TerraForm Global, Inc. (Nasdaq:GLBL) (“TerraForm Global”), a global
owner and operator of clean energy power plants, today reported
third quarter 2016 financial results and filed its Form 10-Q for
the quarterly period ended September 30, 2016 with the Securities
and Exchange Commission. The Form 10-Q is available on the
Investors section of TerraForm Global’s website at
www.terraformglobal.com.
“The reporting of our third quarter 2016 results demonstrates
TerraForm Global’s continued progress in positioning the Company
for success,” said Peter Blackmore, Chairman and Interim CEO of
TerraForm Global. “The Board and management team are committed to
strengthening operations and maximizing value for
shareholders.”
As disclosed more fully in the Form 10-Q for 3Q 2016, with the
filing of its Form 10-Q for 3Q 2016, the Company has filed all of
its previously delayed SEC periodic reports, including its Form
10-K for 2015 and its Forms 10-Q for 1Q 2016, 2Q 2016, and 3Q 2016.
However, due to the time and resources required to complete its
delayed SEC periodic reports, the Company has experienced delays in
its ongoing efforts to complete all steps and tasks necessary to
finalize financial statements and other disclosures required to be
in its Form 10-K for 2016 and subsequent quarterly reports. The
Company currently does not expect to be able to file its Form 10-K
for 2016 by the SEC deadline of March 16, 2017 or its Form 10-Q for
1Q 2017 by the SEC filing deadline of May 10, 2017.
3Q 2016 QTD Results: Key Metrics
|
3Q 2016 |
2Q 2016 |
% change QoQ |
MW (net economic ownership) at end of period |
|
916 |
|
|
916 |
|
0 |
% |
Capacity Factor |
|
28.6% |
|
|
27.8% |
|
+80 bps |
MWh (000s) |
|
624 |
|
|
602 |
|
4 |
% |
Adjusted Revenue / MWh |
$89 |
|
$94 |
|
-6 |
% |
|
|
|
|
Revenue, net ($M) |
$55 |
|
$56 |
|
-2 |
% |
Adjusted Revenue ($M) |
$55 |
|
$57 |
|
-2 |
% |
Net Income / (Loss) ($M) |
($18) |
$6 |
|
n/a |
Adjusted EBITDA ($M) |
$39 |
|
$45 |
|
-13 |
% |
Adjusted EBITDA margin |
|
71.1% |
|
79.7% |
(860) bps |
CAFD ($M) |
($13) |
$43 |
|
n/a |
|
|
|
|
Unrestricted cash at end of period ($M) |
$691 |
|
$870 |
|
-21 |
% |
|
|
|
|
|
|
|
Investor Conference Call
We will host an investor conference call and webcast to discuss
our 3Q 2016 results.
Date: |
Friday,
February 24, 2017 |
Time: |
8:30 am
ET |
US Toll-Free #: |
(855)
835-3565 |
International #: |
(440)
996-5665 |
Code: |
73161363 |
Webcast: |
http://edge.media-server.com/m/p/qbbp6e8e |
|
|
The webcast will also be available on TerraForm Global's
investor relations website: www.terraformglobal.com. A
replay of the webcast will be available for those unable to attend
the live webcast.
About TerraForm Global
TerraForm Global is a renewable energy company that is changing
how energy is generated, distributed and owned. TerraForm Global
creates value for its investors by owning and operating clean
energy power plants in high-growth emerging markets. For more
information about TerraForm Global, please visit:
www.terraformglobal.com.
Safe Harbor Disclosure
This communication contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward-looking
statements can be identified by the fact that they do not relate
strictly to historical or current facts. These statements involve
estimates, expectations, projections, goals, assumptions, known and
unknown risks, and uncertainties and typically include words or
variations of words such as “expect,” “anticipate,” “believe,”
“intend,” “plan,” “seek,” “estimate,” “predict,” “project,” “goal,”
“guidance,” “outlook,” “objective,” “forecast,” “target,”
“potential,” “continue,” “would,” “will,” “should,” “could,” or
“may” or other comparable terms and phrases. All statements that
address operating performance, events, or developments that
TerraForm Global expects or anticipates will occur in the future
are forward-looking statements. They may include financial metrics
such as estimates of expected adjusted EBITDA, cash available for
distribution (CAFD), earnings, revenues, capital expenditures,
liquidity, capital structure, future growth, financing arrangement
and other financial performance items (including future dividends
per share), descriptions of management’s plans or objectives for
future operations, products, or services, or descriptions of
assumptions underlying any of the above. Forward-looking statements
are based on TerraForm Global’s current expectations or predictions
of future conditions, events, or results and speak only as of the
date they are made. Although TerraForm Global believes its
respective expectations and assumptions are reasonable, it can give
no assurance that these expectations and assumptions will prove to
have been correct and actual results may vary materially.
