ | 567,265 |
|
Cost of sales | | 531,866 |
| | 394,467 |
|
Gross profit | | 112 |
| | 172,798 |
|
Operating expenses: | | | | |
Selling, general and administrative | | 45,352 |
| | 41,126 |
|
Research and development | | 21,877 |
| | 20,324 |
|
Production start-up | | 9,522 |
| | 37,084 |
|
Total operating expenses | | 76,751 |
| | 98,534 |
|
Operating (loss) income | | (76,639 | ) | | 74,264 |
|
Foreign currency gain (loss), net | | 172 |
| | (2,517 | ) |
Interest income | | 14,259 |
| | 11,824 |
|
Interest expense, net | | (10,121 | ) | | (5,182 | ) |
Other income, net | | 3,509 |
| | 17,934 |
|
(Loss) income before taxes and equity in earnings | | (68,820 | ) | | 96,323 |
|
Income tax benefit (expense) | | 1,394 |
| | (11,625 | ) |
Equity in earnings, net of tax | | (173 | ) | | (1,747 | ) |
Net (loss) income | | $ | (67,599 | ) | | $ | 82,951 |
|
| | | | |
Net (loss) income per share: | | | | |
Basic | | $ | (0.64 | ) | | $ | 0.79 |
|
Diluted | | $ | (0.64 | ) | | $ | 0.78 |
|
Weighted-average number of shares used in per share calculations: | | | | |
Basic | | 105,046 |
| | 104,550 |
|
Diluted | | 105,046 |
| | 106,305 |
|
See accompanying notes to these condensed consolidated financial statements.
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
|
| | | | | | | | |
| | Three Months Ended March 31, |
| | 2019 | | 2018 |
Net (loss) income | | $ | (67,599 | ) | | $ | 82,951 |
|
Other comprehensive loss: | | | | |
Foreign currency translation adjustments | | (1,142 | ) | | 6,014 |
|
Unrealized loss on marketable securities and restricted investments, net of tax of $977 and $3,110 | | (3,347 | ) | | (25,924 | ) |
Unrealized loss on derivative instruments, net of tax of $(27) and $(64) | | (58 | ) | | (932 | ) |
Other comprehensive loss | | (4,547 | ) | | (20,842 | ) |
Comprehensive (loss) income | | $ | (72,146 | ) | | $ | 62,109 |
|
See accompanying notes to these condensed consolidated financial statements.
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
ASSETS | | | | |
Current assets: | |
| | |
Cash and cash equivalents | | $ | 1,013,402 |
| | $ | 1,403,562 |
|
Marketable securities | | 1,103,812 |
| | 1,143,704 |
|
Accounts receivable trade, net | | 301,669 |
| | 128,282 |
|
Accounts receivable, unbilled and retainage | | 367,140 |
| | 458,166 |
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Inventories | | 459,472 |
| | 387,912 |
|
Balance of systems parts | | 59,890 |
| | 56,906 |
|
Project assets | | 80,278 |
| | 37,930 |
|
Prepaid expenses and other current assets | | 277,163 |
| | 243,061 |
|
Total current assets | | 3,662,826 |
| | 3,859,523 |
|
Property, plant and equipment, net | | 1,859,293 |
| | 1,756,211 |
|
PV solar power systems, net | | 305,628 |
| | 308,640 |
|
Project assets | | 492,011 |
| | 460,499 |
|
Deferred tax assets, net | | 78,283 |
| | 77,682 |
|
Restricted cash and investments | | 388,637 |
| | 318,390 |
|
Goodwill | | 14,462 |
| | 14,462 |
|
Intangible assets, net | | 71,641 |
| | 74,162 |
|
Inventories | | 142,192 |
| | 130,083 |
|
Notes receivable, affiliate | | — |
| | 22,832 |
|
Other assets | | 241,953 |
| | 98,878 |
|
Total assets | | $ | 7,256,926 |
| | $ | 7,121,362 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | |
Current liabilities: | | |
| | |
|
Accounts payable | | $ | 221,738 |
| | $ | 233,287 |
|
Income taxes payable | | 7,865 |
| | 20,885 |
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Accrued expenses | | 408,031 |
| | 441,580 |
|
Current portion of long-term debt | | 12,361 |
| | 5,570 |
|
Deferred revenue | | 166,984 |
| | 129,755 |
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Other current liabilities | | 19,537 |
| | 14,380 |
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Total current liabilities | | 836,516 |
| | 845,457 |
|
Accrued solar module collection and recycling liability | | 134,228 |
| | 134,442 |
|
Long-term debt | | 558,356 |
| | 461,221 |
|
Other liabilities | | 598,665 |
| | 467,839 |
|
Total liabilities | | 2,127,765 |
| | 1,908,959 |
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Commitments and contingencies | |
|
| |
|
|
Stockholders’ equity: | | | | |
Common stock, $0.001 par value per share; 500,000,000 shares authorized; 105,352,685 and 104,885,261 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively | | 105 |
| | 105 |
|
Additional paid-in capital | | 2,814,115 |
| | 2,825,211 |
|
Accumulated earnings | | 2,373,954 |
| | 2,441,553 |
|
Accumulated other comprehensive loss | | (59,013 | ) | | (54,466 | ) |
Total stockholders’ equity | | 5,129,161 |
| | 5,212,403 |
|
Total liabilities and stockholders’ equity | | $ | 7,256,926 |
| | $ | 7,121,362 |
|
See accompanying notes to these condensed consolidated financial statements.
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, 2019 |
| | Common Stock | | Additional Paid-In Capital | | Accumulated Earnings | | Accumulated Other Comprehensive (Loss) Income | | Total Equity |
| | Shares | | Amount | | | | |
Balance at December 31, 2018 | | 104,885 |
| | $ | 105 |
| | $ | 2,825,211 |
| | $ | 2,441,553 |
| | $ | (54,466 | ) | | $ | 5,212,403 |
|
Net loss | | — |
| | — |
| | — |
| | (67,599 | ) | | — |
| | (67,599 | ) |
Other comprehensive loss | | — |
| | — |
| | — |
| | — |
| | (4,547 | ) | | (4,547 | ) |
Common stock issued for share-based compensation | | 767 |
| | 1 |
| | — |
| | — |
| | — |
| | 1 |
|
Tax withholding related to vesting of restricted stock | | (299 | ) | | (1 | ) | | (15,663 | ) | | — |
| | — |
| | (15,664 | ) |
Share-based compensation expense | | — |
| | — |
| | 4,567 |
| | — |
| | — |
| | 4,567 |
|
Balance at March 31, 2019 | | 105,353 |
| | $ | 105 |
| | $ | 2,814,115 |
| | $ | 2,373,954 |
| | $ | (59,013 | ) | | $ | 5,129,161 |
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| | | | | | | | | | | | |
| | Three Months Ended March 31, 2018 |
| | Common Stock | | Additional Paid-In Capital | | Accumulated Earnings | | Accumulated Other Comprehensive (Loss) Income | | Total Equity |
| | Shares | | Amount | | | | |
Balance at December 31, 2017 | | 104,468 |
| | $ | 104 |
| | $ | 2,799,107 |
| | $ | 2,297,227 |
| | $ | 2,259 |
| | $ | 5,098,697 |
|
Net income | | — |
| | — |
| | — |
| | 82,951 |
| | — |
| | 82,951 |
|
Other comprehensive loss | | — |
| | — |
| | — |
| | — |
| | (20,842 | ) | | (20,842 | ) |
Common stock issued for share-based compensation | | 444 |
| | 1 |
| | — |
| | — |
| | — |
| | 1 |
|
Tax withholding related to vesting of restricted stock | | (149 | ) | | — |
| | (10,137 | ) | | — |
| | — |
| | (10,137 | ) |
Share-based compensation expense | | — |
| | — |
| | 8,701 |
| | — |
| | — |
| | 8,701 |
|
Balance at March 31, 2018 | | 104,763 |
| | $ | 105 |
| | $ | 2,797,671 |
| | $ | 2,380,178 |
| | $ | (18,583 | ) | | $ | 5,159,371 |
|
See accompanying notes to these condensed consolidated financial statements.
