SPRU Spruce Power Holding Corporation

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Description of Business

Spruce Power Holding Corporation and its subsidiaries (“Spruce Power” or the “Company”) is a leading owner and operator of distributed solar energy assets across the United States (the “U.S.”), offering subscription-based services to approximately 75,000 home solar assets and customer contracts, making renewable energy more accessible to everyone.

The Company is engaged in the ownership and maintenance of home solar energy systems for homeowners in the U.S. The Company provides clean, solar energy typically at savings compared to traditional utility energy. The Company’s primary customers are homeowners and the Company’s core solar service offerings generate revenues primarily through (i) the sale of electricity generated by its home solar energy systems to homeowners pursuant to long-term agreements, which requires the Company’s subscribers to make recurring monthly payments, (ii) third party contracts to sell solar renewable energy credits (“SRECs”) generated by the solar energy systems for fixed prices and (iii) the servicing of those agreements for other institutional owners of home solar energy systems. In addition, the Company generates cash flows and earns interest income from an investment through a master lease agreement described below.

The Company holds subsidiary fund companies, defined below as the Funds, that own and operate portfolios of home solar energy systems, which are subject to solar lease agreements (“SLAs”) and power purchase agreements (“PPAs”, together with the SLAs, “Customer Agreements”) with residential customers who benefit from the production of electricity generated by the solar energy systems. The solar energy systems may qualify for subsidies, renewable energy credits and other incentives as provided by various states and local agencies. These benefits have generally been retained by the Company's subsidiaries that own the systems, with the exception of the investment tax credit (“ITCs”) under Section 48 of the Internal Revenue Code, as amended, which were generally passed through to the various financing partners of the solar energy systems. The Company also offers services which include asset management services and operating and maintenance services for home solar energy systems.

Basis of unaudited condensed consolidated financial statement presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and Article 8 of Regulation S-X. The Company has condensed or omitted certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. As such, these interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s 2023 annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2023. The Company’s interim unaudited condensed consolidated financial statements reflect all normal and recurring adjustments necessary, in its opinion, to state fairly the financial position and results of operations for the reported periods. Amounts reported for interim periods may not be indicative of a full year period due to the Company’s continual growth, seasonal fluctuations in solar energy generation, timing of maintenance and other expenditures, changes in interest expense and other factors.

The Company's accompanying unaudited condensed consolidated financial statements include the accounts of its wholly owned subsidiaries and variable interest entities (“VIEs”), for which the Company is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. Certain prior period amounts have been

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reclassified to conform to the Company’s current presentation and such reclassifications had no effect on the Company’s previously reported financial position, results of operations, or cash flows.

On October 6, 2023, the Company effected a one-for-eight reverse stock split with respect to its issued and outstanding shares of common stock (the “Reverse Stock Split”). Excluding the par value and the number of authorized shares of the Company’s common stock, all share amounts, all per share amounts, and the values of the common stock outstanding and related effect on additional paid in capital included in this Form 10-Q have been retrospectively presented as if the Reverse Stock Split had been effective from the beginning of the earliest period presented.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the balance sheet date, as well as reported amounts of income and expenses during the reporting period. The Company’s most significant estimates and judgments involve (i) deferred income taxes, (ii) warranty reserves, (iii) valuation of stock-based compensation, (iv) valuation of warrant liability, (v) the useful lives of certain assets and liabilities, (vi) the allowance for current expected credit losses and (vii) the valuation of business combinations, including the fair values and useful lives of acquired assets and assumed liabilities, goodwill and the fair value of purchase consideration of asset acquisitions. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates, and such differences could be material to the Company’s financial statements.

Variable interest entities

The Company consolidates any VIE of which it is the primary beneficiary. The Company formed or acquired VIEs which are partially funded by tax equity investors in order to facilitate the funding and monetization of certain attributes associated with solar energy systems. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity; however, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve controlling voting interests. A variable interest holder is required to consolidate a VIE if that party has the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company does not consolidate a VIE in which it has a majority ownership interest when the Company is not considered the primary beneficiary. The Company evaluates its relationships with the VIEs on an ongoing basis to determine if it is the primary beneficiary. The Company's initial investments in Volta Solar Owner II, LLC and ORE F4 HoldCo, LLC (collectively, the “Funds”) were determined to be VIEs and remained as such as of June 30, 2024.

Cash and cash equivalents

The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents include cash held in banks, money market accounts, and U.S. Treasury securities. Cash equivalents are carried at cost, which approximates fair value due to their short-term nature. The Company’s cash and cash equivalents are placed with high-credit quality financial institutions and issuers, and at times exceed federally insured limits. To date, the Company has not experienced any credit loss relating to its cash and cash equivalents.

Concentration of credit and revenue risks

Financial instruments which potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. At times, such cash may be in excess of the FDIC limit. At June 30, 2024 and December 31, 2023, the Company had cash in excess of the $250,000 federally insured limit. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents as most of the balances are kept in treasury bills, which are government backed securities.

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For the three and six months ended June 30, 2024 and 2023, the Company had no customers that represented at least 10% of the Company’s revenues. As of June 30, 2024 and December 31, 2023, the Company had no customers that represented at least 10% of the Company’s accounts receivable balances.

Restricted cash

Restricted cash held at June 30, 2024 and December 31, 2023 of $33.6 million and $31.6 million, respectively, primarily consists of cash that is subject to restriction due to provisions in the Company's financing agreements and the operating agreements of the Funds. The carrying amount reported in the unaudited condensed consolidated balance sheets for restricted cash approximates its fair value.

The following table provides a reconciliation of cash and cash equivalents and restricted cash reflected on the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited condensed consolidated statements of cash flows for the end of the periods:

			As of
(Amounts in thousands)			June 30, 2024						June 30, 2023
Cash and cash equivalents			$	116,588					$	162,749
Restricted cash			33,621						29,361
Total cash, cash equivalents and restricted cash			$	150,209					$	192,110

Accounts receivable, net

Accounts receivable primarily represent amounts due from the Company’s customers. Accounts receivable is recorded net of an allowance for expected credit losses, which is determined by the Company’s assessment of the collectability of customer accounts based on the best available data at the time of the assessment. Management reviews the allowance by considering factors such as historical experience, contractual term, aging category and current economic conditions that may affect customers. The following table presents the changes in the allowance for credit losses recorded against accounts receivable, net on the unaudited condensed consolidated balance sheets:

			As of
(Amounts in thousands)			June 30, 2024						December 31, 2023
Balance at the beginning of the period			$	1,693					$	12,164
Impact of ASC 326 adoption			—						(1,285)
Write-off of uncollectible accounts			(1,379)						(11,447)
Provision recognized upon valuation of assets acquired			—						420
Provision for current expected credit losses			819						1,841
Balance at the end of the period			$	1,133					$	1,693

Impairment of long-lived assets

The Company reviews long-lived assets, including solar energy systems, other property and equipment, and intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. The Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluates the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value. There were no long-lived asset impairment charges for the three and six months ended June 30, 2024 and 2023.

Impairment of goodwill

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Goodwill represents the excess of cost over the fair market value of tangible and intangible assets acquired and liabilities assumed of acquired businesses. Goodwill is not amortized, however it is annually tested for impairment, or more frequently if events or circumstances indicate that the carrying amount of goodwill may be impaired. The Company has historically recorded goodwill in connection with its business acquisitions.

The Company performs its annual goodwill impairment assessment on October 1 of each fiscal year, or more frequently if events or circumstances arise which indicate that goodwill may be impaired. An assessment can be performed by first completing a qualitative assessment of the Company’s single reporting unit. The Company can also bypass the qualitative assessment in any period and proceed directly to the quantitative impairment test, and then resume the qualitative assessment in any subsequent period. Qualitative indicators that may trigger the need for annual or interim quantitative impairment testing include, among other things, deterioration in macroeconomic conditions, declining financial performance, deterioration in the operational environment, or an expectation of selling or disposing of a portion of the reporting unit. Additionally, a significant change in business climate, a loss of a significant customer, increased competition, a sustained decrease in share price, or a decrease in estimated fair value below book value may trigger the need for interim impairment testing of goodwill.

If the Company believes that, as a result of its qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the quantitative impairment test is required. The quantitative test involves comparing the fair value of the reporting unit with its carrying amount, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recorded as a reduction to goodwill with a corresponding charge to earnings in the period the goodwill is determined to be impaired. The income tax effect associated with an impairment of tax-deductible goodwill is also considered in the measurement of the goodwill impairment. Any goodwill impairment is limited to the total amount of goodwill.

The Company evaluates the fair value of the Company’s reporting unit using the market and income approach. Under the market approach, the Company uses multiples of EBITDA or revenues of the comparable guideline public companies by selecting a population of public companies with similar operations and attributes. Using this guideline public company data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The income approach of computing fair value is based on the present value of the expected future economic benefits generated by the asset or business, such as cash flows or profits which will then be compared to its book value.

There were no goodwill impairment charges for the three and six months ended June 30, 2024 and 2023.

Contingencies

When it is probable that a loss has occurred and the loss amount can be reasonably estimated, the Company records liabilities for loss contingencies. In certain cases, the Company may be covered by one or more corporate insurance policies, resulting in insurance loss recoveries. When such recoveries are in excess of a loss recognized in the Company’s financial statements, the Company recognizes a gain contingency at the earlier of when the gain has been realized or when it is realizable, however when the Company expects recovery of proceeds up to the amount of the loss recognized, a receivable, which offsets the related loss contingency, is recognized when realization of the claim for recovery is determined to be probable.

Fair value measurements

The fair value of the Company’s financial assets and liabilities reflects Management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect the Company’s assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, the Company classifies each fair value measurement as follows:

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•Level 1: Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date.

•Level 2: Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy must be determined based on the lowest level input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability being measured.

The Company’s financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, net, accounts payable, accrued expenses and other current liabilities, non-recourse debt, and interest rate swaps. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued expenses and other current liabilities approximates fair value due to the short-term nature of those instruments. See Note 10. Fair Value Measurements for additional information on assets and liabilities measured at fair value.

Revenues

The Company’s revenue is derived from its home solar energy portfolio and servicing platform, which primarily generates revenue through the sale to homeowners of power generated by the home solar energy systems and the rental of solar equipment by certain homeowners, pursuant to long-term agreements. Pursuant to Accounting Standard Codification 606 (“ASC 606”) defined below, the Company has elected the “right to invoice” practical expedient, and revenues for the performance obligations related to energy generation and servicing revenue are recognized as services are rendered based upon the underlying contractual arrangements.

The following table presents the detail of the Company’s revenues as reflected within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023:

			Three Months Ended June 30,												Six Months Ended June 30,
(Amounts in thousands)			2024						2023						2024						2023
PPA revenues			$	12,320					$	12,234					$	19,839					$	19,361
SLA revenues			6,846						7,025						14,137						14,947
Solar renewable energy credit revenues			1,337						1,662						3,174						3,196
Government incentives			146						72						223						96
Servicing revenues			356						112						356						225
Intangibles amortization, unfavorable solar renewable energy agreements			747						976						1,493						1,419
Other revenues			729						732						1,546						1,664
Total			$	22,481					$	22,813					$	40,768					$	40,908

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Energy generation

Customers purchase solar energy from the Company under PPAs or SLAs, both defined above. Revenue is recognized from contracts with customers as performance obligations are satisfied at a transaction price reflecting an amount of consideration based upon an estimated rate of return which is expressed as the solar rate per kilowatt hour or a flat rate per month as defined in the customer contracts.

•PPA revenues - Under ASC 606, Revenue from Contracts with Customers issued by the Financial Accounting Standards Board (“FASB”), PPA revenue is recognized when generated based upon the amount of electricity delivered as determined by remote monitoring equipment at solar rates specified under the PPAs.

•SLA revenues - The Company has SLAs, which do not meet the definition of a lease under ASC 842, Leases, and are accounted for as contracts with customers under ASC 606. Revenue is recognized on a straight-line basis over the contract term as the obligation to provide continuous access to the solar energy system is satisfied. The amount of revenue recognized may not equal customer cash payments due to the performance obligation being satisfied ahead of cash receipt or evenly as continuous access to the solar energy system has been provided. The differences between revenue recognition and cash payments received are reflected as deferred rent assets on the unaudited condensed consolidated balance sheets.

Solar renewable energy credit revenues

The Company enters contracts with third parties to sell Solar Renewable Energy Credits ("SRECs") generated by the solar energy systems for fixed prices. Certain contracts that meet the definition of a derivative may be exempted as normal purchase or normal sales transactions ("NPNS"). NPNS are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold over a reasonable period in the normal course of business. Certain SREC contracts meet these requirements and are designated as NPNS contracts. Such SRECs are exempted from the derivative accounting and reporting requirements, and the Company recognizes revenues in accordance with ASC 606. The Company recognizes revenue for SRECs based on pricing predetermined within the respective contracts at a point in time when the SRECs are transferred. As SRECs can be sold separate from the actual electricity generated by the renewable-based generation source, the Company accounts for the SRECs it generates from its solar energy systems as governmental incentives and do not consider those SRECs output of the underlying solar energy systems. The Company classifies these SRECs as inventory held until sold and delivered to third parties. As the Company did not incur costs to obtain these governmental incentives, the inventory carrying value for the SRECs was $0 as of June 30, 2024 and December 31, 2023.

Deferred revenue

Deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes prepayments received for unfulfilled performance obligations that will be recognized on a straight-line basis over the remaining term of the respective customer agreements. Deferred revenue, in the aggregate, as of June 30, 2024 and December 31, 2023 was $4.6 million and $2.7 million, respectively. The Company recognized revenues of less than $0.1 million related to deferred revenue as of the start of the period during each of the three and six months ended June 30, 2024 and 2023.

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Income taxes

The Company accounts for income taxes using the asset and liability method under which deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities and net operating loss and tax credit carryforwards. Deferred income taxes are provided for the temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and net operating loss carry-forwards and credits. Deferred tax assets and liabilities are measured using enacted rates in effect for the year in which the differences are expected to be recovered or settled. The effect of changes in tax rates on deferred tax assets and liabilities is recognized in the unaudited condensed consolidated statements of operations in the period in which the enactment rate changes. The ultimate recovery of deferred tax assets is dependent upon the amount and timing of future taxable income and other factors, such as the taxing jurisdiction in which the asset is to be recovered. Deferred tax assets are reduced through the establishment of a valuation allowance if, based on available evidence, it is more likely than not that the deferred tax assets will not be realized.

Uncertain tax positions taken or expected to be taken in a tax return are accounted for using the more likely than not threshold for financial statement recognition and measurement. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. For the three and six months ended June 30, 2024 and 2023, there were no uncertain tax positions taken or expected to be taken in the Company’s tax returns.

In the normal course of business, the Company is subject to regular audits by U.S. federal and state and local tax authorities. With few exceptions, the Company is no longer subject to federal, state or local tax examinations by tax authorities in its major jurisdictions for tax years prior to 2021. However, net operating loss carryforwards remain subject to examination to the extent they are carried forward and impact a year that is open to examination by tax authorities.

The Company did not recognize any tax related interest or penalties during the periods presented in the accompanying unaudited condensed consolidated financial statements, however, would record any such interest and penalties as a component of the provision for income taxes.

There has historically been no federal or state provision for income taxes since the Company has historically incurred net operating losses and maintains a full valuation allowance against its net deferred tax assets. For the three and six months ended June 30, 2024 and 2023, the Company recognized no provision for income taxes consistent with its losses incurred and the valuation allowance against its deferred tax assets. As a result, the Company's effective income tax rate was 0% for the three and six months ended June 30, 2024 and 2023.

Related parties

A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, the board of directors, as well as members of their immediate families and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or that has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.

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SEC Climate Disclosure Rule

In March 2024, the SEC adopted final rules requiring public entities to disclose certain climate-related information in their registration statements and annual reports. The rules will be effective for non-accelerated filers and smaller reporting companies commencing with the fiscal year beginning on or after January 1, 2027. In April 2024, the SEC issued an administrative stay of the implementation of these rules, pending judicial review. The Company is evaluating the impact of the final rules on its unaudited condensed consolidated financial statements and related disclosures.