By their nature, forward-looking statements are subject to risks
and uncertainties that could cause actual results to differ
materially from those suggested by the forward-looking statements.
Factors that might cause such differences include, but are not
limited to, risks related to the SunEdison bankruptcy, including
our transition away from reliance on SunEdison for management,
corporate and accounting services, employees, critical systems and
information technology infrastructure, and the operation,
maintenance and asset management of our renewable energy
facilities; risks related to events of default and potential events
of default arising under our revolving credit facility, the
indenture governing our senior notes, and/or project-level
financing; risks related to failure to satisfy the requirements of
Nasdaq, which could result in the delisting of our common stock;
risks related to delays in our filing of periodic reports with the
SEC; risks related to our exploration and potential execution of
strategic alternatives; pending and future litigation; our ability
to integrate the projects we acquire from third parties or
otherwise realize the anticipated benefits from such acquisitions;
the willingness and ability of counterparties to fulfill their
obligations under offtake agreements; price fluctuations,
termination provisions and buyout provisions in offtake agreements;
our ability to successfully identify, evaluate, and consummate
acquisitions; government regulation, including compliance with
regulatory and permit requirements and changes in market rules,
rates, tariffs, environmental laws and policies affecting renewable
energy; operating and financial restrictions under agreements
governing indebtedness; the condition of the debt and equity
capital markets and our ability to borrow additional funds and
access capital markets, as well as our substantial indebtedness and
the possibility that we may incur additional indebtedness going
forward; our ability to compete against traditional and renewable
energy companies; potential conflicts of interests or distraction
due to the fact that several of our directors are also directors of
TerraForm Power, Inc. and most of our executive officers are also
executive officers of TerraForm Power, Inc.; and hazards customary
to the power production industry and power generation operations,
such as unusual weather conditions and outages; and our ability to
manage our capital expenditures, economic, social and political
risks and uncertainties inherent in international operations,
including operations in emerging markets and the impact of foreign
exchange rate fluctuations, the imposition of currency controls and
restrictions on repatriation of earnings and cash, protectionist
and other adverse public policies, including local content
requirements, import/export tariffs, increased regulations or
capital investment requirements, conflicting international business
practices that may conflict with other customs or legal
requirements to which we are subject, inability to obtain, maintain
or enforce intellectual property rights, and being subject to the
jurisdiction of courts other than those of the United States,
including uncertainty of judicial processes and difficulty
enforcing contractual agreements or judgments in foreign legal
systems or incurring additional costs to do so. Many of these
factors are beyond TerraForm Global’s control.
TerraForm Global disclaims any obligation to publicly update or
revise any forward-looking statement to reflect changes in
underlying assumptions, factors, or expectations, new information,
data, or methods, future events, or other changes, except as
required by law. The foregoing list of factors that might cause
results to differ materially from those contemplated in the
forward-looking statements should be considered in connection with
information regarding risks and uncertainties which are described
in TerraForm Global’s Form 10-K for the fiscal year ended December
31, 2015, its Form 10-Q for the quarter ended June 30, 2016 and its
Form 10-Q for the quarter ended September 30, 2016, as well as
additional factors it may describe from time to time in other
filings with the Securities and Exchange Commission. You should
understand that it is not possible to predict or identify all such
factors and, consequently, you should not consider any such list to
be a complete set of all potential risks or uncertainties.
Adjusted Revenue
Adjusted Revenue is a supplemental non-GAAP measure used by our
management for internal planning purposes, including for certain
aspects of our consolidating operating budget. We believe Adjusted
Revenue is useful to investors in evaluating our operating
performance because securities analysts and other interested
parties use such calculations as a measure of financial
performance.