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
|
| | | | | | | | |
| | Three Months Ended March 31, |
| | 2019 | | 2018 |
Cash flows from operating activities: | | | | |
Net (loss) income | | $ | (67,599 | ) | | $ | 82,951 |
|
Adjustments to reconcile net (loss) income to cash used in operating activities: | | | | |
Depreciation, amortization and accretion | | 48,872 |
| | 24,419 |
|
Impairments and net losses on disposal of long-lived assets | | 352 |
| | 1,047 |
|
Share-based compensation | | 5,019 |
| | 8,652 |
|
Equity in earnings, net of tax | | 173 |
| | 1,747 |
|
Remeasurement of monetary assets and liabilities | | 800 |
| | (1,458 | ) |
Deferred income taxes | | 397 |
| | (5,567 | ) |
Gains on sales of marketable securities and restricted investments | | (15,016 | ) | | (19,470 | ) |
Liabilities assumed by customers for the sale of systems | | — |
| | (60,307 | ) |
Other, net | | 239 |
| | 6,097 |
|
Changes in operating assets and liabilities: | | | | |
Accounts receivable, trade, unbilled and retainage | | (82,896 | ) | | (37,633 | ) |
Prepaid expenses and other current assets | | (28,400 | ) | | (60,539 | ) |
Inventories and balance of systems parts | | (87,102 | ) | | (40,624 | ) |
Project assets and PV solar power systems | | (73,402 | ) | | 131,342 |
|
Other assets | | 26,481 |
| | (8,260 | ) |
Income tax receivable and payable | | (16,512 | ) | | 12,208 |
|
Accounts payable | | (15,066 | ) | | 1,909 |
|
Accrued expenses and other liabilities | | 53 |
| | (84,832 | ) |
Accrued solar module collection and recycling liability | | 167 |
| | 3,032 |
|
Net cash used in operating activities | | (303,440 | ) | | (45,286 | ) |
Cash flows from investing activities: | | | | |
Purchases of property, plant and equipment | | (149,168 | ) | | (177,725 | ) |
Purchases of marketable securities and restricted investments | | (260,715 | ) | | (366,429 | ) |
Proceeds from sales and maturities of marketable securities and restricted investments | | 270,091 |
| | 167,134 |
|
Proceeds from sales of equity method investments | | — |
| | 7,559 |
|
Other investing activities | | 21 |
| | (5,228 | ) |
Net cash used in investing activities | | (139,771 | ) | | (374,689 | ) |
Cash flows from financing activities | | | | |
Repayment of long-term debt | | (2,703 | ) | | (11,282 | ) |
Proceeds from borrowings under long-term debt, net of discounts and issuance costs | | 106,503 |
| | 65,309 |
|
Payments of tax withholdings for restricted shares | | (15,663 | ) | | (10,137 | ) |
Contingent consideration payments and other financing activities | | (299 | ) | | (1,734 | ) |
Net cash provided by financing activities | | 87,838 |
| | 42,156 |
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash | | (625 | ) | | (5,074 | ) |
Net decrease in cash, cash equivalents and restricted cash | | (355,998 | ) | | (382,893 | ) |
Cash, cash equivalents and restricted cash, beginning of the period | | 1,562,623 |
| | 2,330,476 |
|
Cash, cash equivalents and restricted cash, end of the period | | $ | 1,206,625 |
| | $ | 1,947,583 |
|
Supplemental disclosure of noncash investing and financing activities: | | |
| | |
|
Property, plant and equipment acquisitions funded by liabilities | | $ | 135,520 |
| | $ | 162,812 |
|
Accrued interest capitalized to long-term debt | | $ | — |
| | $ | 786 |
|
See accompanying notes to these condensed consolidated financial statements.
FIRST SOLAR, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of First Solar, Inc. and its subsidiaries in this Quarterly Report have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of First Solar management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement have been included. Certain prior period balances have been reclassified to conform to the current period presentation.
The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and the accompanying notes. Despite our intention to establish accurate estimates and reasonable assumptions, actual results could differ materially from such estimates and assumptions. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or for any other period. The condensed consolidated balance sheet at December 31, 2018 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. These interim financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2018 included in our Annual Report on Form 10-K, which has been filed with the SEC.
Unless expressly stated or the context otherwise requires, the terms “the Company,” “we,” “us,” “our,” and “First Solar” refer to First Solar, Inc. and its consolidated subsidiaries, and the term “condensed consolidated financial statements” refers to the accompanying unaudited condensed consolidated financial statements contained in this Quarterly Report.
2. Recent Accounting Pronouncements
In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) – Targeted Improvements to Accounting for Hedging Activities, to simplify certain aspects of hedge accounting for both non-financial and financial risks and better align the recognition and measurement of hedge results with an entity’s risk management activities. ASU 2017-12 also amends certain presentation and disclosure requirements for hedging activities and changes how an entity assesses hedge effectiveness. The adoption of ASU 2017-12 in the first quarter of 2019 did not have a significant impact on our consolidated financial statements and associated disclosures.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), to provide financial statement users with more useful information about expected credit losses. ASU 2016-13 also changes how entities measure credit losses on financial instruments and the timing of when such losses are recorded. ASU 2016-13 is effective for fiscal years and interim periods within those years beginning after December 15, 2019, and early adoption is permitted for periods beginning after December 15, 2018. We are currently evaluating the impact ASU 2016-13 will have on our consolidated financial statements and associated disclosures.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), to increase transparency and comparability among organizations by recognizing a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months and disclosing key information about leasing transactions. Leases are classified as either operating or financing, with such classification affecting the pattern of expense recognition in the income statement. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842) – Targeted Improvements, which provided an optional transition method to apply the new lease requirements through a cumulative-effect adjustment in the period of adoption.