Recent Accounting Pronouncements

In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, (“ASU 2023-09”), which requires enhancements regarding the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company on December 31, 2025. The Company will adopt this ASU as of December 31, 2025 and will prospectively apply its requirements to income tax disclosures presented in the notes to the condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvement to Reportable Segment Disclosures, (“ASU 2023-07”), which requires enhanced disclosures for reportable segments, primarily in relation to significant segment expenses, even in the event an entity has a single reportable segment in accordance with Topic 280. ASU 2023-07 is effective for the Company on December 31, 2024. The Company will adopt this ASU as of December 31, 2024 and will retrospectively apply its requirements to all prior periods based on the significant segment expense categories identified and disclosed in its condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements.

Legacy Spruce Power

On September 9, 2022 (the “Acquisition Date”), the Company acquired Spruce Holding Company 1 LLC, Spruce Holding Company 2 LLC, Spruce Holding Company 3 LLC, and Spruce Manager LLC (collectively and together with their subsidiaries, “Legacy Spruce Power”) for $32.6 million, which consisted of cash payments of $61.8 million less cash and restricted cash acquired of $29.2 million. Management evaluated which entity should be considered the accounting acquirer in the transaction by giving consideration to the form of consideration transferred, the composition of the equity holders, the composition of voting rights of the Board of Directors, continuity of management structure, and size of the respective organizations. Based on the evaluation of the applicable factors, management noted that all factors, with the exception of the relative size of organization, were indicators that the Company was the acquiring entity resulting in management’s conclusion that for accounting purposes, the Company acquired Legacy Spruce Power.

The acquisition was accounted for as a business combination. The Company allocated the Legacy Spruce Power purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the Acquisition Date. The excess of the purchase price over those fair values was recorded as goodwill.

The Company’s evaluations of the facts and circumstances available as of the Acquisition Date, to assign fair values to assets acquired and liabilities assumed, remained ongoing subsequent to the Acquisition Date. As the Company completed further analysis of assets including solar systems, intangible assets, as well as noncontrolling interests and non-recourse debt, additional information on the assets acquired and liabilities assumed became available. Changes in information related to the value of net assets acquired changed the amount of the purchase price initially assigned to goodwill, and as a result, the fair values set forth below were subject to adjustments as additional information was obtained and valuations completed. These provisional adjustments were recognized during the reporting period in which the adjustments were determined. The Company has finalized its purchase price allocation as of September 8, 2023.

Accounting for business combinations requires management to make significant estimates and assumptions, especially at the Acquisition Date, including the Company’s estimates of the fair value of solar systems, production based incentives,

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solar renewable energy agreements, non-controlling interest, trade name and non-recourse debt, where applicable. The Company believes the assumptions and estimates are based on information obtained from the management of the acquired companies and are inherently uncertain. Critical estimates in valuing solar systems under the income approach include future expected cash flows and discount rate. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results.

The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the acquisition of Legacy Spruce Power, as adjusted, during the measurement period:

(Amounts in thousands)						Initial Purchase Price Allocation						Measurement Period Adjustments						Updated Purchase Price Allocation
Total purchase consideration:
Cash, net of cash acquired, and restricted cash						$	32,585					$	—					$	32,585
Allocation of consideration to assets acquired and liabilities assumed:
Accounts receivable, net						10,995						—						10,995
Prepaid expenses and other current assets						6,768						(2,405)						4,363
Solar energy systems						406,298						89,268						495,566
Other property and equipment						337						—						337
Intangible assets						—						11,980						11,980
Interest rate swap assets						26,698						—						26,698
Right-of-use asset						3,279						(328)						2,951
Other assets						358						(102)						256
Goodwill						158,636						(129,879)						28,757
Accounts payable						(2,620)						(22)						(2,642)
Unfavorable solar renewable energy agreements						—						(10,500)						(10,500)
Accrued expenses						(13,061)						(241)						(13,302)
Lease liability						(3,382)						42						(3,340)
Long-term debt						(510,002)						2,772						(507,230)
Other liabilities						(335)						292						(43)
Redeemable noncontrolling interests and noncontrolling interests						(51,384)						39,123						(12,261)
Total assets acquired and liabilities assumed						$	32,585					$	—					$	32,585

As reflected in the preceding table, as a result of third party valuation reports received in the first quarter of 2023, the Company adjusted solar energy systems and intangible assets with corresponding changes to goodwill. In the first quarter of 2023, due to a change in the provisional amounts assigned to intangible assets and solar energy systems, the Company recognized $0.4 million of revenue, $1.9 million of depreciation expense and $0.4 million of trade name amortization, of which $0.5 million of revenue, $0.9 million of depreciation expense and $0.3 million of trade name amortization related to the previous year.

During the first quarter of 2023, the Company adjusted the fair value of its noncontrolling interest and its redeemable noncontrolling interest in the Company's financials, which resulted in related downward revision of $5.5 million and upward revision of $0.2 million, respectively. Additional paid in capital was also downward revised by $1.8 million, which included the fair value adjustment associated with the purchase of 100% of the membership interests in Ampere Solar Owner IV, LLC, ORE F5A HoldCo, LLC, ORE F6 HoldCo, LLC, RPV Fund 11 LLC and RPV Fund 13 LLC, Sunserve Residential Solar I, LLC's and Level Solar Fund III, LLC in 2022.

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The gross intangibles acquired are amortized over their respective estimated useful lives as follows:

(Amounts in thousands)						Asset						Liability						Estimated Life (in years)
Solar renewable energy agreements						$	340					$	10,500					3 to 6
Performance based incentives agreements						3,240						—						13
Trade name						8,400						—						30
Total intangibles acquired						$	11,980					$	10,500

The weighted-average useful life of the intangibles identified above is approximately 16 years, which approximates the period over which the Company expects to gain the estimated economic benefits.

Goodwill represents the excess of the purchase consideration over the estimated fair value of the net assets acquired. Goodwill is primarily attributable to the Company's ability to leverage and use its existing capital and access to capital markets along with Legacy Spruce Power's established operations and mergers and acquisition capabilities to grow the Spruce Power business.

SEMTH Master Lease Agreement

In furtherance of its growth strategy, on March 23, 2023, the Company completed the acquisition of all the issued and outstanding interests in SS Holdings 2017, LLC and its subsidiaries (“SEMTH”) from certain funds, pursuant to a membership interest purchase and sale agreement dated March 23, 2023 (the “SEMTH Acquisition”). The SEMTH related asset includes 20-year use rights to customer payment streams of approximately 22,500 home SLAs and PPAs (the “SEMTH Master Lease”). The Company acquired SEMTH for approximately $23.0 million of cash, net of cash received, and assumed $125.0 million of outstanding senior indebtedness under the SP4 Facility (See Note 8. Non-Recourse Debt) and interest rate swaps with Deutsche Bank AG, New York Bank held by SEMTH and its subsidiaries at the close of the acquisition.

The purchase of SEMTH's future revenue has been accounted for as an acquisition of financial assets. Under the acquisition method, the purchase price was allocated to the assets acquired and liabilities assumed based on their relative fair value. All fair value measurements of assets acquired and liabilities assumed were based on significant estimates and assumptions, including Level 3 (unobservable) inputs, which require judgment. Estimates and assumptions include the projected timing and amount of future cash flows, discount rates reflecting risk inherent in future cash flows and future utility prices.

For the purposes of establishing the fair value of the Company's investment in the SEMTH Master Lease, its analysis considered cash flows beginning in March 2023 (the effective date of the transaction). The Company estimated the fair value of its investment in the SEMTH Master Lease to be approximately $146.9 million on the transaction date.

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Property and equipment consisted of the following as of June 30, 2024 and December 31, 2023:

			As of
(Amounts in thousands)			June 30, 2024						December 31, 2023
Solar energy systems			$	511,887					$	513,526
Less: Accumulated depreciation			(41,094)						(29,594)
Solar energy systems, net			$	470,793					$	483,932
Equipment			$	157					$	157
Furniture and fixtures			494						461
Computers and related equipment			334						218
Software			2						8
Leasehold improvements			59						59
Gross other property and equipment			1,046						903
Less: Accumulated depreciation			(537)						(429)
Other property and equipment, net			$	509					$	474
Property and equipment, net			$	471,302					$	484,406

Depreciation expense related to solar energy systems is included within cost of revenues in the unaudited condensed statements of operations, and for the three and six months ended June 30, 2024 was $5.7 million and $11.4 million, respectively, and for the three and six months ended June 30, 2023 was $5.6 million and $11.6 million, respectively. Depreciation expense related to other property and equipment is included within selling, general and administrative expenses in the unaudited condensed statements of operations, and for each of the three and six months ended June 30, 2024 and 2023 was $0.1 million.

The following table presents the detail of intangible assets, net as recorded in the unaudited condensed consolidated balance sheets:

			As of
(Amounts in thousands)			June 30, 2024						December 31, 2023
Intangible assets:
Solar renewable energy agreements			$	340					$	340
Performance based incentives agreements			3,240						3,240
Trade name			8,400						8,400
Gross intangible assets			11,980						11,980
Less: Accumulated amortization			(2,403)						(1,784)
Intangible assets, net			$	9,577					$	10,196

Amortization of intangible assets for the three and six months ended June 30, 2024 was $0.3 million and $0.6 million, respectively, and for the three and six months ended June 30, 2023 was $0.3 million and $0.4 million, respectively. As of

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June 30, 2024, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows:

			As of June 30,
(Amounts in thousands)			2024
Remainder of 2024			$	621
2025			1,126
2026			1,122
2027			978
2028			878
Thereafter			4,852
Total			$	9,577

Accrued expenses and other current liabilities consisted of the following as of June 30, 2024 and December 31, 2023:

						As of
(Amounts in thousands)						June 30, 2024						December 31, 2023
Accrued interest						$	7,273					$	8,587
Accrued professional fees						2,029						2,386
Accrued contingencies (See Note 13. Commitments and Contingencies)						1,882						21,300
Accrued compensation and related benefits						4,135						3,237
Accrued expenses, other						2,425						2,293
Accrued operating and maintenance expenses						1,993						2,079
Accrued taxes, stock-based compensation						1,074						752
Accrued expenses and other current liabilities						$	20,811					$	40,634

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The following table provides a summary of the Company’s debt as of June 30, 2024 and December 31, 2023:

												As of
(Amounts in thousands)						Due						June 30, 2024						December 31, 2023
SVB Credit Agreement, SP1 Facility (1)						April 2026						$	208,581					$	214,803
Second SVB Credit Agreement, SP2 Facility (1)						May 2027						82,070						85,231
KeyBank Credit Agreement, SP3 Facility (1)						November 2027						56,608						58,962
Second KeyBank Credit Agreement (1)						April 2030						162,712						162,725
Deutsche Bank Credit Agreement, SP4 Facility						August 2025						—						125,000
Barings GPSF Credit Agreement, SET Facility						April 2042						130,000						—
Less: Unamortized fair value adjustment (1)												(24,755)						(27,600)
Less: Unamortized deferred financing costs												(2,364)						(341)
Total Non-recourse debt												612,852						618,780
Less: Non-recourse debt, current												(28,374)						(27,914)
Non-recourse debt, non-current												$	584,478					$	590,866

(1) In connection with the acquisition of Legacy Spruce Power effective September 9, 2022, the Company assumed all non-recourse debt instruments valued at approximately $507.2 million as of that date. In connection with accounting for the business combination, the Company adjusted the carrying value of this non-recourse debt to its fair value as of the Acquisition Date. This fair value adjustment resulted in a reduction of the carrying value of the debt by $35.2 million. This adjustment to fair value is being amortized to interest expense over the life of the related debt instruments using the effective interest method. Amortization expense for the fair value adjustment for the three and six months ended June 30, 2024 were $1.4 million and $2.9 million, respectively, and for the three and six months ended June 30, 2023 were $1.5 million and $2.9 million, respectively.

On June 26, 2024, Spruce SET Borrower 2024, LLC (the “Borrower”), a wholly owned subsidiary of the Company, entered into a non-recourse Credit Agreement with Barings GPSF LLC, which provided a fixed interest term loan in the aggregate principal amount of $130.0 million (the “SET Facility”). The proceeds of the SET Facility were primarily used to repay the SP4 Facility of $125.0 million. The repayment of the SP4 Facility was treated as a debt extinguishment under ASC 470-50, Debt—Modifications and Extinguishments. In connection with the repayment of the SP4 Facility, the Company settled the related interest rate swap contracts (see Note 9. Interest Rate Swaps for further discussion). The Borrower incurred approximately $2.1 million of deferred financing costs related to the SET Facility, which are being amortized on a straight-line basis over the anticipated debt servicing period. The SET Facility matures on April 17, 2042 and requires quarterly interest payments at 6.889% per annum beginning August 2024. Effective December 26, 2027, the SET Facility requires additional interest to be accrued on any outstanding aggregate principal or unpaid accrued interest. The SET Facility is collateralized by all of the assets and property of the Borrower. The SET Facility requires the Borrower to be in compliance with various covenants, and the Borrower was in compliance with the required covenants under the SET Facility as of June 30, 2024.

The purpose of the Company’s swaps is to convert the floating interest rate on the Company's Credit Agreements to a fixed rate. As of June 30, 2024, the notional amount of the interest rate swaps covers approximately 98% of the balance of the Company’s floating rate term loans.

During the three and six months ended June 30, 2024, the change in the fair value of the interest rate swaps was $(3.2) million and $3.2 million, respectively, and for the three and six months ended June 30, 2023 was $9.2 million and $3.6 million, respectively, which are reflected as a component of other income (expense) within the unaudited condensed consolidated statements of operations. The Company also recognized $7.0 million and $10.8 million of realized gains for the three and six months ended June 30, 2024, and for the three and six months ended June 30, 2023, realized gains of $3.5 million and $6.0 million, respectively, reflected within interest expense, net.

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In June 2024, interest rate swaps related to the SP4 Facility were settled concurrently with the full repayment of the SP4 Facility (see Note 8. Non-Recourse Debt), and as a result, the Company recorded a gain of approximately $3.6 million within interest expense, net during the three and six months ended June 30, 2024.

The Company uses various assumptions and methods in estimating the fair values of its financial instruments.

The Company’s private warrants are valued using a Black-Scholes model, pursuant to the inputs provided in the table below:

Input						June 30, 2024						December 31, 2023
Risk-free rate						4.9		%				4.2		%
Remaining term in years						1.48						1.98
Expected volatility						68.6		%				82.0		%
Exercise price						$	92.00					$	92.00
Fair value of common stock						$	3.65					$	4.42

The Company's interest rate swaps are not traded on a market exchange and the fair values are determined using a valuation model based on a discounted cash flow analysis. This analysis reflects the contractual terms of the interest rate swap agreements and uses observable market-based inputs, including estimated future SOFR interest rates. The fair value of the Company's interest rate swap is the net difference in the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates and are observable inputs available to a market participant. The interest rate swap valuation is classified in Level 2 of the fair value hierarchy.

The fair value of the Company’s non-recourse debt as of June 30, 2024 and December 31, 2023 was $626.1 million and $628.2 million, respectively.

The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy:

						Fair Value Measurements as of June 30, 2024
(Amounts in thousands)						Level I						Level II						Level III						Total
Asset:
Interest rate swaps						$	—					$	30,389					$	—					$	30,389
Money market accounts						112,168						—						—						112,168
Total						$	112,168					$	30,389					$	—					$	142,557
Liabilities:
Private warrants						$	—					$	—					$	2					$	2
Total						$	—					$	—					$	2					$	2

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						Fair Value Measurements as of December 31, 2023
(Amounts in thousands)						Level I						Level II						Level III						Total
Asset:
Interest rate swaps						$	—					$	27,883					$	—					$	27,883
Money market accounts						21,475						—						—						21,475
U.S. Treasury securities						108,964						—						—						108,964
Total						$	130,439					$	27,883					$	—					$	158,322
Liabilities:
Private warrants						$	—					$	—					$	17					$	17
Total						$	—					$	—					$	17					$	17

The following is a roll forward of the Company’s Level 3 liability instruments:

			Three Months Ended June 30, 2024						Six Months Ended June 30, 2024
(Amounts in thousands)
Balance at the beginning of the period			$	8					$	17
Fair value adjustments – warrant liability			(6)						(15)
Balance at the end of the period			$	2					$	2

Stock-based compensation expense related to stock options and restricted stock units for the three and six months ended June 30, 2024 was $0.5 million and $1.4 million, and for the three and six months ended June 30, 2023 was $0.8 million and $1.6 million, respectively. As of June 30, 2024, there was $8.6 million of unrecognized compensation cost related to stock options and restricted stock units which is expected to be recognized over the remaining vesting periods, with a weighted-average period of 3.2 years.