Adjusted EBITDA
Adjusted EBITDA is a supplemental non-GAAP financial measure
which eliminates the impact on net income of certain unusual or
non-recurring items and other factors that we do not consider
representative of our core business or future operating
performance. This measurement is not recognized in accordance with
GAAP and should not be viewed as an alternative to GAAP measures of
performance, including net income. The presentation of Adjusted
EBITDA should not be construed as an inference that our future
results will be unaffected by non-operating, unusual or
non-recurring items.
Cash Available for Distribution (CAFD)
CAFD is a supplemental non-GAAP measure of our ability to earn
and distribute cash to investors. This measurement is not
recognized in accordance with GAAP and should not be viewed as an
alternative to GAAP measures of performance, including net income,
net cash provided by (used in) operating activities or any other
liquidity measure determined in accordance with GAAP, nor is it
indicative of funds available to fund our cash needs.
TERRAFORM GLOBAL, INC. AND
SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS(In thousands, except per share
data) |
|
|
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|
2016 |
|
2015 |
|
2016 |
|
2015 |
Operating revenues,
net |
$ |
55,055 |
|
|
$ |
29,373 |
|
|
$ |
159,171 |
|
|
$ |
72,860 |
|
Operating costs and
expenses: |
|
|
|
|
|
|
|
Cost of
operations |
6,438 |
|
|
2,995 |
|
|
18,754 |
|
|
6,104 |
|
Cost of
operations - affiliate |
3,853 |
|
|
4,420 |
|
|
13,566 |
|
|
6,753 |
|
General
and administrative |
437 |
|
|
402 |
|
|
1,644 |
|
|
7,819 |
|
General
and administrative - affiliate |
15,878 |
|
|
6,335 |
|
|
39,080 |
|
|
13,154 |
|
Acquisition, formation and related costs |
139 |
|
|
14,829 |
|
|
10,227 |
|
|
28,512 |
|
Depreciation, accretion and amortization |
13,374 |
|
|
6,756 |
|
|
40,971 |
|
|
12,827 |
|
Total
operating costs and expenses |
40,119 |
|
|
35,737 |
|
|
124,242 |
|
|
75,169 |
|
Operating income
(loss) |
14,936 |
|
|
(6,364 |
) |
|
34,929 |
|
|
(2,309 |
) |
Other expense
(income): |
|
|
|
|
|
|
|
Loss
(gain) on the extinguishment of debt |
5 |
|
|
551 |
|
|
(5,730 |
) |
|
1,770 |
|
Interest
expense, net |
33,159 |
|
|
39,580 |
|
|
95,797 |
|
|
84,587 |
|
Gain on
previously held equity investment |
— |
|
|
— |
|
|
— |
|
|
(1,426 |
) |
Loss
(gain) on foreign currency exchange |
4,268 |
|
|
35,266 |
|
|
(21,963 |
) |
|
28,292 |
|
Other
(income) loss, net |
(6,762 |
) |
|
3,395 |
|
|
(19,793 |
) |
|
3,078 |
|
Total
other expenses, net |
30,670 |
|
|
78,792 |
|
|
48,311 |
|
|
116,301 |
|
Loss before income tax
expense |
(15,734 |
) |
|
(85,156 |
) |
|
(13,382 |
) |
|
(118,610 |
) |
Income
tax expense (benefit) |
2,121 |
|
|
(464 |
) |
|
5,040 |
|
|
(14 |
) |
Net loss |
(17,855 |
) |
|
(84,692 |
) |
|
(18,422 |
) |
|
(118,596 |
) |
Less: Predecessor loss
prior to initial public offering on August 5, 2015 |
— |
|
|
(5,449 |
) |
|
$ |
— |
|
|
(39,353 |
) |
Net loss subsequent to
initial public offering |
(17,855 |
) |
|
(79,243 |
) |
|
(18,422 |
) |
|
(79,243 |
) |
Less: loss attributable
to non-controlling interests |
(4,944 |
) |
|
(29,693 |
) |
|
(1,976 |
) |
|
(29,693 |
) |
Net loss attributable
to TerraForm Global, Inc. Class A common stockholders |
$ |
(12,911 |
) |
|
$ |
(49,550 |
) |
|
$ |
(16,446 |
) |
|
$ |
(49,550 |
) |
|
|
|
|
|
|
|
|
Weighted
average number of shares: |
|
|
|
|
|
|
|
Class A
common stock - Basic and diluted |