We adopted ASU 2016-02 in the first quarter of 2019 using the optional transition method and elected certain practical expedients permitted under the transition guidance, which, among other things, allowed us to not reassess prior conclusions related to contracts containing leases or lease classification. The adoption primarily affected our condensed consolidated balance sheet through the recognition of $140.7 million of right-of-use assets and $119.9 million of lease liabilities as of January 1, 2019 and the derecognition of historical prepaid and deferred rent balances. The adoption did not have a significant impact on our results of operations or cash flows. See Note 7. “Leases” to our condensed consolidated financial statements for further discussion of the effects of the adoption of ASU 2016-02 and the associated disclosures.
3. Cash, Cash Equivalents, and Marketable Securities
Cash, cash equivalents, and marketable securities consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
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| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Cash and cash equivalents: | | | | |
Cash | | $ | 812,422 |
| | $ | 1,202,774 |
|
Money market funds | | 200,980 |
| | 200,788 |
|
Total cash and cash equivalents | | 1,013,402 |
| | 1,403,562 |
|
Marketable securities: | | | | |
Foreign debt | | 345,950 |
| | 318,646 |
|
Foreign government obligations | | 60,124 |
| | 98,621 |
|
U.S. debt | | 59,622 |
| | 44,468 |
|
Time deposits | | 638,116 |
| | 681,969 |
|
Total marketable securities | | 1,103,812 |
| | 1,143,704 |
|
Total cash, cash equivalents, and marketable securities | | $ | 2,117,214 |
| | $ | 2,547,266 |
|
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within our condensed consolidated balance sheets as of March 31, 2019 and December 31, 2018 to the total of such amounts as presented in the condensed consolidated statement of cash flows (in thousands):
|
| | | | | | | | | | |
| | Balance Sheet Line Item | | March 31, 2019 | | December 31, 2018 |
Cash and cash equivalents | | Cash and cash equivalents | | $ | 1,013,402 |
| | $ | 1,403,562 |
|
Restricted cash – current (1) | | Prepaid expenses and other current assets | | 23,694 |
| | 19,671 |
|
Restricted cash – noncurrent (1) | | Restricted cash and investments | | 169,529 |
| | 139,390 |
|
Total cash, cash equivalents, and restricted cash | | | | $ | 1,206,625 |
| | $ | 1,562,623 |
|
——————————
| |
(1) | See Note 4. “Restricted Cash and Investments” to our condensed consolidated financial statements for discussion of our “Restricted cash” arrangements. |
See Note 8. “Fair Value Measurements” to our condensed consolidated financial statements for information about the fair value of our marketable securities.
The following tables summarize the unrealized gains and losses related to our available-for-sale marketable securities, by major security type, as of March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | | | | | | | | | |
| | As of March 31, 2019 |
| | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Fair Value |
Foreign debt | | $ | 346,931 |
| | $ | 213 |
| | $ | 1,194 |
| | $ | 345,950 |
|
Foreign government obligations | | 60,385 |
| | — |
| | 261 |
| | 60,124 |
|
U.S. debt | | 59,641 |
| | 76 |
| | 95 |
| | 59,622 |
|
Time deposits | | 638,116 |
| | — |
| | — |
| | 638,116 |
|
Total | | $ | 1,105,073 |
| | $ | 289 |
| | $ | 1,550 |
| | $ | 1,103,812 |
|
|
| | | | | | | | | | | | | | | | |
| | As of December 31, 2018 |
| | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Fair Value |
Foreign debt | | $ | 320,056 |
| | $ | 468 |
| | $ | 1,878 |
| | $ | 318,646 |
|
Foreign government obligations | | 99,189 |
| | — |
| | 568 |
| | 98,621 |
|
U.S. debt | | 44,625 |
| | 53 |
| | 210 |
| | 44,468 |
|
Time deposits | | 681,969 |
| | — |
| | — |
| | 681,969 |
|
Total | | $ | 1,145,839 |
| | $ | 521 |
| | $ | 2,656 |
| | $ | 1,143,704 |
|
As of March 31, 2019, we identified 15 investments totaling $183.3 million that had been in a loss position for a period of time greater than 12 months with unrealized losses of $0.9 million. As of December 31, 2018, we identified 15 investments totaling $207.2 million that had been in a loss position for a period of time greater than 12 months with unrealized losses of $1.8 million. Such unrealized losses were primarily due to increases in interest rates relative to rates at the time of purchase. Based on the underlying credit quality of the investments, we do not intend to sell these securities prior to the recovery of our cost basis. Therefore, we did not consider these securities to be other-than-temporarily impaired.
The following tables show unrealized losses and fair values for those marketable securities that were in an unrealized loss position as of March 31, 2019 and December 31, 2018, aggregated by major security type and the length of time the marketable securities have been in a continuous loss position (in thousands):
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | As of March 31, 2019 |
| | In Loss Position for Less Than 12 Months | | In Loss Position for 12 Months or Greater | | Total |
| | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses |
Foreign debt | | $ | 136,198 |
| | $ | 482 |
| | $ | 130,807 |
| | $ | 712 |
| | $ | 267,005 |
| | $ | 1,194 |
|
Foreign government obligations | | 21,804 |
| | 177 |
| | 38,320 |
| | 84 |
| | 60,124 |
| | 261 |
|
U.S. debt | | 10,018 |
| | 10 |
| | 14,183 |
| | 85 |
| | 24,201 |
| | 95 |
|
Total | | $ | 168,020 |
| | $ | 669 |
| | $ | 183,310 |
| | $ | 881 |
| | $ | 351,330 |
| | $ | 1,550 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, 2018 |
| | In Loss Position for Less Than 12 Months | | In Loss Position for 12 Months or Greater | | Total |
| | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses |
Foreign debt | | $ | 150,842 |
| | $ | 802 |
| | $ | 94,446 |
| | $ | 1,076 |
| | $ | 245,288 |
| | $ | 1,878 |
|
Foreign government obligations | | — |
| | — |
| | 98,621 |
| | 568 |
| | 98,621 |
| | 568 |
|
U.S. debt | | 15,356 |
| | 32 |
| | 14,085 |
| | 178 |
| | 29,441 |
| | 210 |
|
Total | | $ | 166,198 |
| | $ | 834 |
| | $ | 207,152 |
| | $ | 1,822 |
| | $ | 373,350 |
| | $ | 2,656 |
|
The contractual maturities of our marketable securities as of March 31, 2019 were as follows (in thousands):
|
| | | | |
| | Fair Value |
One year or less | | $ | 817,992 |
|
One year to two years | | 196,142 |
|
Two years to three years | | 89,678 |
|
Total | | $ | 1,103,812 |
|
4. Restricted Cash and Investments
Restricted cash and investments consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Restricted cash | | $ | 169,529 |
| | $ | 139,390 |
|
Restricted investments | | 219,108 |
| | 179,000 |
|
Total restricted cash and investments (1) | | $ | 388,637 |
| | $ | 318,390 |
|
——————————
| |
(1) | There was an additional $23.7 million and $19.7 million of restricted cash included within “Prepaid expenses and other current assets” at March 31, 2019 and December 31, 2018, respectively. |
At March 31, 2019 and December 31, 2018, our restricted cash consisted of deposits held by various banks to secure certain of our letters of credit and other deposits designated for the construction or operation of systems projects as well as the payment of amounts related to project specific debt financings. Restricted cash also included certain deposits held in custodial accounts to fund the estimated future costs of our solar module collection and recycling obligations.