Stock Options

The Company grants stock options to certain employees that will vest over a period of one to four years. A summary of stock option award activity for the six months ended June 30, 2024 was as follows:

Options						Shares						Weighted Average Exercise Price						Weighted Average Remaining Contractual Term
Outstanding at December 31, 2023						193,156						$	17.89					5.8
Granted						295,229						3.74
Exercised						—						—
Cancelled or forfeited						—						—
Outstanding at June 30, 2024						488,385						$	9.34					8.0
Exercisable at June 30, 2024						192,227						$	17.67					5.3

The aggregate intrinsic value of stock options outstanding as of June 30, 2024 was $0.4 million. During the three and six months ended June 30, 2024, the Company granted 295,229 stock options to its President and Chief Executive Officer (“CEO”) upon his appointment to such positions effective April 12, 2024.

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A summary of stock option award activity for the six months ended June 30, 2023 was as follows:

Options						Shares						Weighted Average Exercise Price						Weighted Average Remaining Contractual Term
Outstanding at December 31, 2022						761,408						$	11.12					2.7
Granted						—						—
Exercised						(246,847)						1.92
Cancelled or forfeited						(79,797)						51.52
Outstanding at June 30, 2023						434,764						$	9.12					3.2
Exercisable at June 30, 2023						427,787						$	8.80					3.2

Restricted Stock Units

The Company grants restricted stock units to certain employees that will generally vest over a period of four years. The fair value of restricted stock unit awards is estimated by the fair value of the Company’s common stock at the date of grant. Restricted stock units activity during the six months ended June 30, 2024 was as follows:

			Number of Shares						Weighted Average Grant Date Fair Value Per Share
Non-vested, at December 31, 2023			1,102,095						$	7.74
Granted			1,629,335						3.58
Vested			(264,664)						6.22
Cancelled or forfeited			(520,226)						5.08
Non-vested, at June 30, 2024			1,946,540						$	5.18

During the three and six months ended June 30, 2024, the Company granted restricted stock unit awards of 88,636 shares of common stock to the CEO upon his appointment effective April 12, 2024. In addition, upon the separation of the prior President and Chief Executive Officer (“Former CEO”) from the Company effective April 12, 2024, 97,994 and 244,267 restricted stock units awarded to the Former CEO were vested and forfeited, respectively. The Company recorded $0.5 million of expense related to the 97,994 vested awards during the three and six months ended June 30, 2024.

Restricted stock units activity during the six months ended June 30, 2023 was as follows:

			Number of Shares						Weighted Average Grant Date Fair Value Per Share
Non-vested, at December 31, 2022			1,229,089						$	10.40
Granted			653,425						6.48
Vested			(448,418)						12.56
Cancelled or forfeited			(203,116)						11.04
Non-vested, at June 30, 2023			1,230,980						$	8.00

Former CEO's Ladder Restricted Stock Unit Award

On September 9, 2022, in connection with the acquisition of Legacy Spruce Power and his appointment as the Company's President, the Company granted to its Former CEO, a restricted stock unit award (the “Ladder RSUs”) of 208,333 shares of common stock. The Ladder RSUs vest in 10% increments on the dates the Plan administrator certifies the applicable

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milestone stock prices have been achieved or exceeded, provided that the Former CEO remains employed on the date of certification and such achievement occurs within ten years of the date of the grant.

The Company used a Monte Carlo simulation valuation model to determine the fair value of the award as of the Acquisition Date. The following inputs were used in the simulation: grant date stock price of $9.36 per share, annual volatility of 85.0%, risk-free interest rate of 3.3% and dividend yield of 0.0%. For each tranche, a fair value was calculated as well as a derived service period which represents the median number of years it is expected to take for the Ladder RSUs to meet their corresponding milestone stock price excluding the simulation paths that result in the Ladder RSUs not vesting within the 10-year term of the agreement. Each tranche's fair value will be amortized ratably over the respective derived service period.

The Company recognized expense related to the Ladder RSUs of approximately $0.1 million and $0.2 million for the three and six months ended June 30, 2023, respectively. Upon separation of the Former CEO from the Company effective April 12, 2024, the Ladder RSUs were terminated and the Company recorded a gain of $0.7 million during the three months ended June 30, 2024.

The following table summarizes the Company’s noncontrolling interests as of June 30, 2024:

Tax Equity Entity						Date Class A Member Admitted
ORE F4 Holdco, LLC						August 2014
Volta Solar Owner II, LLC						August 2017

The tax equity entities were structured at inception so that the allocations of income and loss for tax purposes will flip at a future date. The terms of the tax equity entities' operating agreements contain allocations of taxable income (loss), Section 48(a) ITCs and cash distributions that vary over time and adjust between the members on an agreed date (referred to as the flip date). The operating agreements specify either a certain flip date or an internal rate of return ("IRR") flip date. The certain flip date is based on the passage of a fixed period of time as defined in the operating agreements for each entity. The IRR flip date is the date on which the tax equity investor has achieved a contractual rate of return. From inception through the flip date, the Class A members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 99% and the Class B members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 1%. After the related flip date (or, if the tax equity investor has a deficit capital account, typically after such deficit has been eliminated), the Class A members' allocation of taxable income (loss) will typically decrease to 5% (or, in some cases, a higher percentage if required by the tax equity investor) and the Class B members' allocation of taxable income (loss) will increase by an inverse amount.

The historical redeemable noncontrolling interests and noncontrolling interests are comprised of Class A units, which represent the tax equity investors' interest in the tax equity entities. Both the Class A members and Class B members may have call options to allow either member to redeem the other member's interest in the tax equity entities upon the occurrence of certain contingent events, such as bankruptcy, dissolution/liquidation and forced divestitures of the tax equity entities. Additionally, the Class B members may have the option to purchase all Class A units, which is typically exercisable at any time during the periods specified under their respective governing documents, and, in regards to the tax equity entities historically classified as redeemable noncontrolling interests, they had the contingent obligation to purchase all Class A units if the Class A members exercise their right to withdraw, which is typically exercisable at any time during the three-month period commencing upon the applicable flip date. The Company had no redeemable noncontrolling interests as of June 30, 2024 and December 31, 2023.

Total assets on the unaudited condensed consolidated balance sheets includes $37.4 million as of June 30, 2024 and $38.0 million as of December 31, 2023 of assets held by the Company's VIEs, which can only be used to settle obligations of the VIEs.

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Total liabilities on the unaudited condensed consolidated balance sheets includes $0.7 million as of June 30, 2024 and $0.8 million as of December 31, 2023 of liabilities that are the obligations of the Company's VIEs.

Legal Proceedings

The Company is periodically involved in legal proceedings and claims arising in the normal course of business, including proceedings relating to intellectual property, employment and other matters. Management believes the outcome of these proceedings will not have a significant adverse effect on the Company’s financial position, operating results, or cash flow.

Securities Class Action Proceedings

On March 8, 2021, two putative securities class action complaints were filed against the Company, and certain of its current and former officers and directors in the federal district court for the Southern District of New York. Those cases were ultimately consolidated under C.A. No. 1:21-cv-2002, and a lead plaintiff was appointed in June 2021. On July 20, 2021, an amended complaint was filed alleging that certain public statements made by the defendants between October 2, 2020, and March 2, 2021, violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. Following negotiations with a mediator, in September 2023, the Company and the plaintiffs agreed on a settlement in principle in the aggregate amount of $19.5 million (the “Settlement Amount”), and on December 6, 2023, the lead plaintiff and the defendants entered into a stipulation and agreement of settlement requiring the Company to pay the Settlement Amount to resolve the class action litigation and the related legal fees and administration costs. On April 30, 2024, the New York Court approved a final settlement of the Class Action Litigation. The Settlement Amount was offset by approximately $4.5 million of related loss recoveries from the Company’s directors and officers liability insurance policy with third parties, which was paid out in February 2024. The Company paid the $15.0 million net settlement amount to the settlement claims administrator in February 2024.

On September 20, 2021, and October 19, 2021, two class action complaints were filed in the Delaware Court of Chancery against certain of the Company’s current officers and directors, and the Company’s sponsor of its special purpose acquisition company merger, Pivotal Investment Holdings II LLC. These actions were consolidated as in re XL Fleet Corp. (Pivotal) Stockholder Litigation, C.A. No. 2021-0808, and an amended complaint was filed on January 31, 2022. The amended complaint alleges various breaches of fiduciary duty against the Company and/or its officers, several allegedly misleading statements made in connection with the merger, and aiding and abetting breaches of fiduciary duty in connection with the negotiation and approval of the December 21, 2020 merger and organization of XL Hybrids, Inc., a Delaware corporation (“Legacy XL”) to become XL Fleet Corp. The Company believes the allegations asserted in both class action complaints are without merit and is vigorously defending the lawsuit. At this time, the Company is unable to estimate potential losses, if any, related to the lawsuit.

Shareholder Derivative Actions

On June 23, 2022, the Company received a shareholder derivative complaint filed in the U.S. District Court for the District of Massachusetts, captioned Val Kay derivatively on behalf of nominal defendant XL Fleet Corp., against all current directors and former officers and directors, C.A. No. 1:22-cv-10977. The action was filed by a shareholder purportedly on XL Fleet Corp.’s behalf, and raises claims for contribution, as well as claims for breach of fiduciary duty, waste of corporate assets, unjust enrichment, and abuse of control. On December 8, 2023, the parties submitted a joint status report advising the court that they had reached a settlement-in-principle to settle this action, the Reali v. Griffin, et al. action, the Tucci v. Ledecky, et al. action, and a stockholder litigation demand (collectively, the “Derivative Matters”). Plaintiffs filed a motion for preliminary approval of the settlement on March 1, 2024, which is pending a decision from the court. The settlement provides for certain corporate governance enhancements and no monetary payments. There was no agreement as to attorneys’ fees for the Plaintiffs’ attorneys and Plaintiffs filed a petition for attorneys’ fees, which defendants have opposed. At this time, the Company is unable to estimate potential losses, if any, related to the potential fee petition.

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In March 2023, two shareholder derivative actions were filed in the U.S. District Court for the District of Delaware (the “Delaware Derivative Actions”). One action is captioned Reali v. Griffin, et al., C.A. No. 1:23-cv-00289 and the other action is captioned Tucci v. Ledecky, et al., C.A. 1:23-cv-00322. These actions were consolidated and captioned In re Spruce Power Holding Corporation Shareholder Derivative Litigation, C.A. No. 1:23-cv-00289. As noted above, the consolidated action is part of a settlement agreement that has been filed in the U.S. District Court for the District of Massachusetts.

In August 2023, an additional derivative action was filed in the U.S. District Court for the Southern District of New York, captioned Boyce v. Ledecky, et al., C.A. No. 1:23-cv-8591. On March 11, 2024, all defendants filed motions to dismiss the complaint in its entirety, which are pending before the court. The settlement agreement for the Derivative Matters described above contains a release that would apply to claims in this action if the settlement agreement is approved by the U.S. District Court for the District of Massachusetts. On March 22, 2024, Boyce agreed to voluntarily dismiss the lawsuit.

On May 1, 2024, the United States District Court for the District of Massachusetts, granted preliminary approval of the settlement of the following shareholder derivative actions: (i) Kay v. Frodl, et al., Case No. 22-cv-10977, pending in the Massachusetts Court; (ii) In re Spruce Power Holding Corp. S'holder Derivative Litig., Case No. 1:23-cv-00289-MN, pending in the United States District Court for the District of Delaware; and (iii) Sham Lakhani, shareholder to a shareholder litigation demand made on the Board of Directors of the Company. The District of Massachusetts approved the proposed settlement on August 8, 2024, but deferred the ruling over the amount of the plaintiffs’ attorneys’ fees until a later date.

State Attorney Generals' Investigations

The Company has been asked to provide information and documents in response to subpoenas and other requests for information from certain state attorney generals’ offices regarding, among other things, its sales and marketing protocols. The Company has been cooperating with these investigations and intends to continue to do so until they are resolved. At this time, the Company is unable to estimate potential losses, if any, related to these matters.

Securities and Exchange Commission Civil Enforcement Action

On January 6, 2022, the Company received a subpoena from the Division of Enforcement of the SEC requesting, among other things, information and documents concerning the XL Fleet Corp. business combination with Legacy XL, the Company’s sales pipeline and revenue projections, California Air Resources Board approvals, and other related matters. In June 2023, the SEC proposed an Offer of Settlement for the purpose of resolving the proposed SEC action against the Company. Following negotiations with the SEC staff, in September 2023, the Company reached a settlement with the SEC pursuant to which the Company did not admit or deny the SEC’s allegations regarding the above-referenced issues. In connection with the settlement, in October 2023, the Company (among other things) paid a civil monetary penalty of $11.0 million which, subject to the discretion of the SEC, will be made available to eligible legacy shareholders through a Fair Fund, termed and administered by the SEC.

US Bank

On February 9, 2023, US Bank, through its affiliate, Firstar Development, LLC (“Firstar”), filed a motion for summary judgment in lieu of a complaint in New York Supreme Court (the trial level in New York) alleging that the Company failed to fulfill its reimbursement obligations under a 2019 tax recapture guaranty agreement between the parties arising from the alleged recapture by the Internal Revenue Service of tax credits taken by Firstar as an investor in the Company’s subsidiary, Ampere Solar Owner I, LLC. On May 23, 2023, the Company reached a settlement agreement with Firstar, as the plaintiff, for $2.3 million whereby the plaintiff discharged all claims filed against the Company.

BMZ USA, Inc.

On February 11, 2022, BMZ USA Inc. (“BMZ”), a battery manufacturer, sued XL Hybrids for breach of contract, alleging that XL Hybrids failed to timely purchase the full allotment of batteries required under a certain master supply agreement between the parties. In January 2024, BMZ obtained a judgment for $3.9 million against XL Hybrids, Inc. The Company is appealing the ruling while simultaneously pursuing a settlement. The Company currently estimates the potential loss to be

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approximately $1.2 million, which has been accrued for as of June 30, 2024 (See Note 7. Accrued Expenses and Other Current Liabilities).

ITC Recapture Provisions

The IRS may disallow and recapture some, or all, of the Investment Tax Credits due to improperly calculated basis after a project was placed in service ("Recapture Event"). If a Recapture Event occurs, Spruce Power is obligated to pay the applicable Class A Member a recapture adjustment, which includes the amounts the Class A Members are required to repay the IRS, including interest and penalties, as well as any third-party legal and accounting fees incurred by the Class A Members in connection to the Recapture Event, as specified in the operating agreements. Such a payment by Spruce Power to the Class A Members are not to be considered a capital contribution to the fund per the operating agreements, nor would it be considered a distribution to the Class A Members. With the exception of the tax matter related to Ampere Solar Owner I noted above, a Recapture Event was not deemed to be probable by the Company, therefore no accrual has been recorded as of June 30, 2024.

Plastic Omnium

Plastic Omnium is the assignee of the contractual rights of Actia Corp. under a certain battery purchase order between XL Hybrids and Actia Corp. On March 17, 2023, Plastic Omnium sued Legacy XL and the Company for breach of contract, alleging that Legacy XL ordered a total of 1,000 batteries from Plastic Omnium, paid for 455 of those batteries, and then reneged on 545 of those products. While Plastic Omnium admits it never actually delivered the remaining 545 products, it claims it purchased materials to complete the order, and as a result, Legacy XL and the Company are liable for at least approximately $2.5 million. The Company believes the allegations asserted in this action lack substantial merit, and as a result, is vigorously defending the lawsuit. At this time, the Company is unable to estimate potential losses, if any, related to the lawsuit.