107,686 |
|
|
100,985 |
|
|
107,135 |
|
|
100,985 |
|
Loss per
share: |
|
|
|
|
|
|
|
Class A
common stock - Basic and diluted |
$ |
(0.12 |
) |
|
$ |
(0.49 |
) |
|
$ |
(0.15 |
) |
|
$ |
(0.49 |
) |
TERRAFORM GLOBAL, INC. AND
SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED BALANCE
SHEETS |
|
|
September 30, |
|
December 31, |
(In thousands,
except per share data) |
2016 |
|
2015 |
ASSETS |
|
|
|
Current assets: |
|
|
|
Cash and
cash equivalents |
$ |
690,598 |
|
|
$ |
922,318 |
|
Current
portion of restricted cash, including variable interest entities of
$62,202 in September 30, 2016 and $46,321 in December 31, 2015 |
72,967 |
|
|
119,151 |
|
Accounts
receivable, net |
37,656 |
|
|
30,287 |
|
Prepaid
expenses and other current assets, including variable interest
entities of $94,503 in September 30, 2016 and $123,876 in December
31, 2015 |
109,554 |
|
|
139,335 |
|
Total
current assets |
910,775 |
|
|
1,211,091 |
|
Power plants, net,
including variable interest entities of $479,900 in September 30,
2016 and $460,042 in December 31, 2015 |
1,384,266 |
|
|
1,206,604 |
|
Restricted cash |
16,235 |
|
|
22,682 |
|
Intangible assets, net,
including variable interest entities of $54,973 in September 30,
2016 and $51,159 in December 31, 2015 |
82,974 |
|
|
70,630 |
|
Equity method
investment |
— |
|
|
73,249 |
|
Deposit for
acquisitions, net |
49,733 |
|
|
51,101 |
|
Other assets |
50,640 |
|
|
51,809 |
|
Total assets |
$ |
2,494,623 |
|
|
$ |
2,687,166 |
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
Current
liabilities: |
|
|
|
Current
portion of long-term debt, including variable interest entities of
$330,758 in September 30, 2016 and $326,535 in December 31,
2015 |
$ |
326,521 |
|
|
$ |
319,498 |
|
Accounts
payable |
13,117 |
|
|
8,491 |
|
Accrued
expenses and other current liabilities, including variable interest
entities of $51,178 in September 30, 2016 and $15,496 in December
31, 2015 |
96,039 |
|
|
129,437 |
|
Due to
SunEdison, net |
29,949 |
|
|
44,254 |
|
Total
current liabilities |
465,626 |
|
|
501,680 |
|
Long-term debt, less
current portion |
760,335 |
|
|
952,653 |
|
Asset retirement
obligations |
13,383 |
|
|
8,629 |
|
Other long-term
liabilities |
8,081 |
|
|
1,455 |
|
Deferred tax
liabilities, including variable interest entities of $40,764 in
September 30, 2016 and $37,295 in December 31, 2015 |
45,893 |
|
|
39,482 |
|
Total
liabilities |
1,293,318 |
|
|
1,503,899 |
|
Stockholders’
equity: |
|
|
|
Preferred
stock, par value $0.01 per share, 50,000,000 shares authorized, no
shares issued and outstanding at September 30, 2016 or December 31,
2015 |
— |
|
|
— |
|
Class A
common stock, par value $0.01 per share, 2,750,000,000 shares
authorized, 112,907,935 shares issued and outstanding at September
30, 2016, 114,630,318 shares issued and outstanding at December 31,
2015 |
1,129 |
|
|
1,146 |
|
Class B
common stock, par value $0.01 per share, 200,000,000 shares
authorized, 61,343,054 shares issued and outstanding at September
30, 2016 and December 31, 2015 |
613 |
|
|
613 |
|
Class B1
common stock, par value $0.01 per share, 550,000,000 shares
authorized, no shares issued or outstanding in 2016 or 2015 |
— |
|
|
— |
|
Treasury
stock |
(28 |
) |
|
(28 |
) |
Additional paid-in capital |
934,813 |
|
|
923,740 |
|
Accumulated deficit |
(228,575 |
) |
|
(212,129 |
) |
Accumulated other comprehensive loss |
8,198 |
|
|
(11,181 |
) |
Total
TerraForm Global, Inc. stockholders’ equity |