At March 31, 2019 and December 31, 2018, our restricted investments consisted of long-term marketable securities that were also held in custodial accounts to fund the estimated future costs of collecting and recycling modules covered under our solar module collection and recycling program. As necessary, we fund any incremental amounts for our estimated collection and recycling obligations on an annual basis based on the estimated costs of collecting and recycling covered modules, estimated rates of return on our restricted investments, and an estimated solar module life of 25 years less amounts already funded in prior years. To ensure that amounts previously funded will be available in the future regardless of potential adverse changes in our financial condition (even in the case of our own insolvency), we have established a trust under which estimated funds are put into custodial accounts with an established and reputable bank, for which First Solar, Inc.; First Solar Malaysia Sdn. Bhd.; and First Solar Manufacturing GmbH are grantors. Trust funds may be disbursed for qualified module collection and recycling costs (including capital and facility related recycling costs), payments to customers for assuming collection and recycling obligations, and reimbursements of any overfunded amounts. Investments in the trust must meet certain investment quality criteria comparable to highly rated government or agency bonds.
During the three months ended March 31, 2019, we sold certain restricted investments for proceeds of $47.9 million and realized gains of $15.0 million on such sales as part of efforts to align the currencies of the investments with those of the corresponding collection and recycling liabilities and disburse $14.9 million of overfunded amounts. During the three months ended March 31, 2018, we sold certain restricted investments for proceeds of $101.6 million, realized gains of $19.5 million on such sales, and withdrew the funds from the trust as a reimbursement of overfunded amounts. See Note 8. “Fair Value Measurements” to our condensed consolidated financial statements for information about the fair value of our restricted investments.
The following tables summarize the unrealized gains and losses related to our restricted investments, by major security type, as of March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | | | | | | | | | |
| | As of March 31, 2019 |
| | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Fair Value |
Foreign government obligations | | $ | 119,161 |
| | $ | 5,505 |
| | $ | — |
| | $ | 124,666 |
|
U.S. government obligations | | 97,171 |
| | 424 |
| | 3,153 |
| | 94,442 |
|
Total | | $ | 216,332 |
| | $ | 5,929 |
| | $ | 3,153 |
| | $ | 219,108 |
|
|
| | | | | | | | | | | | | | | | |
| | As of December 31, 2018 |
| | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Fair Value |
Foreign government obligations | | $ | 73,798 |
| | $ | 14,234 |
| | $ | 235 |
| | $ | 87,797 |
|
U.S. government obligations | | 97,223 |
| | 416 |
| | 6,436 |
| | 91,203 |
|
Total | | $ | 171,021 |
| | $ | 14,650 |
| | $ | 6,671 |
| | $ | 179,000 |
|
As of March 31, 2019, we identified six restricted investments totaling $91.3 million that had been in a loss position for a period of time greater than 12 months with unrealized losses of $3.2 million. As of December 31, 2018, we identified six restricted investments totaling $87.4 million that had been in a loss position for a period of time greater than 12 months with unrealized losses of $6.4 million. The unrealized losses were primarily due to increases in interest rates relative to rates at the time of purchase. Based on the underlying credit quality of the investments, we do not intend to sell these securities prior to the recovery of our cost basis. Therefore, we did not consider these investments to be other-than-temporarily impaired.
The following tables show unrealized losses and fair values for those restricted investments that were in an unrealized loss position as of March 31, 2019 and December 31, 2018, aggregated by major security type and the length of time the restricted investments have been in a continuous loss position (in thousands):
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | As of March 31, 2019 |
| | In Loss Position for Less Than 12 Months | | In Loss Position for 12 Months or Greater | | Total |
| | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses |
U.S. government obligations | | $ | — |
| | $ | — |
| | $ | 91,266 |
| | $ | 3,153 |
| | $ | 91,266 |
| | $ | 3,153 |
|
Total | | $ | — |
| | $ | — |
| | $ | 91,266 |
| | $ | 3,153 |
| | $ | 91,266 |
| | $ | 3,153 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | As of December 31, 2018 |
| | In Loss Position for Less Than 12 Months | | In Loss Position for 12 Months or Greater | | Total |
| | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses | | Fair Value | | Unrealized Losses |
Foreign government obligations | | $ | 41,335 |
| | $ | 235 |
| | $ | — |
| | $ | — |
| | $ | 41,335 |
| | $ | 235 |
|
U.S. government obligations | | — |
| | — |
| | 87,401 |
| | 6,436 |
| | 87,401 |
| | 6,436 |
|
Total | | $ | 41,335 |
| | $ | 235 |
| | $ | 87,401 |
| | $ | 6,436 |
| | $ | 128,736 |
| | $ | 6,671 |
|
As of March 31, 2019, the contractual maturities of our restricted investments were between 10 years and 20 years.
5. Consolidated Balance Sheet Details
Accounts receivable trade, net
Accounts receivable trade, net consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Accounts receivable trade, gross | | $ | 303,062 |
| | $ | 129,644 |
|
Allowance for doubtful accounts | | (1,393 | ) | | (1,362 | ) |
Accounts receivable trade, net | | $ | 301,669 |
| | $ | 128,282 |
|
At March 31, 2019 and December 31, 2018, $45.5 million and $8.5 million, respectively, of our accounts receivable trade, net were secured by letters of credit, bank guarantees, surety bonds, or other forms of financial security issued by creditworthy financial institutions.