Master SREC Purchase and Sale Agreement

The Company has forward sales agreements, which are related to a certain number of SRECs, to be generated from the Company’s solar energy systems located in Maryland, Massachusetts, Delaware, and New Jersey to be sold at fixed prices over varying terms of up to 20 years. In the event the Company does not deliver such SRECs to the counterparty, the Company could be forced to pay additional penalties and fees as stipulated within the contracts.

Guarantees

In connection with the acquisition of RPV Holdco 1, LLC, a wholly owned subsidiary of the Company, guaranty agreements were established in May 2020 by and between Spruce Holding Company 1, LLC, Spruce Holding Company 2, LLC, and Spruce Holding Company 3, LLC (“Spruce Guarantors”) and the investor members in the Funds. The Spruce Guarantors entered into guarantees in favor of the tax equity investors wherein they guaranteed the payment and performance of Solar Service Experts, LLC, a wholly owned subsidiary of the Company, under the Spruce Power 2 Maintenance Services Agreement and the Class B Member under the Limited Liability Company Agreement (“LLCA”).

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These guaranties are subject to a maximum of the aggregate amount of capital contributions made by the Class A Member under the LLCA.

Indemnities and Guarantees

During the normal course of business, the Company has made certain indemnities and guarantees under which it may be required to make payments in relation to certain transactions. The duration of the Company’s indemnities and guarantees varies, however the majority of these indemnities and guarantees are limited in duration. No liabilities have been recorded for these indemnities and guarantees as of June 30, 2024.

Insurance Claims and Recoveries related to Maui Fires

The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the three months ended June 30, 2024 and 2023:

			Three Months Ended June 30,												Six Months Ended June 30,
(Amounts in thousands, except share data)			2024						2023						2024						2023
Numerator:
Net income (loss) attributable to stockholders			$	(8,578)					$	3,065					$	(11,032)					$	(16,330)
Denominator:
Weighted average shares outstanding, basic			19,271,954						18,611,757						19,187,364						18,460,947
Dilutive effect of stock options and restricted stock units			—						1,589,075						—						—
Weighted average shares outstanding, diluted			19,271,954						20,200,832						19,187,364						18,460,947
Net income (loss) attributable to stockholders per share, basic			$	(0.45)					$	0.16					$	(0.57)					$	(0.88)
Net income (loss) attributable to stockholders per share, diluted			$	(0.45)					$	0.15					$	(0.57)					$	(0.88)

For any periods presented with a net loss, potentially dilutive outstanding securities, which include stock options, restricted stock units, and warrants, have been excluded from the computation of diluted net loss per share as their effect would be anti-dilutive for those periods. As such, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share are the same for those periods.

In the fourth quarter of 2022, the Company discontinued the operations of its Drivetrain and XL Grid operations. The following table provides supplemental detail of the Company’s discontinued operations contained within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023:

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			Three Months Ended June 30,												Six Months Ended June 30,
(Amounts in thousands)			2024						2023						2024						2023
Net income (loss) from discontinued operations:
Drivetrain			219						(183)						218						(4,049)
Total			$	219					$	(183)					$	218					$	(4,049)

XL Grid

The following table presents financial results of XL Grid operations:

			Three Months Ended June 30,												Six Months Ended June 30,
(Amounts in thousands)			2024						2023						2024						2023
Revenues			$	—					$	—					$	—					$	149
Operating expenses:
Cost of revenues - inventory and other direct costs			—						—						—						148
Selling, general, and administrative expenses			—						—						—						743
Gain on asset disposal			—						—						—						(742)
Total operating expenses			—						—						—						149
Net loss from discontinued operations			$	—					$	—					$	—					$	—

Drivetrain

The following table presents financial results of Drivetrain operations:

			Three Months Ended June 30,												Six Months Ended June 30,
(Amounts in thousands)			2024						2023						2024						2023
Revenues			$	16					$	12					$	37					$	20
Operating expenses:
Cost of revenues - inventory and other direct costs			(122)						168						(100)						29
Gain on asset disposal			(81)						—						(81)						—
Other			—						27						—						4,040
Total operating expenses			(203)						195						(181)						4,069
Net income (loss) from discontinued operations			$	219					$	(183)					$	218					$	(4,049)

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The following table presents aggregate carrying amounts of assets and liabilities of discontinued operations contained within the unaudited condensed consolidated balance sheets:

						As of
(Amounts in thousands)						June 30, 2024						December 31, 2023
Assets from discontinued operations:
Drivetrain						$	—					$	32
Total assets from discontinued operations						$	—					$	32
Liabilities from discontinued operations:
Drivetrain						$	133					$	170
Total liabilities from discontinued operations						$	133					$	170

In July 2024, a series of wildfires broke out across the state of California destroying thousands of acres of forest and causing real and personal property damage. The Company is currently assessing the impact of these wildfires on its home solar systems and customer contracts in the area; however, the Company has not been able to validate the extent of the related damages.

Management has reviewed events subsequent to June 30, 2024 and prior to the filing of financial statements, and except as referenced within this Form 10-Q, the Company has determined there have been no other events that have occurred that would require adjustments or disclosures within the unaudited condensed consolidated financial statements.

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v3.24.2.u1

Cover - shares	6 Months Ended
	Jun. 30, 2024	Aug. 13, 2024
Cover [Abstract]
Document type	10-Q
Document quarterly report	true
Document period end date	Jun. 30, 2024
Document transition report	false
Entity file number	001-38971
Entity registrant name	Spruce Power Holding Corporation
Entity incorporation, state or country code	DE
Entity tax identification number	83-4109918
Entity address, address line one	2000 S Colorado Blvd, Suite 2-825
Entity address, city or town	Denver
Entity address, state or province	CO
Entity address, postal zip code	80222
City area code	(866)
Local phone number	777-8235
Title of 12(b) security	Shares of common stock, $0.0001 par value
Trading symbol	SPRU
Security exchange name	NYSE
Entity current reporting status	Yes
Entity interactive data current	Yes
Entity filer category	Non-accelerated Filer
Entity small business	true
Entity emerging growth company	false
Entity shell company	false
Entity common stock, shares outstanding		18,557,200
Entity central index key	0001772720
Current fiscal year end date	--12-31
Document fiscal period focus	Q2
Document fiscal year focus	2024
Amendment flag	false

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 116,588	$ 141,354
Restricted cash	33,621	31,587
Accounts receivable, net of allowance of $1.1 million and $1.7 million as of June 30, 2024 and December 31, 2023, respectively	13,252	9,188
Interest rate swap assets, current	10,273	11,333
Prepaid expenses and other current assets	5,136	9,879
Total current assets	178,870	203,341
Investment related to SEMTH master lease agreement	141,078	143,095
Property and equipment, net	471,302	484,406
Interest rate swap assets, non-current	20,116	16,550
Intangible assets, net	9,577	10,196
Deferred rent assets	3,155	2,454
Right-of-use assets, net	5,324	5,933
Goodwill	28,757	28,757
Other assets	255	257
Long-term assets of discontinued operations	0	32
Total assets	858,434	895,021
Current liabilities
Accounts payable	1,417	1,120
Non-recourse debt, current, net	28,374	27,914
Accrued expenses and other current liabilities	20,811	40,634
Deferred revenue, current	2,101	878
Lease liability, current	1,042	1,166
Current liabilities of discontinued operations	65	0
Total current liabilities	53,810	71,712
Non-recourse debt, non-current, net	584,478	590,866
Deferred revenue, non-current	2,537	1,858
Lease liability, non-current	5,269	5,731
Warrant liabilities	2	17
Unfavorable solar renewable energy agreements, net	4,376	6,108
Interest rate swap liabilities, non-current	174	843
Other long-term liabilities	3,157	3,047
Long-term liabilities of discontinued operations	68	170
Total liabilities	653,871	680,352
Commitments and contingencies (Note 13)
Stockholders’ equity:
Common stock, $0.0001 par value; 350,000,000 shares authorized at June 30, 2024 and December 31, 2023; 19,357,850 and 18,557,200 shares issued and outstanding at June 30, 2024, respectively, and 19,093,186 and $18,292,536 shares issued and outstanding at December 31, 2023, respectively	2	2
Additional paid-in capital	476,711	475,654
Accumulated deficit	(268,920)	(257,888)
Treasury stock at cost, 800,650 shares at June 30, 2024 and December 31, 2023, respectively	(5,424)	(5,424)
Noncontrolling interests	2,194	2,325
Total stockholders’ equity	204,563	214,669
Total liabilities and stockholders’ equity	$ 858,434	$ 895,021
Treasury stock, common, (in shares)	800,650	800,650
Common stock, issued (in shares)	19,357,850	19,093,186
Common stock, outstanding (in shares)	18,557,200	18,292,536

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Allowance for doubtful accounts, current	$ 1.1	$ 1.7
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	350,000,000	350,000,000
Common stock, issued (in shares)	19,357,850	19,093,186
Common stock, outstanding (in shares)	18,557,200	18,292,536
Treasury stock, common, (in shares)	800,650	800,650

v3.24.2.u1

Unaudited Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Revenues	$ 22,481	$ 22,813	$ 40,768	$ 40,908
Operating expenses:
Cost of revenues	10,139	8,594	19,007	16,447
Selling, general and administrative expenses	16,701	15,985	30,170	31,702
Gain on asset disposal	(999)	(794)	(1,452)	(3,452)
Total operating expenses	25,841	23,785	47,725	44,697
Loss from operations	(3,360)	(972)	(6,957)	(3,789)
Other (income) expense:
Interest income	(5,257)	(3,240)	(10,643)	(5,591)
Interest expense, net	7,591	10,456	18,533	19,623
Change in fair value of warrant liabilities	(6)	(33)	(15)	(148)
Change in fair value of interest rate swaps	3,234	(9,190)	(3,175)	(3,602)
Other income, net	(130)	(752)	(416)	(880)
Net income (loss) from continuing operations	(8,792)	1,787	(11,241)	(13,191)
Net income (loss) from discontinued operations (including loss on disposal of $0 and $3,083 for the three and six months ended June 30, 2023, respectively)	219	(183)	218	(4,049)
Net income (loss)	(8,573)	1,604	(11,023)	(17,240)
Less: Net income (loss) attributable to redeemable noncontrolling interests and noncontrolling interests	5	(1,461)	9	(910)
Net income (loss) attributable to stockholders	$ (8,578)	$ 3,065	$ (11,032)	$ (16,330)
Net income (loss) from continuing operations per share, basic (in dollars per share)	$ (0.46)	$ 0.10	$ (0.59)	$ (0.71)
Net income (loss) from continuing operations per share, diluted (in dollars per share)	(0.46)	0.09	(0.59)	(0.71)
Net income (loss) from discontinued operations - basic (in dollars per share)	0.01	(0.01)	0.01	(0.22)
Net income (loss) from discontinued operations - diluted (in dollars per share)	0.01	(0.01)	0.01	(0.22)
Net income (loss) attributable to stockholders per share, basic (in dollars per share)	(0.45)	0.16	(0.57)	(0.88)
Net income (loss) attributable to stockholders per share, diluted (in dollars per share)	$ (0.45)	$ 0.15	$ (0.57)	$ (0.88)
Weighted average shares outstanding, basic (in shares)	19,271,954	18,611,757	19,187,364	18,460,947
Weighted-average shares outstanding, diluted (in shares)	19,271,954	20,200,832	19,187,364	18,460,947

v3.24.2.u1

Unaudited Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Income Statement [Abstract]
Net loss from discontinued operation	$ 0	$ 3,083

v3.24.2.u1

Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Impact of ASC 326 adoption	Common Stock	Additional Paid-In Capital	Non controlling Interests	Accumulated Deficit	Accumulated Deficit Impact of ASC 326 adoption	Treasury Stock
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2016-13 [Member]
Beginning balance at Dec. 31, 2022	$ 85
Redeemable Noncontrolling Interests
Purchase accounting measurement period adjustments	240
Capital distributions to noncontrolling interests	(108)
Net income (loss)	(39)
Ending balance at Mar. 31, 2023	178
Beginning balance (in shares) at Dec. 31, 2022			18,046,903
Beginning balance at Dec. 31, 2022	288,891	$ 1,285	$ 2	$ 473,289	$ 8,942	$ (193,342)	$ 1,285	$ 0
Beginning balance (in shares) at Dec. 31, 2022								0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Purchase accounting measurement period adjustments	(7,303)			(1,813)	(5,490)
Exercise of stock options (in shares)			135,210
Exercise of stock options	283			283
Issuance of restricted stock (in shares)			341,490
Issuance of common stock (in shares)			25,818
Issuance of common stock	150			150
Stock-based compensation expense, net	796			796
Capital distributions to noncontrolling interests	(88)				(88)
Net income (loss)	(18,805)				590	(19,395)
Ending balance (in shares) at Mar. 31, 2023			18,549,421
Ending balance at Mar. 31, 2023	265,209		$ 2	472,705	3,954	(211,452)		$ 0
Ending balance (in shares) at Mar. 31, 2023								0
Redeemable Noncontrolling Interests
Net income (loss)	21
Ending balance at Jun. 30, 2023	199
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)			111,637
Exercise of stock options	252			252
Issuance of restricted stock (in shares)			106,928
Share repurchases (in shares)								233,022
Share repurchases	(1,614)							$ (1,614)
Stock-based compensation expense, net	593			593
Capital distributions to noncontrolling interests	(57)				(57)
Net income (loss)	1,583				(1,482)	3,065
Ending balance (in shares) at Jun. 30, 2023			18,767,986
Ending balance at Jun. 30, 2023	265,966		$ 2	473,550	2,415	(208,387)		$ (1,614)
Ending balance (in shares) at Jun. 30, 2023								233,022
Beginning balance (in shares) at Dec. 31, 2023			19,093,186
Beginning balance at Dec. 31, 2023	$ 214,669		$ 2	475,654	2,325	(257,888)		$ (5,424)
Beginning balance (in shares) at Dec. 31, 2023	800,650							800,650
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of restricted stock (in shares)			5,060
Stock-based compensation expense, net	$ 821			821
Capital distributions to noncontrolling interests	(76)				(76)
Net income (loss)	(2,450)				4	(2,454)
Ending balance (in shares) at Mar. 31, 2024			19,098,246
Ending balance at Mar. 31, 2024	212,964		$ 2	476,475	2,253	(260,342)		$ (5,424)
Ending balance (in shares) at Mar. 31, 2024								800,650
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of restricted stock (in shares)			259,604
Stock-based compensation expense, net	236			236
Capital distributions to noncontrolling interests	(64)				(64)
Net income (loss)	(8,573)				5	(8,578)
Ending balance (in shares) at Jun. 30, 2024			19,357,850
Ending balance at Jun. 30, 2024	$ 204,563		$ 2	$ 476,711	$ 2,194	$ (268,920)		$ (5,424)
Ending balance (in shares) at Jun. 30, 2024	800,650							800,650