716,150 |
|
|
702,161 |
|
Non-controlling interests |
485,155 |
|
|
481,106 |
|
Total
stockholders’ equity |
1,201,305 |
|
|
1,183,267 |
|
Total liabilities and stockholders’ equity |
$ |
2,494,623 |
|
|
$ |
2,687,166 |
|
TERRAFORM GLOBAL, INC. AND
SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS(In thousands) |
|
|
Nine Months Ended September 30, |
|
2016 |
|
2015 |
Cash flows from
operating activities: |
|
|
|
Net loss |
$ |
(18,422 |
) |
|
$ |
(118,596 |
) |
Adjustments to
reconcile net loss to net cash used in operating activities: |
|
|
|
Amortization of deferred financing costs |
7,824 |
|
|
19,744 |
|
Depreciation, amortization and accretion |
40,971 |
|
|
12,827 |
|
Stock-based compensation expense |
2,617 |
|
|
— |
|
Change in
fair value of interest rate swaps |
5,854 |
|
|
(790 |
) |
Gain on
previously held equity investment |
— |
|
|
(1,426 |
) |
(Gain)
loss on extinguishment of debt |
(5,730 |
) |
|
1,770 |
|
Unrealized (gain)/ loss on foreign currency, net |
(22,549 |
) |
|
13,404 |
|
Deferred
tax (benefit) expense |
(1,118 |
) |
|
432 |
|
Changes
in assets and liabilities: |
|
|
|
Accounts
receivable |
110 |
|
|
3,818 |
|
Prepaid
expenses and other current assets |
2,554 |
|
|
(10,516 |
) |
Accounts
payable, accrued expenses, and other current liabilities |
(35,414 |
) |
|
36,504 |
|
Due
to/from SunEdison, net |
(5,593 |
) |
|
11,525 |
|
Other
noncurrent assets and liabilities |
700 |
|
|
13,266 |
|
Net cash
used in operating activities |
(28,196 |
) |
|
(18,038 |
) |
Cash flows from
investing activities: |
|
|
|
Capital
expenditures |
(66,384 |
) |
|
(98,124 |
) |
Change in
cash committed for construction |
— |
|
|
36,173 |
|
Change in
restricted cash |
63,144 |
|
|
(62,034 |
) |
Cash paid
for acquisitions, net of cash acquired |
(32,128 |
) |
|
(263,291 |
) |
Proceeds
from sale of power purchase agreement |
— |
|
|
9,305 |
|
Deposits
on investments |
— |
|
|
(84,122 |
) |
Realized
gains on foreign currency contracts |
— |
|
|
(21,679 |
) |
Cash
acquired upon FERSA consolidation |
8,022 |
|
|
— |
|
Returns
from BioTherm escrow and deposits |
5,507 |
|
|
— |
|
Other |
— |
|
|
(860 |
) |
Net cash
used in investing activities |
(21,839 |
) |
|
(484,632 |
) |
Cash flows from
financing activities: |
|
|
|
Proceeds
from Bridge Facility |
— |
|
|
400,000 |
|
Repayments on Bridge Facility |
— |
|
|
(551,219 |
) |
Repayment
on Revolver |
(135,000 |
) |
|
— |
|
Proceeds
from IPO, net of fees |
— |
|
|
623,971 |
|
Proceeds
from 2022 Senior Notes, net of discount |
— |
|
|
800,071 |
|
Repayments of the 2022 Senior Notes |
(35,441 |
) |
|
— |
|
Proceeds
from system debt financing |
— |
|
|
48,800 |
|
Repayments of system debt financing |
(33,102 |
) |
|
(422,826 |
) |
Net
SunEdison investment |
50,223 |
|
|
49,358 |
|
Dividends
paid |
(30,674 |
) |
|
— |
|
Proceeds
from private placement, net of fee |
— |
|
|
549,147 |
|
Proceeds
from loans from parent and affiliates |
— |
|
|
7,023 |
|
Payment
of deferred financing costs |
— |
|
|
(42,710 |
) |
Net cash
(used in) provided by financing activities |
(183,994 |
) |
|
1,461,615 |
|
Net
(decrease) increase in cash and cash equivalents |
(234,029 |
) |
|
958,945 |
|
Effect of exchange rate
changes on cash and cash equivalents |
2,309 |
|
|
(34 |
) |
Cash and cash
equivalents at beginning of period |
922,318 |
|
|
150,146 |
|
Cash and cash
equivalents at end of period |
$ |
690,598 |
|
|
$ |
1,109,057 |
|
|
|
|
|
|
|
|
|
Appendix Table A-1: Reg.