Accounts receivable, unbilled and retainage
Accounts receivable, unbilled and retainage consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Accounts receivable, unbilled | | $ | 347,726 |
| | $ | 441,666 |
|
Retainage | | 19,414 |
| | 16,500 |
|
Accounts receivable, unbilled and retainage | | $ | 367,140 |
| | $ | 458,166 |
|
Inventories
Inventories consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Raw materials | | $ | 244,409 |
| | $ | 224,329 |
|
Work in process | | 48,530 |
| | 41,294 |
|
Finished goods | | 308,725 |
| | 252,372 |
|
Inventories | | $ | 601,664 |
| | $ | 517,995 |
|
Inventories – current | | $ | 459,472 |
| | $ | 387,912 |
|
Inventories – noncurrent | | $ | 142,192 |
| | $ | 130,083 |
|
Prepaid expenses and other current assets
Prepaid expenses and other current assets consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Prepaid expenses | | $ | 110,085 |
| | $ | 90,981 |
|
Prepaid income taxes | | 64,726 |
| | 59,319 |
|
Indirect tax receivables | | 39,765 |
| | 26,327 |
|
Restricted cash | | 23,694 |
| | 19,671 |
|
Derivative instruments | | 1,313 |
| | 2,364 |
|
Other current assets | | 37,580 |
| | 44,399 |
|
Prepaid expenses and other current assets | | $ | 277,163 |
| | $ | 243,061 |
|
Property, plant and equipment, net
Property, plant and equipment, net consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Land | | $ | 14,330 |
| | $ | 14,382 |
|
Buildings and improvements | | 571,345 |
| | 567,605 |
|
Machinery and equipment | | 2,063,042 |
| | 1,826,434 |
|
Office equipment and furniture | | 179,013 |
| | 178,011 |
|
Leasehold improvements | | 49,007 |
| | 49,055 |
|
Construction in progress | | 299,694 |
| | 405,581 |
|
Property, plant and equipment, gross | | 3,176,431 |
| | 3,041,068 |
|
Accumulated depreciation | | (1,317,138 | ) | | (1,284,857 | ) |
Property, plant and equipment, net | | $ | 1,859,293 |
| | $ | 1,756,211 |
|
Depreciation of property, plant and equipment was $42.9 million and $18.6 million for the three months ended March 31, 2019 and 2018, respectively.
PV solar power systems, net
Photovoltaic (“PV”) solar power systems, net consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
PV solar power systems, gross | | $ | 343,543 |
| | $ | 343,061 |
|
Accumulated depreciation | | (37,915 | ) | | (34,421 | ) |
PV solar power systems, net | | $ | 305,628 |
| | $ | 308,640 |
|
Depreciation of PV solar power systems was $3.5 million and $4.3 million for the three months ended March 31, 2019 and 2018, respectively.
Capitalized interest
The cost of constructing project assets may include interest costs incurred during the construction period. The components of interest expense and capitalized interest were as follows during the three months ended March 31, 2019 and 2018 (in thousands):
|
| | | | | | | | |
| | Three Months Ended March 31, |
| | 2019 | | 2018 |
Interest cost incurred | | $ | (10,948 | ) | | $ | (6,465 | ) |
Interest cost capitalized – project assets | | 827 |
| | 1,283 |
|
Interest expense, net | | $ | (10,121 | ) | | $ | (5,182 | ) |
Project assets
Project assets consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Project assets – development costs, including project acquisition and land costs | | $ | 323,539 |
| | $ | 298,070 |
|
Project assets – construction costs | | 248,750 |
| | 200,359 |
|
Project assets | | $ | 572,289 |
| | $ | 498,429 |
|
Project assets – current | | $ | 80,278 |
| | $ | 37,930 |
|
Project assets – noncurrent | | $ | 492,011 |
| | $ | 460,499 |
|
Other assets
Other assets consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Operating lease assets (1) | | $ | 168,213 |
| | $ | — |
|
Notes receivable (2) (3) | | 31,059 |
| | 8,017 |
|
Indirect tax receivables | | 9,247 |
| | 22,487 |
|
Income taxes receivable | | 4,444 |
| | 4,444 |
|
Equity method investments | | 2,960 |
| | 3,186 |
|
Deferred rent | | — |
| | 27,249 |
|
Other | | 26,030 |
| | 33,495 |
|
Other assets | | $ | 241,953 |
| | $ | 98,878 |
|
——————————
| |
(1) | See Note 7. “Leases” to our condensed consolidated financial statements for discussion of our lease arrangements. |
| |
(2) | In April 2009, we entered into a credit facility agreement with a solar power project entity of one of our customers for an available amount of €17.5 million to provide financing for a PV solar power system. The credit facility bears interest at 8.0% per annum, payable quarterly, with the full amount due in December 2026. As of March 31, 2019 and December 31, 2018, the balance outstanding on the credit facility was €7.0 million ($7.9 million and $8.0 million, respectively). |
| |
(3) | In November 2014 and February 2016, we entered into a term loan agreement and a convertible loan agreement, respectively, with Clean Energy Collective, LLC (“CEC”). Our term loan bears interest at 16% per annum, and our convertible loan bears interest at 10% per annum. In November 2018, we amended the terms of the loan agreements to (i) extend their maturity to June 2020, (ii) waive the conversion features on our convertible loan, and (iii) increase the frequency of interest payments, subject to certain conditions. In January 2019, CEC finalized certain restructuring arrangements, which resulted in a dilution of our ownership interest in CEC and the loss of our representation on the company’s board of managers. As a result of such restructuring, CEC no longer qualified to be accounted for under the equity method. As of March 31, 2019, |
the aggregate balance outstanding on the loans was $23.2 million and was presented within “Other assets.” As of December 31, 2018, the aggregate balance outstanding on the loans was $22.8 million and was presented within “Notes receivable, affiliate.”
Goodwill
Goodwill for the relevant reporting unit consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | | | | | |
| | December 31, 2018 |
| Acquisitions (Impairments) |
| March 31, 2019 |
Modules | | $ | 407,827 |
| | $ | — |
| | $ | 407,827 |
|
Accumulated impairment losses | | (393,365 | ) | | — |
| | (393,365 | ) |
Goodwill | | $ | 14,462 |
| | $ | — |
| | $ | 14,462 |
|
Intangible assets, net
The following tables summarize our intangible assets at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | | | | | |
| | March 31, 2019 |
| | Gross Amount | | Accumulated Amortization | | Net Amount |
Developed technology | | $ | 97,714 |
| | $ | (35,367 | ) | | $ | 62,347 |
|
Power purchase agreements | | 6,486 |
| | (729 | ) | | 5,757 |
|
Patents | | 7,408 |
| | (3,871 | ) | | 3,537 |
|
Intangible assets, net | | $ | 111,608 |
| | $ | (39,967 | ) | | $ | 71,641 |
|
|
| | | | | | | | | | | | |
| | December 31, 2018 |
| | Gross Amount | | Accumulated Amortization | | Net Amount |
Developed technology | | $ | 97,714 |
| | $ | (33,093 | ) | | $ | 64,621 |
|
Power purchase agreements | | 6,486 |
| | (648 | ) | | 5,838 |
|
Patents | | 7,408 |
| | (3,705 | ) | | 3,703 |
|
Intangible assets, net | | $ | 111,608 |
| | $ | (37,446 | ) | | $ | 74,162 |
|
Amortization expense for our intangible assets was $2.5 million and $2.4 million for the three months ended March 31, 2019 and 2018, respectively.