v3.24.2.u1

Unaudited Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Operating activities:
Net income (loss)	$ (8,573)	$ 1,604	$ (11,023)	$ (17,240)
Adjust for net (income) loss from discontinued operations	(219)	183	(218)	4,049
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense, net			1,057	1,389
Bad debt expense			819	1,104	$ 1,841
Amortization of deferred revenue			(77)	(35)
Depreciation and amortization expense			10,462	10,890
Accretion expense			119	0
Change in fair value of interest rate swaps	3,234	(9,190)	(3,175)	(3,602)
Change in fair value of warrant liabilities			(15)	(148)
Interest income related to SEMTH master lease agreement			(7,495)	(1,394)
Gain on disposal of assets			(1,452)	(3,379)
Change in operating right-of-use assets			23	(18)
Amortization of debt discount and deferred financing costs			2,930	2,914
Changes in operating assets and liabilities:
Accounts receivable, net			(4,649)	(5,240)
Deferred rent assets			(701)	41
Prepaid expenses and other current assets			4,775	(584)
Other assets			2	126
Accounts payable			297	387
Accrued expenses and other current liabilities			(21,095)	(5,898)
Other long-term liabilities			(9)	8
Deferred revenue			2,023	517
Net cash used in continuing operating activities			(27,402)	(16,113)
Net cash provided by (used in) discontinued operating activities			100	(2,158)
Net cash used in operating activities			(27,302)	(18,271)
Investing activities:
Proceeds from sale of solar energy systems			2,853	3,631
Proceeds from investment related to SEMTH master lease agreement			10,784	5,290
Cash paid for acquisitions, net of cash acquired			0	(23,360)
Purchases of other property and equipment			(150)	(124)
Net cash provided by (used in) continuing investing activities			13,487	(14,563)
Net cash provided by discontinued investing activities			0	325
Net cash provided by (used in) investing activities			13,487	(14,238)
Financing activities:
Repayments of long-term non-recourse debt			(136,750)	(14,305)
Proceeds from issuance of non-recourse debt			130,000	0
Repayments under financing leases			0	(21)
Payment of deferred financing costs			(2,108)	0
Proceeds from issuance of common stock			0	150
Proceeds from exercise of stock options			0	535
Remittance of statutory tax withholding on stock-based payment awards			0	(17)
Share repurchases			0	(1,614)
Capital distributions to redeemable noncontrolling interests and noncontrolling interests			(140)	(253)
Net cash used in continuing financing activities			(8,998)	(15,525)
Net cash provided by discontinued financing activities			81	0
Net cash used in financing activities			(8,917)	(15,525)
Net change in cash and cash equivalents and restricted cash:			(22,732)	(48,034)
Cash and cash equivalents and restricted cash, beginning of period			172,941	240,144	240,144
Cash and cash equivalents and restricted cash, end of period	$ 150,209	$ 192,110	150,209	192,110	$ 172,941
Supplemental disclosure of cash flow information:
Cash paid for interest			16,536	15,980
Supplemental disclosures of noncash investing and financing information:
Settlement of operating lease liability			$ 0	$ 1,170

v3.24.2.u1

Organization and Description of Business	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Description of Business Spruce Power Holding Corporation and its subsidiaries (“Spruce Power” or the “Company”) is a leading owner and operator of distributed solar energy assets across the United States (the “U.S.”), offering subscription-based services to approximately 75,000 home solar assets and customer contracts, making renewable energy more accessible to everyone. The Company is engaged in the ownership and maintenance of home solar energy systems for homeowners in the U.S. The Company provides clean, solar energy typically at savings compared to traditional utility energy. The Company’s primary customers are homeowners and the Company’s core solar service offerings generate revenues primarily through (i) the sale of electricity generated by its home solar energy systems to homeowners pursuant to long-term agreements, which requires the Company’s subscribers to make recurring monthly payments, (ii) third party contracts to sell solar renewable energy credits (“SRECs”) generated by the solar energy systems for fixed prices and (iii) the servicing of those agreements for other institutional owners of home solar energy systems. In addition, the Company generates cash flows and earns interest income from an investment through a master lease agreement described below. The Company holds subsidiary fund companies, defined below as the Funds, that own and operate portfolios of home solar energy systems, which are subject to solar lease agreements (“SLAs”) and power purchase agreements (“PPAs”, together with the SLAs, “Customer Agreements”) with residential customers who benefit from the production of electricity generated by the solar energy systems. The solar energy systems may qualify for subsidies, renewable energy credits and other incentives as provided by various states and local agencies. These benefits have generally been retained by the Company's subsidiaries that own the systems, with the exception of the investment tax credit (“ITCs”) under Section 48 of the Internal Revenue Code, as amended, which were generally passed through to the various financing partners of the solar energy systems. The Company also offers services which include asset management services and operating and maintenance services for home solar energy systems. Historically, the Company provided fleet electrification solutions for commercial vehicles in North America, offering its systems for vehicle electrification (the “Drivetrain” operations) and through its energy efficiency and infrastructure solutions business, offering and installing charging stations to enable customers develop the charging infrastructure required for their electrified vehicles (the “XL Grid” operations). The Company ceased the Drivetrain and XL Grid operations in late 2022, and both are presented as discontinued operations in the unaudited condensed consolidated financial statements (see Note 15. Discontinued Operations).

v3.24.2.u1

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of unaudited condensed consolidated financial statement presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and Article 8 of Regulation S-X. The Company has condensed or omitted certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. As such, these interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s 2023 annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2023. The Company’s interim unaudited condensed consolidated financial statements reflect all normal and recurring adjustments necessary, in its opinion, to state fairly the financial position and results of operations for the reported periods. Amounts reported for interim periods may not be indicative of a full year period due to the Company’s continual growth, seasonal fluctuations in solar energy generation, timing of maintenance and other expenditures, changes in interest expense and other factors. The Company's accompanying unaudited condensed consolidated financial statements include the accounts of its wholly owned subsidiaries and variable interest entities (“VIEs”), for which the Company is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the Company’s current presentation and such reclassifications had no effect on the Company’s previously reported financial position, results of operations, or cash flows. On October 6, 2023, the Company effected a one-for-eight reverse stock split with respect to its issued and outstanding shares of common stock (the “Reverse Stock Split”). Excluding the par value and the number of authorized shares of the Company’s common stock, all share amounts, all per share amounts, and the values of the common stock outstanding and related effect on additional paid in capital included in this Form 10-Q have been retrospectively presented as if the Reverse Stock Split had been effective from the beginning of the earliest period presented. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the balance sheet date, as well as reported amounts of income and expenses during the reporting period. The Company’s most significant estimates and judgments involve (i) deferred income taxes, (ii) warranty reserves, (iii) valuation of stock-based compensation, (iv) valuation of warrant liability, (v) the useful lives of certain assets and liabilities, (vi) the allowance for current expected credit losses and (vii) the valuation of business combinations, including the fair values and useful lives of acquired assets and assumed liabilities, goodwill and the fair value of purchase consideration of asset acquisitions. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates, and such differences could be material to the Company’s financial statements. Variable interest entities The Company consolidates any VIE of which it is the primary beneficiary. The Company formed or acquired VIEs which are partially funded by tax equity investors in order to facilitate the funding and monetization of certain attributes associated with solar energy systems. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity; however, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve controlling voting interests. A variable interest holder is required to consolidate a VIE if that party has the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company does not consolidate a VIE in which it has a majority ownership interest when the Company is not considered the primary beneficiary. The Company evaluates its relationships with the VIEs on an ongoing basis to determine if it is the primary beneficiary. The Company's initial investments in Volta Solar Owner II, LLC and ORE F4 HoldCo, LLC (collectively, the “Funds”) were determined to be VIEs and remained as such as of June 30, 2024. Cash and cash equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents include cash held in banks, money market accounts, and U.S. Treasury securities. Cash equivalents are carried at cost, which approximates fair value due to their short-term nature. The Company’s cash and cash equivalents are placed with high-credit quality financial institutions and issuers, and at times exceed federally insured limits. To date, the Company has not experienced any credit loss relating to its cash and cash equivalents. Concentration of credit and revenue risks Financial instruments which potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. At times, such cash may be in excess of the FDIC limit. At June 30, 2024 and December 31, 2023, the Company had cash in excess of the $250,000 federally insured limit. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents as most of the balances are kept in treasury bills, which are government backed securities. For the three and six months ended June 30, 2024 and 2023, the Company had no customers that represented at least 10% of the Company’s revenues. As of June 30, 2024 and December 31, 2023, the Company had no customers that represented at least 10% of the Company’s accounts receivable balances. Restricted cash Restricted cash held at June 30, 2024 and December 31, 2023 of $33.6 million and $31.6 million, respectively, primarily consists of cash that is subject to restriction due to provisions in the Company's financing agreements and the operating agreements of the Funds. The carrying amount reported in the unaudited condensed consolidated balance sheets for restricted cash approximates its fair value. The following table provides a reconciliation of cash and cash equivalents and restricted cash reflected on the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited condensed consolidated statements of cash flows for the end of the periods: As of (Amounts in thousands) June 30, 2024 June 30, 2023 Cash and cash equivalents $ 116,588  $ 162,749  Restricted cash 33,621  29,361  Total cash, cash equivalents and restricted cash $ 150,209  $ 192,110  Accounts receivable, net Accounts receivable primarily represent amounts due from the Company’s customers. Accounts receivable is recorded net of an allowance for expected credit losses, which is determined by the Company’s assessment of the collectability of customer accounts based on the best available data at the time of the assessment. Management reviews the allowance by considering factors such as historical experience, contractual term, aging category and current economic conditions that may affect customers. The following table presents the changes in the allowance for credit losses recorded against accounts receivable, net on the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Balance at the beginning of the period $ 1,693  $ 12,164  Impact of ASC 326 adoption —  (1,285) Write-off of uncollectible accounts (1,379) (11,447) Provision recognized upon valuation of assets acquired —  420  Provision for current expected credit losses 819  1,841  Balance at the end of the period $ 1,133  $ 1,693  Impairment of long-lived assets The Company reviews long-lived assets, including solar energy systems, other property and equipment, and intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. The Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluates the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value. There were no long-lived asset impairment charges for the three and six months ended June 30, 2024 and 2023. Impairment of goodwill Goodwill represents the excess of cost over the fair market value of tangible and intangible assets acquired and liabilities assumed of acquired businesses. Goodwill is not amortized, however it is annually tested for impairment, or more frequently if events or circumstances indicate that the carrying amount of goodwill may be impaired. The Company has historically recorded goodwill in connection with its business acquisitions. The Company performs its annual goodwill impairment assessment on October 1 of each fiscal year, or more frequently if events or circumstances arise which indicate that goodwill may be impaired. An assessment can be performed by first completing a qualitative assessment of the Company’s single reporting unit. The Company can also bypass the qualitative assessment in any period and proceed directly to the quantitative impairment test, and then resume the qualitative assessment in any subsequent period. Qualitative indicators that may trigger the need for annual or interim quantitative impairment testing include, among other things, deterioration in macroeconomic conditions, declining financial performance, deterioration in the operational environment, or an expectation of selling or disposing of a portion of the reporting unit. Additionally, a significant change in business climate, a loss of a significant customer, increased competition, a sustained decrease in share price, or a decrease in estimated fair value below book value may trigger the need for interim impairment testing of goodwill. If the Company believes that, as a result of its qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the quantitative impairment test is required. The quantitative test involves comparing the fair value of the reporting unit with its carrying amount, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recorded as a reduction to goodwill with a corresponding charge to earnings in the period the goodwill is determined to be impaired. The income tax effect associated with an impairment of tax-deductible goodwill is also considered in the measurement of the goodwill impairment. Any goodwill impairment is limited to the total amount of goodwill. The Company evaluates the fair value of the Company’s reporting unit using the market and income approach. Under the market approach, the Company uses multiples of EBITDA or revenues of the comparable guideline public companies by selecting a population of public companies with similar operations and attributes. Using this guideline public company data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The income approach of computing fair value is based on the present value of the expected future economic benefits generated by the asset or business, such as cash flows or profits which will then be compared to its book value. There were no goodwill impairment charges for the three and six months ended June 30, 2024 and 2023. Contingencies When it is probable that a loss has occurred and the loss amount can be reasonably estimated, the Company records liabilities for loss contingencies. In certain cases, the Company may be covered by one or more corporate insurance policies, resulting in insurance loss recoveries. When such recoveries are in excess of a loss recognized in the Company’s financial statements, the Company recognizes a gain contingency at the earlier of when the gain has been realized or when it is realizable, however when the Company expects recovery of proceeds up to the amount of the loss recognized, a receivable, which offsets the related loss contingency, is recognized when realization of the claim for recovery is determined to be probable. Fair value measurements The fair value of the Company’s financial assets and liabilities reflects Management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect the Company’s assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, the Company classifies each fair value measurement as follows: •Level 1: Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date. •Level 2: Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. •Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy must be determined based on the lowest level input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability being measured. The Company’s financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, net, accounts payable, accrued expenses and other current liabilities, non-recourse debt, and interest rate swaps. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued expenses and other current liabilities approximates fair value due to the short-term nature of those instruments. See Note 10. Fair Value Measurements for additional information on assets and liabilities measured at fair value. Revenues The Company’s revenue is derived from its home solar energy portfolio and servicing platform, which primarily generates revenue through the sale to homeowners of power generated by the home solar energy systems and the rental of solar equipment by certain homeowners, pursuant to long-term agreements. Pursuant to Accounting Standard Codification 606 (“ASC 606”) defined below, the Company has elected the “right to invoice” practical expedient, and revenues for the performance obligations related to energy generation and servicing revenue are recognized as services are rendered based upon the underlying contractual arrangements. The following table presents the detail of the Company’s revenues as reflected within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 PPA revenues $ 12,320  $ 12,234  $ 19,839  $ 19,361  SLA revenues 6,846  7,025  14,137  14,947  Solar renewable energy credit revenues 1,337  1,662  3,174  3,196  Government incentives 146  72  223  96  Servicing revenues 356  112  356  225  Intangibles amortization, unfavorable solar renewable energy agreements 747  976  1,493  1,419  Other revenues 729  732  1,546  1,664  Total $ 22,481  $ 22,813  $ 40,768  $ 40,908  Energy generation Customers purchase solar energy from the Company under PPAs or SLAs, both defined above. Revenue is recognized from contracts with customers as performance obligations are satisfied at a transaction price reflecting an amount of consideration based upon an estimated rate of return which is expressed as the solar rate per kilowatt hour or a flat rate per month as defined in the customer contracts. •PPA revenues - Under ASC 606, Revenue from Contracts with Customers issued by the Financial Accounting Standards Board (“FASB”), PPA revenue is recognized when generated based upon the amount of electricity delivered as determined by remote monitoring equipment at solar rates specified under the PPAs. •SLA revenues - The Company has SLAs, which do not meet the definition of a lease under ASC 842, Leases, and are accounted for as contracts with customers under ASC 606. Revenue is recognized on a straight-line basis over the contract term as the obligation to provide continuous access to the solar energy system is satisfied. The amount of revenue recognized may not equal customer cash payments due to the performance obligation being satisfied ahead of cash receipt or evenly as continuous access to the solar energy system has been provided. The differences between revenue recognition and cash payments received are reflected as deferred rent assets on the unaudited condensed consolidated balance sheets. Solar renewable energy credit revenues The Company enters contracts with third parties to sell Solar Renewable Energy Credits ("SRECs") generated by the solar energy systems for fixed prices. Certain contracts that meet the definition of a derivative may be exempted as normal purchase or normal sales transactions ("NPNS"). NPNS are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold over a reasonable period in the normal course of business. Certain SREC contracts meet these requirements and are designated as NPNS contracts. Such SRECs are exempted from the derivative accounting and reporting requirements, and the Company recognizes revenues in accordance with ASC 606. The Company recognizes revenue for SRECs based on pricing predetermined within the respective contracts at a point in time when the SRECs are transferred. As SRECs can be sold separate from the actual electricity generated by the renewable-based generation source, the Company accounts for the SRECs it generates from its solar energy systems as governmental incentives and do not consider those SRECs output of the underlying solar energy systems. The Company classifies these SRECs as inventory held until sold and delivered to third parties. As the Company did not incur costs to obtain these governmental incentives, the inventory carrying value for the SRECs was $0 as of June 30, 2024 and December 31, 2023. Deferred revenue Deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes prepayments received for unfulfilled performance obligations that will be recognized on a straight-line basis over the remaining term of the respective customer agreements. Deferred revenue, in the aggregate, as of June 30, 2024 and December 31, 2023 was $4.6 million and $2.7 million, respectively. The Company recognized revenues of less than $0.1 million related to deferred revenue as of the start of the period during each of the three and six months ended June 30, 2024 and 2023. Income taxes The Company accounts for income taxes using the asset and liability method under which deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities and net operating loss and tax credit carryforwards. Deferred income taxes are provided for the temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and net operating loss carry-forwards and credits. Deferred tax assets and liabilities are measured using enacted rates in effect for the year in which the differences are expected to be recovered or settled. The effect of changes in tax rates on deferred tax assets and liabilities is recognized in the unaudited condensed consolidated statements of operations in the period in which the enactment rate changes. The ultimate recovery of deferred tax assets is dependent upon the amount and timing of future taxable income and other factors, such as the taxing jurisdiction in which the asset is to be recovered. Deferred tax assets are reduced through the establishment of a valuation allowance if, based on available evidence, it is more likely than not that the deferred tax assets will not be realized. Uncertain tax positions taken or expected to be taken in a tax return are accounted for using the more likely than not threshold for financial statement recognition and measurement. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. For the three and six months ended June 30, 2024 and 2023, there were no uncertain tax positions taken or expected to be taken in the Company’s tax returns. In the normal course of business, the Company is subject to regular audits by U.S. federal and state and local tax authorities. With few exceptions, the Company is no longer subject to federal, state or local tax examinations by tax authorities in its major jurisdictions for tax years prior to 2021. However, net operating loss carryforwards remain subject to examination to the extent they are carried forward and impact a year that is open to examination by tax authorities. The Company did not recognize any tax related interest or penalties during the periods presented in the accompanying unaudited condensed consolidated financial statements, however, would record any such interest and penalties as a component of the provision for income taxes. There has historically been no federal or state provision for income taxes since the Company has historically incurred net operating losses and maintains a full valuation allowance against its net deferred tax assets. For the three and six months ended June 30, 2024 and 2023, the Company recognized no provision for income taxes consistent with its losses incurred and the valuation allowance against its deferred tax assets. As a result, the Company's effective income tax rate was 0% for the three and six months ended June 30, 2024 and 2023. Related parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, the board of directors, as well as members of their immediate families and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or that has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. SEC Climate Disclosure Rule In March 2024, the SEC adopted final rules requiring public entities to disclose certain climate-related information in their registration statements and annual reports. The rules will be effective for non-accelerated filers and smaller reporting companies commencing with the fiscal year beginning on or after January 1, 2027. In April 2024, the SEC issued an administrative stay of the implementation of these rules, pending judicial review. The Company is evaluating the impact of the final rules on its unaudited condensed consolidated financial statements and related disclosures. Recent Accounting Pronouncements In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, (“ASU 2023-09”), which requires enhancements regarding the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company on December 31, 2025. The Company will adopt this ASU as of December 31, 2025 and will prospectively apply its requirements to income tax disclosures presented in the notes to the condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvement to Reportable Segment Disclosures, (“ASU 2023-07”), which requires enhanced disclosures for reportable segments, primarily in relation to significant segment expenses, even in the event an entity has a single reportable segment in accordance with Topic 280. ASU 2023-07 is effective for the Company on December 31, 2024. The Company will adopt this ASU as of December 31, 2024 and will retrospectively apply its requirements to all prior periods based on the significant segment expense categories identified and disclosed in its condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements.