G: TerraForm Global,
Inc.
Reconciliation of Net Income (Loss) to
Adjusted EBITDA to Cash Available for Distribution
Adjusted EBITDA
We believe Adjusted EBITDA is useful to investors in evaluating our
operating performance because securities analysts and other
interested parties use such calculations as a measure of financial
performance and debt service capabilities. In addition, Adjusted
EBITDA is used by our management for internal planning purposes,
including for certain aspects of our consolidated operating
budget.
We define Adjusted EBITDA as net income (loss) plus
depreciation, accretion and amortization, non-cash affiliate
general and administrative costs, acquisition related expenses,
interest expense, gains (losses) on interest rate swaps, foreign
currency gains (losses), income tax (benefit) expense and stock
compensation expense, and certain other non-cash charges, unusual,
non-operating or non-recurring items and other items that we
believe are not representative of our core business or future
operating performance. Our definitions and calculations of
these items may not necessarily be the same as those used by other
companies. Adjusted EBITDA is not a measure of liquidity or
profitability and should not be considered as an alternative to net
income, operating income, net cash provided by operating activities
or any other measure determined in accordance with U.S. GAAP.
Cash Available for Distribution
We believe cash available for distribution is useful to
investors in evaluating our operating performance because
securities analysts and other interested parties use such
calculations as a measure of financial performance. In addition,
cash available for distribution is used by our management team for
internal planning purposes.
We define “cash available for distribution” or “CAFD” as
adjusted EBITDA of Global LLC as adjusted for certain cash flow
items that we associate with our operations. Cash available for
distribution represents adjusted EBITDA (i) minus deposits into (or
plus withdrawals from) restricted cash accounts required by project
financing arrangements to the extent they decrease (or increase)
cash provided by operating activities, (ii) minus cash
distributions paid to non-controlling interests in our renewable
energy facilities, if any, (iii) minus scheduled project-level and
other debt service payments and repayments in accordance with the
related borrowing arrangements, to the extent they are paid from
operating cash flows during a period, (iv) minus non-expansionary
capital expenditures, if any, to the extent they are paid from
operating cash flows during a period, (v) plus or minus operating
items as necessary to present the cash flows we deem representative
of our core business operations, with the approval of the audit
committee.