Accrued expenses
Accrued expenses consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Accrued project costs | | $ | 130,002 |
| | $ | 147,162 |
|
Accrued property, plant and equipment | | 83,409 |
| | 89,905 |
|
Accrued inventory | | 58,476 |
| | 53,075 |
|
Product warranty liability (1) | | 31,013 |
| | 27,657 |
|
Accrued compensation and benefits | | 29,761 |
| | 41,937 |
|
Other | | 75,370 |
| | 81,844 |
|
Accrued expenses | | $ | 408,031 |
| | $ | 441,580 |
|
——————————
| |
(1) | See Note 10. “Commitments and Contingencies” to our condensed consolidated financial statements for discussion of our “Product warranty liability.” |
Other current liabilities
Other current liabilities consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Operating lease liabilities (1) | | $ | 12,736 |
| | $ | — |
|
Derivative instruments | | 2,105 |
| | 7,294 |
|
Contingent consideration (2) | | 414 |
| | 665 |
|
Other | | 4,282 |
| | 6,421 |
|
Other current liabilities | | $ | 19,537 |
| | $ | 14,380 |
|
——————————
| |
(1) | See Note 7. “Leases” to our condensed consolidated financial statements for discussion of our lease arrangements. |
| |
(2) | See Note 10. “Commitments and Contingencies” to our condensed consolidated financial statements for discussion of our “Contingent consideration” arrangements. |
Other liabilities
Other liabilities consisted of the following at March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | |
| | March 31, 2019 | | December 31, 2018 |
Product warranty liability (1) | | $ | 186,228 |
| | $ | 193,035 |
|
Operating lease liabilities (2) | | 132,551 |
| | — |
|
Other taxes payable | | 84,817 |
| | 83,058 |
|
Transition tax liability | | 77,016 |
| | 77,016 |
|
Deferred revenue | | 50,451 |
| | 48,014 |
|
Derivative instruments | | 14,257 |
| | 9,205 |
|
Contingent consideration (1) | | 2,250 |
| | 2,250 |
|
Other | | 51,095 |
| | 55,261 |
|
Other liabilities | | $ | 598,665 |
| | $ | 467,839 |
|
——————————
| |
(1) | See Note 10. “Commitments and Contingencies” to our condensed consolidated financial statements for discussion of our “Product warranty liability” and “Contingent consideration” arrangements. |
| |
(2) | See Note 7. “Leases” to our condensed consolidated financial statements for discussion of our lease arrangements. |
6. Derivative Financial Instruments
As a global company, we are exposed in the normal course of business to interest rate and foreign currency risks that could affect our financial position, results of operations, and cash flows. We use derivative instruments to hedge against these risks and only hold such instruments for hedging purposes, not for speculative or trading purposes.
Depending on the terms of the specific derivative instruments and market conditions, some of our derivative instruments may be assets and others liabilities at any particular balance sheet date. We report all of our derivative instruments at fair value and account for changes in the fair value of derivative instruments within “Accumulated other comprehensive loss” if the derivative instruments qualify for hedge accounting. For those derivative instruments that do not qualify for hedge accounting (“economic hedges”), we record the changes in fair value directly to earnings. See Note 8. “Fair Value Measurements” to our condensed consolidated financial statements for information about the techniques we use to measure the fair value of our derivative instruments.
The following tables present the fair values of derivative instruments included in our condensed consolidated balance sheets as of March 31, 2019 and December 31, 2018 (in thousands):
|
| | | | | | | | | | | | |
| | March 31, 2019 |
| | Prepaid Expenses and Other Current Assets | | Other Current Liabilities | | Other Liabilities |
Derivatives designated as hedging instruments: | | | | | | |
Foreign exchange forward contracts | | $ | 129 |
| | $ | — |
| | $ | — |
|
Total derivatives designated as hedging instruments | | $ | 129 |
| | $ | — |
| | $ | — |
|
| | | | | | |
Derivatives not designated as hedging instruments: | | | | |
| | |
|
Foreign exchange forward contracts | | $ | 1,184 |
| | $ | 1,595 |
| | $ | — |
|
Interest rate swap contracts | | — |
| | 510 |
| | 14,257 |
|
Total derivatives not designated as hedging instruments | | $ | 1,184 |
| | $ | 2,105 |
| | $ | 14,257 |
|
Total derivative instruments | | $ | 1,313 |
| | $ | 2,105 |
| | $ | 14,257 |
|
|
| | | | | | | | | | | | |
| | December 31, 2018 |
| | Prepaid Expenses and Other Current Assets | | Other Current Liabilities | | Other Liabilities |
Derivatives designated as hedging instruments: | | | | | | |
Foreign exchange forward contracts | | $ | 158 |
| | $ | — |
| | $ | — |
|
Total derivatives designated as hedging instruments | | $ | 158 |
| | $ | — |
| | $ | — |
|
| | | | | | |
Derivatives not designated as hedging instruments: | | | | |
| | |
|
Foreign exchange forward contracts | | $ | 2,206 |
| | $ | 7,096 |
| | $ | — |
|
Interest rate swap contracts | | — |
| | 198 |
| | 9,205 |
|
Total derivatives not designated as hedging instruments | | $ | 2,206 |
| | $ | 7,294 |
| | $ | 9,205 |
|
Total derivative instruments | | $ | 2,364 |
| | $ | 7,294 |
| | $ | 9,205 |
|
The following table presents the pretax amounts related to derivative instruments designated as cash flow hedges affecting accumulated other comprehensive income or loss and our condensed consolidated statements of operations for the three months ended March 31, 2019 and 2018 (in thousands):
|
| | | | |
| | Foreign Exchange Forward Contracts |
Balance in accumulated other comprehensive (loss) income at December 31, 2018 | | $ | 1,329 |
|
Amounts recognized in other comprehensive (loss) income | | (31 | ) |
Balance in accumulated other comprehensive (loss) income at March 31, 2019 | | $ | 1,298 |
|
| | |
Balance in accumulated other comprehensive (loss) income at December 31, 2017 | | $ | (1,723 | ) |
Amounts recognized in other comprehensive (loss) income | | (868 | ) |
Balance in accumulated other comprehensive (loss) income at March 31, 2018 | | $ | (2,591 | ) |
We recorded no amounts related to ineffective portions of our derivative instruments designated as cash flow hedges during the three months ended March 31, 2018. We recognized unrealized losses of $0.2 million related to amounts excluded from effectiveness testing for our foreign exchange forward contracts designated as cash flow hedges within “Other income, net” during the three months ended March 31, 2018.
The following table presents gains and losses related to derivative instruments not designated as hedges affecting our condensed consolidated statements of operations for the three months ended March 31, 2019 and 2018 (in thousands):
|
| | | | | | | | | | |
| | | | Amount of Gain (Loss) Recognized in Income |
| | | | Three Months Ended March 31, |
| | Income Statement Line Item | | 2019 | | 2018 |
Foreign exchange forward contracts | | Foreign currency gain (loss), net | | $ | 1,900 |
| | $ | (12,656 | ) |
Interest rate swap contracts | | Interest expense, net | | (5,364 | ) | | (660 | ) |
Interest Rate Risk
We use interest rate swap contracts to mitigate our exposure to interest rate fluctuations associated with certain of our debt instruments. We do not use such swap contracts for speculative or trading purposes. During the three months ended March 31, 2019 and 2018, all of our interest rate swap contracts related to project specific debt facilities. Such swap contracts did not qualify for accounting as cash flow hedges in accordance with ASC 815 due to our expectation to sell the associated projects before the maturity of their project specific debt financings and corresponding swap contracts. Accordingly, changes in the fair values of the swap contracts were recorded directly to “Interest expense, net.”