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Business Combinations	6 Months Ended
	Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Business Combinations	Business Combinations Legacy Spruce Power On September 9, 2022 (the “Acquisition Date”), the Company acquired Spruce Holding Company 1 LLC, Spruce Holding Company 2 LLC, Spruce Holding Company 3 LLC, and Spruce Manager LLC (collectively and together with their subsidiaries, “Legacy Spruce Power”) for $32.6 million, which consisted of cash payments of $61.8 million less cash and restricted cash acquired of $29.2 million. Management evaluated which entity should be considered the accounting acquirer in the transaction by giving consideration to the form of consideration transferred, the composition of the equity holders, the composition of voting rights of the Board of Directors, continuity of management structure, and size of the respective organizations. Based on the evaluation of the applicable factors, management noted that all factors, with the exception of the relative size of organization, were indicators that the Company was the acquiring entity resulting in management’s conclusion that for accounting purposes, the Company acquired Legacy Spruce Power. The acquisition was accounted for as a business combination. The Company allocated the Legacy Spruce Power purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the Acquisition Date. The excess of the purchase price over those fair values was recorded as goodwill. The Company’s evaluations of the facts and circumstances available as of the Acquisition Date, to assign fair values to assets acquired and liabilities assumed, remained ongoing subsequent to the Acquisition Date. As the Company completed further analysis of assets including solar systems, intangible assets, as well as noncontrolling interests and non-recourse debt, additional information on the assets acquired and liabilities assumed became available. Changes in information related to the value of net assets acquired changed the amount of the purchase price initially assigned to goodwill, and as a result, the fair values set forth below were subject to adjustments as additional information was obtained and valuations completed. These provisional adjustments were recognized during the reporting period in which the adjustments were determined. The Company has finalized its purchase price allocation as of September 8, 2023. Accounting for business combinations requires management to make significant estimates and assumptions, especially at the Acquisition Date, including the Company’s estimates of the fair value of solar systems, production based incentives, solar renewable energy agreements, non-controlling interest, trade name and non-recourse debt, where applicable. The Company believes the assumptions and estimates are based on information obtained from the management of the acquired companies and are inherently uncertain. Critical estimates in valuing solar systems under the income approach include future expected cash flows and discount rate. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the acquisition of Legacy Spruce Power, as adjusted, during the measurement period: (Amounts in thousands) Initial Purchase Price Allocation Measurement Period Adjustments Updated Purchase Price Allocation Total purchase consideration: Cash, net of cash acquired, and restricted cash $ 32,585  $ —  $ 32,585  Allocation of consideration to assets acquired and liabilities assumed: Accounts receivable, net 10,995  —  10,995  Prepaid expenses and other current assets 6,768  (2,405) 4,363  Solar energy systems 406,298  89,268  495,566  Other property and equipment 337  —  337  Intangible assets —  11,980  11,980  Interest rate swap assets 26,698  —  26,698  Right-of-use asset 3,279  (328) 2,951  Other assets 358  (102) 256  Goodwill 158,636  (129,879) 28,757  Accounts payable (2,620) (22) (2,642) Unfavorable solar renewable energy agreements —  (10,500) (10,500) Accrued expenses (13,061) (241) (13,302) Lease liability (3,382) 42  (3,340) Long-term debt (510,002) 2,772  (507,230) Other liabilities (335) 292  (43) Redeemable noncontrolling interests and noncontrolling interests (51,384) 39,123  (12,261) Total assets acquired and liabilities assumed $ 32,585  $ —  $ 32,585  As reflected in the preceding table, as a result of third party valuation reports received in the first quarter of 2023, the Company adjusted solar energy systems and intangible assets with corresponding changes to goodwill. In the first quarter of 2023, due to a change in the provisional amounts assigned to intangible assets and solar energy systems, the Company recognized $0.4 million of revenue, $1.9 million of depreciation expense and $0.4 million of trade name amortization, of which $0.5 million of revenue, $0.9 million of depreciation expense and $0.3 million of trade name amortization related to the previous year. During the first quarter of 2023, the Company adjusted the fair value of its noncontrolling interest and its redeemable noncontrolling interest in the Company's financials, which resulted in related downward revision of $5.5 million and upward revision of $0.2 million, respectively. Additional paid in capital was also downward revised by $1.8 million, which included the fair value adjustment associated with the purchase of 100% of the membership interests in Ampere Solar Owner IV, LLC, ORE F5A HoldCo, LLC, ORE F6 HoldCo, LLC, RPV Fund 11 LLC and RPV Fund 13 LLC, Sunserve Residential Solar I, LLC's and Level Solar Fund III, LLC in 2022. The gross intangibles acquired are amortized over their respective estimated useful lives as follows: (Amounts in thousands) Asset Liability Estimated Life (in years) Solar renewable energy agreements $ 340  $ 10,500  3 to 6 Performance based incentives agreements 3,240  —  13 Trade name 8,400  —  30 Total intangibles acquired $ 11,980  $ 10,500  The weighted-average useful life of the intangibles identified above is approximately 16 years, which approximates the period over which the Company expects to gain the estimated economic benefits. Goodwill represents the excess of the purchase consideration over the estimated fair value of the net assets acquired. Goodwill is primarily attributable to the Company's ability to leverage and use its existing capital and access to capital markets along with Legacy Spruce Power's established operations and mergers and acquisition capabilities to grow the Spruce Power business.

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Acquisitions	6 Months Ended
	Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Acquisitions	Acquisitions SEMTH Master Lease Agreement In furtherance of its growth strategy, on March 23, 2023, the Company completed the acquisition of all the issued and outstanding interests in SS Holdings 2017, LLC and its subsidiaries (“SEMTH”) from certain funds, pursuant to a membership interest purchase and sale agreement dated March 23, 2023 (the “SEMTH Acquisition”). The SEMTH related asset includes 20-year use rights to customer payment streams of approximately 22,500 home SLAs and PPAs (the “SEMTH Master Lease”). The Company acquired SEMTH for approximately $23.0 million of cash, net of cash received, and assumed $125.0 million of outstanding senior indebtedness under the SP4 Facility (See Note 8. Non-Recourse Debt) and interest rate swaps with Deutsche Bank AG, New York Bank held by SEMTH and its subsidiaries at the close of the acquisition. The purchase of SEMTH's future revenue has been accounted for as an acquisition of financial assets. Under the acquisition method, the purchase price was allocated to the assets acquired and liabilities assumed based on their relative fair value. All fair value measurements of assets acquired and liabilities assumed were based on significant estimates and assumptions, including Level 3 (unobservable) inputs, which require judgment. Estimates and assumptions include the projected timing and amount of future cash flows, discount rates reflecting risk inherent in future cash flows and future utility prices. For the purposes of establishing the fair value of the Company's investment in the SEMTH Master Lease, its analysis considered cash flows beginning in March 2023 (the effective date of the transaction). The Company estimated the fair value of its investment in the SEMTH Master Lease to be approximately $146.9 million on the transaction date.

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Property and Equipment, Net	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	Property and Equipment, Net Property and equipment consisted of the following as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Solar energy systems $ 511,887  $ 513,526  Less: Accumulated depreciation (41,094) (29,594) Solar energy systems, net $ 470,793  $ 483,932  Equipment $ 157  $ 157  Furniture and fixtures 494  461  Computers and related equipment 334  218  Software 2  8  Leasehold improvements 59  59  Gross other property and equipment 1,046  903  Less: Accumulated depreciation (537) (429) Other property and equipment, net $ 509  $ 474  Property and equipment, net $ 471,302  $ 484,406  Depreciation expense related to solar energy systems is included within cost of revenues in the unaudited condensed statements of operations, and for the three and six months ended June 30, 2024 was $5.7 million and $11.4 million, respectively, and for the three and six months ended June 30, 2023 was $5.6 million and $11.6 million, respectively. Depreciation expense related to other property and equipment is included within selling, general and administrative expenses in the unaudited condensed statements of operations, and for each of the three and six months ended June 30, 2024 and 2023 was $0.1 million.

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Intangible Assets, net	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, net	Intangible Assets, Net The following table presents the detail of intangible assets, net as recorded in the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Intangible assets: Solar renewable energy agreements $ 340  $ 340  Performance based incentives agreements 3,240  3,240  Trade name 8,400  8,400  Gross intangible assets 11,980  11,980  Less: Accumulated amortization (2,403) (1,784) Intangible assets, net $ 9,577  $ 10,196  Amortization of intangible assets for the three and six months ended June 30, 2024 was $0.3 million and $0.6 million, respectively, and for the three and six months ended June 30, 2023 was $0.3 million and $0.4 million, respectively. As of June 30, 2024, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows: As of June 30, (Amounts in thousands) 2024 Remainder of 2024 $ 621  2025 1,126  2026 1,122  2027 978  2028 878  Thereafter 4,852      Total $ 9,577

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Accrued Expenses and Other Current Liabilities	6 Months Ended
	Jun. 30, 2024
Accrued Liabilities and Other Liabilities [Abstract]
Accrued Expenses and Other Current Liabilities	Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Accrued interest $ 7,273  $ 8,587  Accrued professional fees 2,029  2,386  Accrued contingencies (See Note 13. Commitments and Contingencies) 1,882  21,300  Accrued compensation and related benefits 4,135  3,237  Accrued expenses, other 2,425  2,293  Accrued operating and maintenance expenses 1,993  2,079  Accrued taxes, stock-based compensation 1,074  752  Accrued expenses and other current liabilities $ 20,811  $ 40,634

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Non-Recourse Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Non-Recourse Debt	Non-Recourse Debt The following table provides a summary of the Company’s debt as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) Due June 30, 2024 December 31, 2023 SVB Credit Agreement, SP1 Facility (1) April 2026 $ 208,581  $ 214,803  Second SVB Credit Agreement, SP2 Facility (1) May 2027 82,070  85,231  KeyBank Credit Agreement, SP3 Facility (1) November 2027 56,608  58,962  Second KeyBank Credit Agreement (1) April 2030 162,712  162,725  Deutsche Bank Credit Agreement, SP4 Facility August 2025 —  125,000  Barings GPSF Credit Agreement, SET Facility April 2042 130,000  —  Less: Unamortized fair value adjustment (1) (24,755) (27,600) Less: Unamortized deferred financing costs (2,364) (341) Total Non-recourse debt 612,852  618,780  Less: Non-recourse debt, current (28,374) (27,914) Non-recourse debt, non-current $ 584,478  $ 590,866  (1) In connection with the acquisition of Legacy Spruce Power effective September 9, 2022, the Company assumed all non-recourse debt instruments valued at approximately $507.2 million as of that date. In connection with accounting for the business combination, the Company adjusted the carrying value of this non-recourse debt to its fair value as of the Acquisition Date. This fair value adjustment resulted in a reduction of the carrying value of the debt by $35.2 million. This adjustment to fair value is being amortized to interest expense over the life of the related debt instruments using the effective interest method. Amortization expense for the fair value adjustment for the three and six months ended June 30, 2024 were $1.4 million and $2.9 million, respectively, and for the three and six months ended June 30, 2023 were $1.5 million and $2.9 million, respectively. On June 26, 2024, Spruce SET Borrower 2024, LLC (the “Borrower”), a wholly owned subsidiary of the Company, entered into a non-recourse Credit Agreement with Barings GPSF LLC, which provided a fixed interest term loan in the aggregate principal amount of $130.0 million (the “SET Facility”). The proceeds of the SET Facility were primarily used to repay the SP4 Facility of $125.0 million. The repayment of the SP4 Facility was treated as a debt extinguishment under ASC 470-50, Debt—Modifications and Extinguishments. In connection with the repayment of the SP4 Facility, the Company settled the related interest rate swap contracts (see Note 9. Interest Rate Swaps for further discussion). The Borrower incurred approximately $2.1 million of deferred financing costs related to the SET Facility, which are being amortized on a straight-line basis over the anticipated debt servicing period. The SET Facility matures on April 17, 2042 and requires quarterly interest payments at 6.889% per annum beginning August 2024. Effective December 26, 2027, the SET Facility requires additional interest to be accrued on any outstanding aggregate principal or unpaid accrued interest. The SET Facility is collateralized by all of the assets and property of the Borrower. The SET Facility requires the Borrower to be in compliance with various covenants, and the Borrower was in compliance with the required covenants under the SET Facility as of June 30, 2024.