The following table presents a reconciliation of net loss to
Adjusted EBITDA to Cash Available for Distribution (CAFD):
(in thousands) |
Three Months Ended September 30,
2016 |
Three Months Ended June 30, 2016 |
|
|
|
|
|
Net income (loss) |
$ |
(17,855 |
) |
$ |
5,681 |
|
|
Interest
expense, net |
|
33,159 |
|
|
28,975 |
|
|
Income
tax expense (benefit) |
|
2,121 |
|
|
2,061 |
|
|
Depreciation, accretion and amortization expense |
|
13,594 |
|
|
13,237 |
|
|
General
and administrative expense (a) |
|
9,994 |
|
|
13,662 |
|
|
Non-cash
stock-based compensation |
|
646 |
|
|
864 |
|
|
Acquisition, formation and related cost (b) |
|
139 |
|
|
83 |
|
|
Loss
(gain) on foreign currency exchange, net (c) |
|
4,268 |
|
|
(13,882 |
) |
|
Loss
(gain) on extinguishment of debt, net |
|
5 |
|
|
526 |
|
|
Other net
loss (income) |
|
(6,762 |
) |
|
(6,061 |
) |
|
Adjusted
EBITDA |
$ |
39,309 |
|
$ |
45,146 |
|
|
Interest
payment |
|
(49,921 |
) |
|
(6,705 |
) |
|
Principal
payment |
|
(2,790 |
) |
|
(1,552 |
) |
|
Cash
distributions to non-controlling interests, net |
|
- |
|
|
(78 |
) |
|
Non-expansionary capital expenditures |
|
(2,835 |
) |
|
(554 |
) |
|
Change in
restricted cash (d) |
|
4,258 |
|
|
261 |
|
|
India VGF
receipt |
|
- |
|
|
1,600 |
|
|
BioTherm
dividends |
|
1,731 |
|
|
- |
|
|
Settlement gain/(loss) on foreign currency exchange related to
operations |
|
(2,914 |
) |
|
(257 |
) |
|
Other
(including interest income received) |
|
438 |
|
|
5,150 |
|
|
Cash Available
for Distribution (CAFD) |
$ |
(12,724 |
) |
$ |
43,011 |
|
|
|
|
|
|
|
|
|
|
a) In conjunction with the closing of the IPO in August 5,
2015, we entered into the MSA with SunEdison, pursuant to
which SunEdison agreed to provide or arrange for other
service providers to provide management and administrative services
to us. No cash consideration was paid to SunEdison for these
services for the quarter ended December 31, 2015 and amount of
general and administrative expense-affiliate in excess of the fees
paid to SunEdison is treated as an addback in the
reconciliation of net income (loss) to Adjusted EBITDA. In
addition, non-operating items and other items incurred directly
by TerraForm Global that we do not consider indicative of
our core business operations will be treated as an addback in the
reconciliation of net income (loss) to Adjusted EBITDA. The
Company’s normal operating general and administrative expenses of
$5.4M for the 3 months ended September 30, 2016, not paid
by SunEdison, are not added back in the reconciliation of net
income (loss) to Adjusted EBITDA.
b) Represents transaction related costs, including affiliate
acquisition costs, associated with the acquisitions completed
during 9 months ended September 30, 2016 since such costs are
considered to be paid for with financing sources. Additionally,
includes formation and offering related fees and expenses and
Formation and offering related fees and expenses – affiliate
reflected in the consolidated statement of operations. These fees
consist of professional fees for legal, tax, and accounting
services related to our IPO.
c) Includes settled and unsettled gains and losses on foreign
currency hedges related to operating and investing
activities. The net loss relates primarily to losses on
foreign currency hedges of certain planned acquisitions, and is
partially offset by gains on foreign currency hedges associated
with operations.
d) Net change in restricted cash excludes impact of any foreign
currency appreciation or depreciation during the period from 2Q
2016 and 3Q 2016.
Appendix Table A-2: Reg.
G: TerraForm Global, Inc.
Reconciliation of Operating Revenues to
Adjusted Revenue
Adjusted Revenue
We define Adjusted Revenue as operating revenues, net adjusted
for non-cash items including unrealized gain/loss on derivatives,
amortization of favorable and unfavorable revenue contracts and
other non-cash items. We believe Adjusted Revenue is useful to
investors in evaluating our operating performance because
securities analysts and other interested parties use such
calculations as a measure of financial performance. Adjusted
Revenue is a non-GAAP measure used by our management for internal
planning purposes, including for certain aspects of our
consolidating operating budget.
The following table presents a reconciliation of Operating
revenues, net to Adjusted Revenue:
(in thousands) |
Three Months Ended September 30,
2016 |
Three Months Ended June 30, 2016 |
Adjustments to
reconcile Operating revenues, net to adjusted revenue |
|
|
Operating revenues,
net |
$ |
55,055 |
$ |
56,430 |
Amortization of favorable and unfavorable rate revenue contracts,
net (e) |
|
220 |
|
212 |
Adjusted
revenue |
$ |
55,275 |
$ |
56,642 |
|
|
|
|
|
e) Represents net amortization of favorable and unfavorable rate
revenue contracts included within operating revenues, net
Contacts:
Investors:
Brett Prior
TerraForm Global
investors@terraform.com
Media:
Meaghan Repko / Joseph Sala / Nicholas Leasure
Joele Frank, Wilkinson Brimmer Katcher
media@terraform.com
(212) 355-4449
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