In May 2018, FS NSW Project No 1 Finco Pty Ltd, our indirect wholly-owned subsidiary and project financing company, entered into various interest rate swap contracts to hedge the floating rate construction loan facility and a portion of the floating rate term loan facility under the associated project’s Beryl Credit Facility (as defined in Note 9. “Debt” to our condensed consolidated financial statements). The swaps had an initial aggregate notional value of AUD 42.4 million and, depending on the loan facility being hedged, entitled the project to receive one-month or three-month floating Bank Bill Swap Bid (“BBSY”) interest rates while requiring the project to pay fixed rates of 2.0615% or 3.2020%. The notional amounts of the interest rate swap contracts are scheduled to proportionately adjust with the scheduled draws and principal payments on the underlying hedged debt. As of March 31, 2019 and December 31, 2018, the aggregate notional value of the interest rate swap contracts was AUD 135.2 million ($95.9 million) and AUD 103.4 million ($73.4 million), respectively.
In January 2017, FS Japan Project 12 GK, our indirect wholly-owned subsidiary and project company, entered into an interest rate swap contract to hedge a portion of the floating rate senior loan facility under the project’s Ishikawa Credit Agreement (as defined in Note 9. “Debt” to our condensed consolidated financial statements). Such swap had an initial notional value of ¥5.7 billion and entitled the project to receive a six-month floating TIBOR plus 0.75% interest rate while requiring the project to pay a fixed rate of 1.482%. The notional amount of the interest rate swap contract is scheduled to proportionately adjust with the scheduled draws and principal payments on the underlying hedged debt. As of March 31, 2019 and December 31, 2018, the notional value of the interest rate swap contract was ¥19.2 billion ($173.5 million).
Foreign Currency Risk
Cash Flow Exposure
We expect certain of our subsidiaries to have future cash flows that will be denominated in currencies other than the subsidiaries’ functional currencies. Changes in the exchange rates between the functional currencies of our subsidiaries and the other currencies in which they transact will cause fluctuations in the cash flows we expect to receive or pay when these cash flows are realized or settled. Accordingly, we enter into foreign exchange forward contracts to hedge a portion of these forecasted cash flows. As of March 31, 2019 and December 31, 2018, these foreign exchange forward contracts hedged our forecasted cash flows for periods up to three months and six months, respectively. These foreign exchange forward contracts qualify for accounting as cash flow hedges in accordance with ASC 815, and we designated them as such. We initially report the effective portion of a derivative’s unrealized gain or loss in “Accumulated other comprehensive loss” and subsequently reclassify amounts into earnings when the hedged transaction occurs and impacts earnings. We determined that these derivative financial instruments were highly effective as cash flow hedges as of March 31, 2019 and December 31, 2018.
As of March 31, 2019 and December 31, 2018, the notional values associated with our foreign exchange forward contracts qualifying as cash flow hedges were as follows (notional amounts and U.S. dollar equivalents in millions):
|
| | | | |
| | March 31, 2019 |
Currency | | Notional Amount | | USD Equivalent |
Australian dollar | | AUD 8.8 | | $6.2 |
|
| | | | |
| | December 31, 2018 |
Currency | | Notional Amount | | USD Equivalent |
Australian dollar | | AUD 8.8 | | $6.2 |
In the following 12 months, we expect to reclassify to earnings $1.3 million of net unrealized gains related to forward contracts that are included in “Accumulated other comprehensive loss” at March 31, 2019 as we realize the earnings effects of the related forecasted transactions. The amount we ultimately record to earnings will depend on the actual exchange rates when we realize the related forecasted transactions.
Transaction Exposure and Economic Hedging
Many of our subsidiaries have assets and liabilities (primarily cash, receivables, marketable securities, deferred taxes, payables, accrued expenses, and solar module collection and recycling liabilities) that are denominated in currencies other than the subsidiaries’ functional currencies. Changes in the exchange rates between the functional currencies of our subsidiaries and the other currencies in which these assets and liabilities are denominated will create fluctuations in our reported condensed consolidated statements of operations and cash flows. We may enter into foreign exchange forward contracts or other financial instruments to economically hedge assets and liabilities against the effects of currency exchange rate fluctuations. The gains and losses on such foreign exchange forward contracts will economically offset all or part of the transaction gains and losses that we recognize in earnings on the related foreign currency denominated assets and liabilities.
We also enter into foreign exchange forward contracts to economically hedge balance sheet and other exposures related to transactions between certain of our subsidiaries and transactions with third parties. Such contracts are considered economic hedges and do not qualify for hedge accounting. Accordingly, we recognize gains or losses from the fluctuations in foreign exchange rates and the fair value of these derivative contracts in “Foreign currency gain (loss), net” on our condensed consolidated statements of operations. These contracts mature at various dates within the next three months.
As of March 31, 2019 and December 31, 2018, the notional values of our foreign exchange forward contracts that do not qualify for hedge accounting were as follows (notional amounts and U.S. dollar equivalents in millions):
|
| | | | | | |
| | March 31, 2019 |
Transaction | | Currency | | Notional Amount | | USD Equivalent |
Purchase | | Australian dollar | | AUD 4.5 | | $3.2 |
Sell | | Australian dollar | | AUD 8.8 | | $6.2 |
Purchase | | Brazilian real | | BRL 8.5 | | $2.2 |
Purchase | | Canadian dollar | | CAD 4.6 | | $3.4 |
Sell | | Chilean peso | | CLP 3,407.8 | | $5.0 |
Purchase | | Euro | | €113.1 | | $127.1 |
Sell | | Euro | | €151.5 | | $170.2 |
Sell | | Indian rupee | | INR 789.2 | | $11.4 |
Purchase | | Japanese yen | | ¥497.9 | | $4.5 |
Sell | | Japanese yen | | ¥21,822.1 | | $197.0 |
Purchase | | Malaysian ringgit | | MYR 33.3 | | $8.2 |
Sell | | Malaysian ringgit | | MYR 69.0 | | $16.9 |
Sell | | Mexican peso | | MXN 34.6 | | $1.8 |
Purchase | | Singapore dollar | | SGD 4.0 | | $3.0 |
Sell | | Singapore dollar | | SGD 1.4 | | $1.0 |
|
| | | | | | |
| | December 31, 2018 |
Transaction | | Currency | | Notional Amount | | USD Equivalent |
Purchase | | Australian dollar | | AUD 2.1 | | $1.5 |
Sell | | Australian dollar | | AUD 52.9 | | $37.3 |
Purchase | | Brazilian real | | BRL 8.5 | | $2.2 |
Sell | | Canadian dollar | | CAD 2.9 | | $2.1 |
Sell | | Chilean peso | | CLP 3,506.6 | | $5.1 |
Purchase | | Euro | | €115.2 | | $131.9 |
Sell | | Euro | | €191.8 | | $219.7 |
Sell | | Indian rupee | | INR 789.2 | | $11.3 |
Purchase | | Japanese yen | | ¥931.6 | | $8.4 |
Sell | | Japanese yen | | ¥23,858.8 | | $216.2 |
Purchase | | Malaysian ringgit | | MYR 34.3 | | $8.3 |
Sell | | Malaysian ringgit | | MYR 53.8 | | $12.9 |
Sell | | Mexican peso | | MXN 37.3 | | $1.9 |
Purchase | | Singapore dollar | | SGD 3.8 | | $2.8 |
7. Leases
Our lease arrangements include land associated with our systems projects, our corporate and administrative offices, land for our international manufacturing facilities, and certain of our manufacturing equipment. Such leases primarily relate to assets located in the United States, Japan, Malaysia, and Vietnam.