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Interest Rate Swaps	6 Months Ended
	Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Interest Rate Swaps	Interest Rate Swaps The purpose of the Company’s swaps is to convert the floating interest rate on the Company's Credit Agreements to a fixed rate. As of June 30, 2024, the notional amount of the interest rate swaps covers approximately 98% of the balance of the Company’s floating rate term loans. During the three and six months ended June 30, 2024, the change in the fair value of the interest rate swaps was $(3.2) million and $3.2 million, respectively, and for the three and six months ended June 30, 2023 was $9.2 million and $3.6 million, respectively, which are reflected as a component of other income (expense) within the unaudited condensed consolidated statements of operations. The Company also recognized $7.0 million and $10.8 million of realized gains for the three and six months ended June 30, 2024, and for the three and six months ended June 30, 2023, realized gains of $3.5 million and $6.0 million, respectively, reflected within interest expense, net. In June 2024, interest rate swaps related to the SP4 Facility were settled concurrently with the full repayment of the SP4 Facility (see Note 8. Non-Recourse Debt), and as a result, the Company recorded a gain of approximately $3.6 million within interest expense, net during the three and six months ended June 30, 2024. See Note 10. Fair Value Measurements for further information on the Company’s determination of the fair value of its interest rate swaps.

v3.24.2.u1

Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The Company uses various assumptions and methods in estimating the fair values of its financial instruments. The Company’s private warrants are valued using a Black-Scholes model, pursuant to the inputs provided in the table below: Input June 30, 2024 December 31, 2023 Risk-free rate 4.9  % 4.2  % Remaining term in years 1.48 1.98 Expected volatility 68.6  % 82.0  % Exercise price $ 92.00  $ 92.00  Fair value of common stock $ 3.65  $ 4.42  The Company's interest rate swaps are not traded on a market exchange and the fair values are determined using a valuation model based on a discounted cash flow analysis. This analysis reflects the contractual terms of the interest rate swap agreements and uses observable market-based inputs, including estimated future SOFR interest rates. The fair value of the Company's interest rate swap is the net difference in the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates and are observable inputs available to a market participant. The interest rate swap valuation is classified in Level 2 of the fair value hierarchy. The fair value of the Company’s non-recourse debt as of June 30, 2024 and December 31, 2023 was $626.1 million and $628.2 million, respectively. The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: Fair Value Measurements as of June 30, 2024 (Amounts in thousands) Level I Level II Level III Total Asset: Interest rate swaps $ —  $ 30,389  $ —  $ 30,389  Money market accounts 112,168  —  —  112,168  Total $ 112,168  $ 30,389  $ —  $ 142,557  Liabilities: Private warrants $ —  $ —  $ 2  $ 2  Total $ —  $ —  $ 2  $ 2  Fair Value Measurements as of December 31, 2023 (Amounts in thousands) Level I Level II Level III Total Asset: Interest rate swaps $ —  $ 27,883  $ —  $ 27,883  Money market accounts 21,475  —  —  21,475  U.S. Treasury securities 108,964  —  —  108,964  Total $ 130,439  $ 27,883  $ —  $ 158,322  Liabilities: Private warrants $ —  $ —  $ 17  $ 17  Total $ —  $ —  $ 17  $ 17  The following is a roll forward of the Company’s Level 3 liability instruments: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 (Amounts in thousands) Balance at the beginning of the period $ 8  $ 17  Fair value adjustments – warrant liability (6) (15) Balance at the end of the period $ 2  $ 2

v3.24.2.u1

Share-Based Compensation Expense	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Share-Based Compensation Expense	Stock-Based Compensation Expense Stock-based compensation expense related to stock options and restricted stock units for the three and six months ended June 30, 2024 was $0.5 million and $1.4 million, and for the three and six months ended June 30, 2023 was $0.8 million and $1.6 million, respectively. As of June 30, 2024, there was $8.6 million of unrecognized compensation cost related to stock options and restricted stock units which is expected to be recognized over the remaining vesting periods, with a weighted-average period of 3.2 years. Stock Options The Company grants stock options to certain employees that will vest over a period of one to four years. A summary of stock option award activity for the six months ended June 30, 2024 was as follows: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2023 193,156  $ 17.89  5.8 Granted 295,229  3.74  Exercised —  —  Cancelled or forfeited —  —  Outstanding at June 30, 2024 488,385  $ 9.34  8.0 Exercisable at June 30, 2024 192,227  $ 17.67  5.3 The aggregate intrinsic value of stock options outstanding as of June 30, 2024 was $0.4 million. During the three and six months ended June 30, 2024, the Company granted 295,229 stock options to its President and Chief Executive Officer (“CEO”) upon his appointment to such positions effective April 12, 2024. A summary of stock option award activity for the six months ended June 30, 2023 was as follows: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2022 761,408  $ 11.12  2.7 Granted —  —  Exercised (246,847) 1.92  Cancelled or forfeited (79,797) 51.52  Outstanding at June 30, 2023 434,764  $ 9.12  3.2 Exercisable at June 30, 2023 427,787  $ 8.80  3.2 Restricted Stock Units The Company grants restricted stock units to certain employees that will generally vest over a period of four years. The fair value of restricted stock unit awards is estimated by the fair value of the Company’s common stock at the date of grant. Restricted stock units activity during the six months ended June 30, 2024 was as follows: Number of Shares Weighted Average Grant Date Fair Value Per Share Non-vested, at December 31, 2023 1,102,095  $ 7.74  Granted 1,629,335  3.58  Vested (264,664) 6.22  Cancelled or forfeited (520,226) 5.08  Non-vested, at June 30, 2024 1,946,540  $ 5.18  During the three and six months ended June 30, 2024, the Company granted restricted stock unit awards of 88,636 shares of common stock to the CEO upon his appointment effective April 12, 2024. In addition, upon the separation of the prior President and Chief Executive Officer (“Former CEO”) from the Company effective April 12, 2024, 97,994 and 244,267 restricted stock units awarded to the Former CEO were vested and forfeited, respectively. The Company recorded $0.5 million of expense related to the 97,994 vested awards during the three and six months ended June 30, 2024. Restricted stock units activity during the six months ended June 30, 2023 was as follows: Number of Shares Weighted Average Grant Date Fair Value Per Share Non-vested, at December 31, 2022 1,229,089  $ 10.40  Granted 653,425  6.48  Vested (448,418) 12.56  Cancelled or forfeited (203,116) 11.04  Non-vested, at June 30, 2023 1,230,980  $ 8.00  Former CEO's Ladder Restricted Stock Unit Award On September 9, 2022, in connection with the acquisition of Legacy Spruce Power and his appointment as the Company's President, the Company granted to its Former CEO, a restricted stock unit award (the “Ladder RSUs”) of 208,333 shares of common stock. The Ladder RSUs vest in 10% increments on the dates the Plan administrator certifies the applicable milestone stock prices have been achieved or exceeded, provided that the Former CEO remains employed on the date of certification and such achievement occurs within ten years of the date of the grant. The Company used a Monte Carlo simulation valuation model to determine the fair value of the award as of the Acquisition Date. The following inputs were used in the simulation: grant date stock price of $9.36 per share, annual volatility of 85.0%, risk-free interest rate of 3.3% and dividend yield of 0.0%. For each tranche, a fair value was calculated as well as a derived service period which represents the median number of years it is expected to take for the Ladder RSUs to meet their corresponding milestone stock price excluding the simulation paths that result in the Ladder RSUs not vesting within the 10-year term of the agreement. Each tranche's fair value will be amortized ratably over the respective derived service period. The Company recognized expense related to the Ladder RSUs of approximately $0.1 million and $0.2 million for the three and six months ended June 30, 2023, respectively. Upon separation of the Former CEO from the Company effective April 12, 2024, the Ladder RSUs were terminated and the Company recorded a gain of $0.7 million during the three months ended June 30, 2024.

v3.24.2.u1

Noncontrolling Interests	6 Months Ended
	Jun. 30, 2024
Noncontrolling Interest [Abstract]
Noncontrolling Interests	Noncontrolling Interests The following table summarizes the Company’s noncontrolling interests as of June 30, 2024: Tax Equity Entity Date Class A Member Admitted ORE F4 Holdco, LLC August 2014 Volta Solar Owner II, LLC August 2017 The tax equity entities were structured at inception so that the allocations of income and loss for tax purposes will flip at a future date. The terms of the tax equity entities' operating agreements contain allocations of taxable income (loss), Section 48(a) ITCs and cash distributions that vary over time and adjust between the members on an agreed date (referred to as the flip date). The operating agreements specify either a certain flip date or an internal rate of return ("IRR") flip date. The certain flip date is based on the passage of a fixed period of time as defined in the operating agreements for each entity. The IRR flip date is the date on which the tax equity investor has achieved a contractual rate of return. From inception through the flip date, the Class A members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 99% and the Class B members' allocation of taxable income (loss) and Section 48(a) ITCs is generally 1%. After the related flip date (or, if the tax equity investor has a deficit capital account, typically after such deficit has been eliminated), the Class A members' allocation of taxable income (loss) will typically decrease to 5% (or, in some cases, a higher percentage if required by the tax equity investor) and the Class B members' allocation of taxable income (loss) will increase by an inverse amount. The historical redeemable noncontrolling interests and noncontrolling interests are comprised of Class A units, which represent the tax equity investors' interest in the tax equity entities. Both the Class A members and Class B members may have call options to allow either member to redeem the other member's interest in the tax equity entities upon the occurrence of certain contingent events, such as bankruptcy, dissolution/liquidation and forced divestitures of the tax equity entities. Additionally, the Class B members may have the option to purchase all Class A units, which is typically exercisable at any time during the periods specified under their respective governing documents, and, in regards to the tax equity entities historically classified as redeemable noncontrolling interests, they had the contingent obligation to purchase all Class A units if the Class A members exercise their right to withdraw, which is typically exercisable at any time during the three-month period commencing upon the applicable flip date. The Company had no redeemable noncontrolling interests as of June 30, 2024 and December 31, 2023. Total assets on the unaudited condensed consolidated balance sheets includes $37.4 million as of June 30, 2024 and $38.0 million as of December 31, 2023 of assets held by the Company's VIEs, which can only be used to settle obligations of the VIEs. Total liabilities on the unaudited condensed consolidated balance sheets includes $0.7 million as of June 30, 2024 and $0.8 million as of December 31, 2023 of liabilities that are the obligations of the Company's VIEs.

v3.24.2.u1

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings The Company is periodically involved in legal proceedings and claims arising in the normal course of business, including proceedings relating to intellectual property, employment and other matters. Management believes the outcome of these proceedings will not have a significant adverse effect on the Company’s financial position, operating results, or cash flow. Securities Class Action Proceedings On March 8, 2021, two putative securities class action complaints were filed against the Company, and certain of its current and former officers and directors in the federal district court for the Southern District of New York. Those cases were ultimately consolidated under C.A. No. 1:21-cv-2002, and a lead plaintiff was appointed in June 2021. On July 20, 2021, an amended complaint was filed alleging that certain public statements made by the defendants between October 2, 2020, and March 2, 2021, violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. Following negotiations with a mediator, in September 2023, the Company and the plaintiffs agreed on a settlement in principle in the aggregate amount of $19.5 million (the “Settlement Amount”), and on December 6, 2023, the lead plaintiff and the defendants entered into a stipulation and agreement of settlement requiring the Company to pay the Settlement Amount to resolve the class action litigation and the related legal fees and administration costs. On April 30, 2024, the New York Court approved a final settlement of the Class Action Litigation. The Settlement Amount was offset by approximately $4.5 million of related loss recoveries from the Company’s directors and officers liability insurance policy with third parties, which was paid out in February 2024. The Company paid the $15.0 million net settlement amount to the settlement claims administrator in February 2024. On September 20, 2021, and October 19, 2021, two class action complaints were filed in the Delaware Court of Chancery against certain of the Company’s current officers and directors, and the Company’s sponsor of its special purpose acquisition company merger, Pivotal Investment Holdings II LLC. These actions were consolidated as in re XL Fleet Corp. (Pivotal) Stockholder Litigation, C.A. No. 2021-0808, and an amended complaint was filed on January 31, 2022. The amended complaint alleges various breaches of fiduciary duty against the Company and/or its officers, several allegedly misleading statements made in connection with the merger, and aiding and abetting breaches of fiduciary duty in connection with the negotiation and approval of the December 21, 2020 merger and organization of XL Hybrids, Inc., a Delaware corporation (“Legacy XL”) to become XL Fleet Corp. The Company believes the allegations asserted in both class action complaints are without merit and is vigorously defending the lawsuit. At this time, the Company is unable to estimate potential losses, if any, related to the lawsuit. Shareholder Derivative Actions On June 23, 2022, the Company received a shareholder derivative complaint filed in the U.S. District Court for the District of Massachusetts, captioned Val Kay derivatively on behalf of nominal defendant XL Fleet Corp., against all current directors and former officers and directors, C.A. No. 1:22-cv-10977. The action was filed by a shareholder purportedly on XL Fleet Corp.’s behalf, and raises claims for contribution, as well as claims for breach of fiduciary duty, waste of corporate assets, unjust enrichment, and abuse of control. On December 8, 2023, the parties submitted a joint status report advising the court that they had reached a settlement-in-principle to settle this action, the Reali v. Griffin, et al. action, the Tucci v. Ledecky, et al. action, and a stockholder litigation demand (collectively, the “Derivative Matters”). Plaintiffs filed a motion for preliminary approval of the settlement on March 1, 2024, which is pending a decision from the court. The settlement provides for certain corporate governance enhancements and no monetary payments. There was no agreement as to attorneys’ fees for the Plaintiffs’ attorneys and Plaintiffs filed a petition for attorneys’ fees, which defendants have opposed. At this time, the Company is unable to estimate potential losses, if any, related to the potential fee petition. In March 2023, two shareholder derivative actions were filed in the U.S. District Court for the District of Delaware (the “Delaware Derivative Actions”). One action is captioned Reali v. Griffin, et al., C.A. No. 1:23-cv-00289 and the other action is captioned Tucci v. Ledecky, et al., C.A. 1:23-cv-00322. These actions were consolidated and captioned In re Spruce Power Holding Corporation Shareholder Derivative Litigation, C.A. No. 1:23-cv-00289. As noted above, the consolidated action is part of a settlement agreement that has been filed in the U.S. District Court for the District of Massachusetts. In August 2023, an additional derivative action was filed in the U.S. District Court for the Southern District of New York, captioned Boyce v. Ledecky, et al., C.A. No. 1:23-cv-8591. On March 11, 2024, all defendants filed motions to dismiss the complaint in its entirety, which are pending before the court. The settlement agreement for the Derivative Matters described above contains a release that would apply to claims in this action if the settlement agreement is approved by the U.S. District Court for the District of Massachusetts. On March 22, 2024, Boyce agreed to voluntarily dismiss the lawsuit. On May 1, 2024, the United States District Court for the District of Massachusetts, granted preliminary approval of the settlement of the following shareholder derivative actions: (i) Kay v. Frodl, et al., Case No. 22-cv-10977, pending in the Massachusetts Court; (ii) In re Spruce Power Holding Corp. S'holder Derivative Litig., Case No. 1:23-cv-00289-MN, pending in the United States District Court for the District of Delaware; and (iii) Sham Lakhani, shareholder to a shareholder litigation demand made on the Board of Directors of the Company. The District of Massachusetts approved the proposed settlement on August 8, 2024, but deferred the ruling over the amount of the plaintiffs’ attorneys’ fees until a later date. State Attorney Generals' Investigations The Company has been asked to provide information and documents in response to subpoenas and other requests for information from certain state attorney generals’ offices regarding, among other things, its sales and marketing protocols. The Company has been cooperating with these investigations and intends to continue to do so until they are resolved. At this time, the Company is unable to estimate potential losses, if any, related to these matters. Securities and Exchange Commission Civil Enforcement Action On January 6, 2022, the Company received a subpoena from the Division of Enforcement of the SEC requesting, among other things, information and documents concerning the XL Fleet Corp. business combination with Legacy XL, the Company’s sales pipeline and revenue projections, California Air Resources Board approvals, and other related matters. In June 2023, the SEC proposed an Offer of Settlement for the purpose of resolving the proposed SEC action against the Company. Following negotiations with the SEC staff, in September 2023, the Company reached a settlement with the SEC pursuant to which the Company did not admit or deny the SEC’s allegations regarding the above-referenced issues. In connection with the settlement, in October 2023, the Company (among other things) paid a civil monetary penalty of $11.0 million which, subject to the discretion of the SEC, will be made available to eligible legacy shareholders through a Fair Fund, termed and administered by the SEC. US Bank On February 9, 2023, US Bank, through its affiliate, Firstar Development, LLC (“Firstar”), filed a motion for summary judgment in lieu of a complaint in New York Supreme Court (the trial level in New York) alleging that the Company failed to fulfill its reimbursement obligations under a 2019 tax recapture guaranty agreement between the parties arising from the alleged recapture by the Internal Revenue Service of tax credits taken by Firstar as an investor in the Company’s subsidiary, Ampere Solar Owner I, LLC. On May 23, 2023, the Company reached a settlement agreement with Firstar, as the plaintiff, for $2.3 million whereby the plaintiff discharged all claims filed against the Company. BMZ USA, Inc. On February 11, 2022, BMZ USA Inc. (“BMZ”), a battery manufacturer, sued XL Hybrids for breach of contract, alleging that XL Hybrids failed to timely purchase the full allotment of batteries required under a certain master supply agreement between the parties. In January 2024, BMZ obtained a judgment for $3.9 million against XL Hybrids, Inc. The Company is appealing the ruling while simultaneously pursuing a settlement. The Company currently estimates the potential loss to be approximately $1.2 million, which has been accrued for as of June 30, 2024 (See Note 7. Accrued Expenses and Other Current Liabilities). ITC Recapture Provisions The IRS may disallow and recapture some, or all, of the Investment Tax Credits due to improperly calculated basis after a project was placed in service ("Recapture Event"). If a Recapture Event occurs, Spruce Power is obligated to pay the applicable Class A Member a recapture adjustment, which includes the amounts the Class A Members are required to repay the IRS, including interest and penalties, as well as any third-party legal and accounting fees incurred by the Class A Members in connection to the Recapture Event, as specified in the operating agreements. Such a payment by Spruce Power to the Class A Members are not to be considered a capital contribution to the fund per the operating agreements, nor would it be considered a distribution to the Class A Members. With the exception of the tax matter related to Ampere Solar Owner I noted above, a Recapture Event was not deemed to be probable by the Company, therefore no accrual has been recorded as of June 30, 2024. Plastic Omnium Plastic Omnium is the assignee of the contractual rights of Actia Corp. under a certain battery purchase order between XL Hybrids and Actia Corp. On March 17, 2023, Plastic Omnium sued Legacy XL and the Company for breach of contract, alleging that Legacy XL ordered a total of 1,000 batteries from Plastic Omnium, paid for 455 of those batteries, and then reneged on 545 of those products. While Plastic Omnium admits it never actually delivered the remaining 545 products, it claims it purchased materials to complete the order, and as a result, Legacy XL and the Company are liable for at least approximately $2.5 million. The Company believes the allegations asserted in this action lack substantial merit, and as a result, is vigorously defending the lawsuit. At this time, the Company is unable to estimate potential losses, if any, related to the lawsuit. Master SREC Purchase and Sale Agreement The Company has forward sales agreements, which are related to a certain number of SRECs, to be generated from the Company’s solar energy systems located in Maryland, Massachusetts, Delaware, and New Jersey to be sold at fixed prices over varying terms of up to 20 years. In the event the Company does not deliver such SRECs to the counterparty, the Company could be forced to pay additional penalties and fees as stipulated within the contracts. Guarantees In connection with the acquisition of RPV Holdco 1, LLC, a wholly owned subsidiary of the Company, guaranty agreements were established in May 2020 by and between Spruce Holding Company 1, LLC, Spruce Holding Company 2, LLC, and Spruce Holding Company 3, LLC (“Spruce Guarantors”) and the investor members in the Funds. The Spruce Guarantors entered into guarantees in favor of the tax equity investors wherein they guaranteed the payment and performance of Solar Service Experts, LLC, a wholly owned subsidiary of the Company, under the Spruce Power 2 Maintenance Services Agreement and the Class B Member under the Limited Liability Company Agreement (“LLCA”). These guaranties are subject to a maximum of the aggregate amount of capital contributions made by the Class A Member under the LLCA. Indemnities and Guarantees During the normal course of business, the Company has made certain indemnities and guarantees under which it may be required to make payments in relation to certain transactions. The duration of the Company’s indemnities and guarantees varies, however the majority of these indemnities and guarantees are limited in duration. No liabilities have been recorded for these indemnities and guarantees as of June 30, 2024. Insurance Claims and Recoveries related to Maui Fires In August 2023, a series of wildfires broke out in Hawaii, predominantly on the island of Maui, resulting in real and personal property and natural resource damage, personal injuries and loss of life and widespread power outages. The Company has recorded $0.2 million of receivables as of June 30, 2024 related to the insurance recoveries, with a corresponding entry to gain on asset disposal within the unaudited condensed statements of operations for the three and six months ended June 30, 2024.