Upon commencement of a lease, we recognize a lease liability for the present value of the lease payments not yet paid, discounted using an interest rate that represents our ability to borrow on a collateralized basis over a period that approximates the lease term. We also recognize a lease asset, which represents our right to control the use of the underlying property, plant or equipment, at an amount equal to the lease liability adjusted for prepayments and initial direct costs.
We subsequently recognize the cost of the lease on a straight-line basis over the lease term, and any variable lease costs, which represent amounts owed to the lessor that are not fixed per the terms of the contract, are recognized in the period in which they are incurred. Any costs included in our lease arrangements that are not directly related to the leased assets, such as maintenance charges, are included as part of the lease costs. Leases with an initial term of one year or less are considered short-term leases and are not recognized as lease assets and liabilities. We also recognize the cost of such short-term leases on a straight-line basis over the term of the underlying agreement.
Many of our leases, in particular those related to systems project land, contain renewal or termination options that are exercisable at our discretion. At the commencement date of a lease, we include in the lease term any periods covered by a renewal option, and exclude from the lease term any periods covered by a termination option, to the extent we are reasonably certain to exercise such options. In making this determination, we seek to align the lease term with the expected economic life of the underlying asset.
The following table presents certain quantitative information related to our lease arrangements for the three months ended March 31, 2019 and as of March 31, 2019 (in thousands):
|
| | | | |
| | Three Months Ended March 31, 2019 |
Operating lease cost | | $ | 5,283 |
|
Variable lease cost | | 749 |
|
Short-term lease cost | | 2,842 |
|
Total lease cost | | $ | 8,874 |
|
| | |
Payments of amounts included in the measurement of operating lease liabilities | | $ | 4,947 |
|
Lease assets obtained in exchange for operating lease liabilities | | $ | 149,631 |
|
| | |
| | March 31, 2019 |
Weighted-average remaining lease term | | 18 years |
|
Weighted-average discount rate | | 4.7 | % |
As of March 31, 2019, the future payments associated with our lease liabilities were as follows (in thousands):
|
| | | | |
| | Total Lease Liabilities |
Remainder of 2019 | | $ | 13,838 |
|
2020 | | 14,436 |
|
2021 | | 13,656 |
|
2022 | | 13,255 |
|
2023 | | 13,000 |
|
Thereafter | | 151,562 |
|
Total future payments | | 219,747 |
|
Less: interest | | (74,460 | ) |
Total lease liabilities | | $ | 145,287 |
|
8. Fair Value Measurements
The following is a description of the valuation techniques that we use to measure the fair value of assets and liabilities that we measure and report at fair value on a recurring basis:
| |
• | Cash Equivalents. At March 31, 2019 and December 31, 2018, our cash equivalents consisted of money market funds. We value our cash equivalents using observable inputs that reflect quoted prices for securities with identical characteristics, and accordingly, we classify the valuation techniques that use these inputs as Level 1. |
| |
• | Marketable Securities and Restricted Investments. At March 31, 2019 and December 31, 2018, our marketable securities consisted of foreign debt, foreign government obligations, U.S. debt, and time deposits, and our restricted investments consisted of foreign and U.S. government obligations. We value our marketable securities and restricted investments using observable inputs that reflect quoted prices for securities with identical characteristics or quoted prices for securities with similar characteristics and other observable inputs (such as interest rates that are observable at commonly quoted intervals). Accordingly, we classify the valuation techniques that use these inputs as either Level 1 or Level 2 depending on the inputs used. We also consider the effect of our counterparties’ credit standing in these fair value measurements. |
| |
• | Derivative Assets and Liabilities. At March 31, 2019 and December 31, 2018, our derivative assets and liabilities consisted of foreign exchange forward contracts involving major currencies and interest rate swap contracts involving major interest rates. Since our derivative assets and liabilities are not traded on an exchange, we value them using standard industry valuation models. As applicable, these models project future cash flows and discount the amounts to a present value using market-based observable inputs, including interest rate curves, credit risk, foreign exchange rates, and forward and spot prices for currencies. These inputs are observable in active markets over the contract term of the derivative instruments we hold, and accordingly, we classify the valuation techniques as Level 2. In evaluating credit risk, we consider the effect of our counterparties’ and our own credit standing in the fair value measurements of our derivative assets and liabilities, respectively. |
At March 31, 2019 and December 31, 2018, the fair value measurements of our assets and liabilities measured on a recurring basis were as follows (in thousands):
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements at Reporting Date Using |
| | March 31, 2019 | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) |
Assets: | | | | | | | | |
Cash equivalents: | | | | | | | | |
Money market funds | | $ | 200,980 |
| | $ | 200,980 |
| | $ | — |
| | $ | — |
|
Marketable securities: | | | | | | | | |
Foreign debt | | 345,950 |
| | — |
| | 345,950 |
| | — |
|
Foreign government obligations | | 60,124 |
| | — |
| | 60,124 |
| | — |
|
U.S. debt | | 59,622 |
| | — |
| | 59,622 |
| | — |
|
Time deposits | | 638,116 |
| | 638,116 |
| | — |
| | — |
|
Restricted investments | | 219,108 |
| | — |
| | 219,108 |
| | — |
|
Derivative assets | | 1,313 |
| | — |
| | 1,313 |
| | — |
|
Total assets | | $ | 1,525,213 |
| | $ | 839,096 |
| | $ | 686,117 |
| | $ | — |
|
Liabilities: | | | | | | | | |
Derivative liabilities | | $ | 16,362 |
| | $ | — |
| | $ | 16,362 |
| | $ | — |
|
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements at Reporting Date Using |
| | December 31, 2018 | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) |
Assets: | | | | | | | | |
Cash equivalents: | | | | | | | | |
Money market funds | | $ | 200,788 |
| | $ | 200,788 |
| | $ | — | |