v3.24.2.u1

Net Income (Loss) Per Share	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Net Income (Loss) Per Share	Net Income (Loss) Per Share The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the three months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands, except share data) 2024 2023 2024 2023 Numerator: Net income (loss) attributable to stockholders $ (8,578) $ 3,065  $ (11,032) $ (16,330) Denominator: Weighted average shares outstanding, basic 19,271,954  18,611,757  19,187,364  18,460,947  Dilutive effect of stock options and restricted stock units —  1,589,075  —  —  Weighted average shares outstanding, diluted 19,271,954  20,200,832  19,187,364  18,460,947  Net income (loss) attributable to stockholders per share, basic $ (0.45) $ 0.16  $ (0.57) $ (0.88) Net income (loss) attributable to stockholders per share, diluted $ (0.45) $ 0.15  $ (0.57) $ (0.88) For any periods presented with a net loss, potentially dilutive outstanding securities, which include stock options, restricted stock units, and warrants, have been excluded from the computation of diluted net loss per share as their effect would be anti-dilutive for those periods. As such, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share are the same for those periods.

v3.24.2.u1

Discontinued Operations	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	Discontinued Operations In the fourth quarter of 2022, the Company discontinued the operations of its Drivetrain and XL Grid operations. The following table provides supplemental detail of the Company’s discontinued operations contained within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Net income (loss) from discontinued operations: Drivetrain 219  (183) 218  (4,049) Total $ 219  $ (183) $ 218  $ (4,049) XL Grid The following table presents financial results of XL Grid operations: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Revenues $ —  $ —  $ —  $ 149  Operating expenses: Cost of revenues - inventory and other direct costs —  —  —  148  Selling, general, and administrative expenses —  —  —  743  Gain on asset disposal —  —  —  (742) Total operating expenses —  —  —  149  Net loss from discontinued operations $ —  $ —  $ —  $ —  Drivetrain The following table presents financial results of Drivetrain operations: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Revenues $ 16  $ 12  $ 37  $ 20  Operating expenses: Cost of revenues - inventory and other direct costs (122) 168  (100) 29  Gain on asset disposal (81) —  (81) —  Other —  27  —  4,040  Total operating expenses (203) 195  (181) 4,069  Net income (loss) from discontinued operations $ 219  $ (183) $ 218  $ (4,049) The following table presents aggregate carrying amounts of assets and liabilities of discontinued operations contained within the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Assets from discontinued operations: Drivetrain $ —  $ 32  Total assets from discontinued operations $ —  $ 32  Liabilities from discontinued operations: Drivetrain $ 133  $ 170  Total liabilities from discontinued operations $ 133  $ 170

v3.24.2.u1

Subsequent Events	6 Months Ended
	Jun. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events In July 2024, a series of wildfires broke out across the state of California destroying thousands of acres of forest and causing real and personal property damage. The Company is currently assessing the impact of these wildfires on its home solar systems and customer contracts in the area; however, the Company has not been able to validate the extent of the related damages. Management has reviewed events subsequent to June 30, 2024 and prior to the filing of financial statements, and except as referenced within this Form 10-Q, the Company has determined there have been no other events that have occurred that would require adjustments or disclosures within the unaudited condensed consolidated financial statements.

v3.24.2.u1

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of consolidated financial statement presentation	Basis of unaudited condensed consolidated financial statement presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and Article 8 of Regulation S-X. The Company has condensed or omitted certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. As such, these interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s 2023 annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2023. The Company’s interim unaudited condensed consolidated financial statements reflect all normal and recurring adjustments necessary, in its opinion, to state fairly the financial position and results of operations for the reported periods. Amounts reported for interim periods may not be indicative of a full year period due to the Company’s continual growth, seasonal fluctuations in solar energy generation, timing of maintenance and other expenditures, changes in interest expense and other factors. The Company's accompanying unaudited condensed consolidated financial statements include the accounts of its wholly owned subsidiaries and variable interest entities (“VIEs”), for which the Company is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the Company’s current presentation and such reclassifications had no effect on the Company’s previously reported financial position, results of operations, or cash flows. On October 6, 2023, the Company effected a one-for-eight reverse stock split with respect to its issued and outstanding shares of common stock (the “Reverse Stock Split”). Excluding the par value and the number of authorized shares of the Company’s common stock, all share amounts, all per share amounts, and the values of the common stock outstanding and related effect on additional paid in capital included in this Form 10-Q have been retrospectively presented as if the Reverse Stock Split had been effective from the beginning of the earliest period presented.
Use of estimates	Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the balance sheet date, as well as reported amounts of income and expenses during the reporting period. The Company’s most significant estimates and judgments involve (i) deferred income taxes, (ii) warranty reserves, (iii) valuation of stock-based compensation, (iv) valuation of warrant liability, (v) the useful lives of certain assets and liabilities, (vi) the allowance for current expected credit losses and (vii) the valuation of business combinations, including the fair values and useful lives of acquired assets and assumed liabilities, goodwill and the fair value of purchase consideration of asset acquisitions. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates, and such differences could be material to the Company’s financial statements.
Variable interest entities	Variable interest entities The Company consolidates any VIE of which it is the primary beneficiary. The Company formed or acquired VIEs which are partially funded by tax equity investors in order to facilitate the funding and monetization of certain attributes associated with solar energy systems. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity; however, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve controlling voting interests. A variable interest holder is required to consolidate a VIE if that party has the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company does not consolidate a VIE in which it has a majority ownership interest when the Company is not considered the primary beneficiary. The Company evaluates its relationships with the VIEs on an ongoing basis to determine if it is the primary beneficiary. The Company's initial investments in Volta Solar Owner II, LLC and ORE F4 HoldCo, LLC (collectively, the “Funds”) were determined to be VIEs and remained as such as of June 30, 2024.
Cash and cash equivalents	Cash and cash equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents include cash held in banks, money market accounts, and U.S. Treasury securities. Cash equivalents are carried at cost, which approximates fair value due to their short-term nature. The Company’s cash and cash equivalents are placed with high-credit quality financial institutions and issuers, and at times exceed federally insured limits. To date, the Company has not experienced any credit loss relating to its cash and cash equivalents.
Concentration of credit and revenue risk	Concentration of credit and revenue risks Financial instruments which potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. At times, such cash may be in excess of the FDIC limit. At June 30, 2024 and December 31, 2023, the Company had cash in excess of the $250,000 federally insured limit.
Restricted cash	Restricted cash Restricted cash held at June 30, 2024 and December 31, 2023 of $33.6 million and $31.6 million, respectively, primarily consists of cash that is subject to restriction due to provisions in the Company's financing agreements and the operating agreements of the Funds. The carrying amount reported in the unaudited condensed consolidated balance sheets for restricted cash approximates its fair value.
Accounts receivable, net	Accounts receivable, net Accounts receivable primarily represent amounts due from the Company’s customers. Accounts receivable is recorded net of an allowance for expected credit losses, which is determined by the Company’s assessment of the collectability of customer accounts based on the best available data at the time of the assessment. Management reviews the allowance by considering factors such as historical experience, contractual term, aging category and current economic conditions that may affect customers.
Impairment of long-lived assets	Impairment of long-lived assets The Company reviews long-lived assets, including solar energy systems, other property and equipment, and intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. The Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluates the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value.
Impairment of goodwill	Impairment of goodwill Goodwill represents the excess of cost over the fair market value of tangible and intangible assets acquired and liabilities assumed of acquired businesses. Goodwill is not amortized, however it is annually tested for impairment, or more frequently if events or circumstances indicate that the carrying amount of goodwill may be impaired. The Company has historically recorded goodwill in connection with its business acquisitions. The Company performs its annual goodwill impairment assessment on October 1 of each fiscal year, or more frequently if events or circumstances arise which indicate that goodwill may be impaired. An assessment can be performed by first completing a qualitative assessment of the Company’s single reporting unit. The Company can also bypass the qualitative assessment in any period and proceed directly to the quantitative impairment test, and then resume the qualitative assessment in any subsequent period. Qualitative indicators that may trigger the need for annual or interim quantitative impairment testing include, among other things, deterioration in macroeconomic conditions, declining financial performance, deterioration in the operational environment, or an expectation of selling or disposing of a portion of the reporting unit. Additionally, a significant change in business climate, a loss of a significant customer, increased competition, a sustained decrease in share price, or a decrease in estimated fair value below book value may trigger the need for interim impairment testing of goodwill. If the Company believes that, as a result of its qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the quantitative impairment test is required. The quantitative test involves comparing the fair value of the reporting unit with its carrying amount, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recorded as a reduction to goodwill with a corresponding charge to earnings in the period the goodwill is determined to be impaired. The income tax effect associated with an impairment of tax-deductible goodwill is also considered in the measurement of the goodwill impairment. Any goodwill impairment is limited to the total amount of goodwill. The Company evaluates the fair value of the Company’s reporting unit using the market and income approach. Under the market approach, the Company uses multiples of EBITDA or revenues of the comparable guideline public companies by selecting a population of public companies with similar operations and attributes. Using this guideline public company data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The income approach of computing fair value is based on the present value of the expected future economic benefits generated by the asset or business, such as cash flows or profits which will then be compared to its book value.
Contingencies	Contingencies When it is probable that a loss has occurred and the loss amount can be reasonably estimated, the Company records liabilities for loss contingencies. In certain cases, the Company may be covered by one or more corporate insurance policies, resulting in insurance loss recoveries. When such recoveries are in excess of a loss recognized in the Company’s financial statements, the Company recognizes a gain contingency at the earlier of when the gain has been realized or when it is realizable, however when the Company expects recovery of proceeds up to the amount of the loss recognized, a receivable, which offsets the related loss contingency, is recognized when realization of the claim for recovery is determined to be probable.
Fair value measurements	Fair value measurements The fair value of the Company’s financial assets and liabilities reflects Management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. For assets and liabilities measured at fair value on a recurring and nonrecurring basis, a three-level hierarchy of measurements based upon observable and unobservable inputs is used to arrive at fair value. Observable inputs are developed based on market data obtained from independent sources, while unobservable inputs reflect the Company’s assumptions about valuation based on the best information available in the circumstances. Depending on the inputs, the Company classifies each fair value measurement as follows: •Level 1: Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date. •Level 2: Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. •Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy must be determined based on the lowest level input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability being measured. The Company’s financial instruments consist of cash and cash equivalents, restricted cash, accounts receivable, net, accounts payable, accrued expenses and other current liabilities, non-recourse debt, and interest rate swaps. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued expenses and other current liabilities approximates fair value due to the short-term nature of those instruments. See Note 10. Fair Value Measurements for additional information on assets and liabilities measured at fair value.
Revenues	Revenues The Company’s revenue is derived from its home solar energy portfolio and servicing platform, which primarily generates revenue through the sale to homeowners of power generated by the home solar energy systems and the rental of solar equipment by certain homeowners, pursuant to long-term agreements. Pursuant to Accounting Standard Codification 606 (“ASC 606”) defined below, the Company has elected the “right to invoice” practical expedient, and revenues for the performance obligations related to energy generation and servicing revenue are recognized as services are rendered based upon the underlying contractual arrangements. The following table presents the detail of the Company’s revenues as reflected within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 PPA revenues $ 12,320  $ 12,234  $ 19,839  $ 19,361  SLA revenues 6,846  7,025  14,137  14,947  Solar renewable energy credit revenues 1,337  1,662  3,174  3,196  Government incentives 146  72  223  96  Servicing revenues 356  112  356  225  Intangibles amortization, unfavorable solar renewable energy agreements 747  976  1,493  1,419  Other revenues 729  732  1,546  1,664  Total $ 22,481  $ 22,813  $ 40,768  $ 40,908  Energy generation Customers purchase solar energy from the Company under PPAs or SLAs, both defined above. Revenue is recognized from contracts with customers as performance obligations are satisfied at a transaction price reflecting an amount of consideration based upon an estimated rate of return which is expressed as the solar rate per kilowatt hour or a flat rate per month as defined in the customer contracts. •PPA revenues - Under ASC 606, Revenue from Contracts with Customers issued by the Financial Accounting Standards Board (“FASB”), PPA revenue is recognized when generated based upon the amount of electricity delivered as determined by remote monitoring equipment at solar rates specified under the PPAs. •SLA revenues - The Company has SLAs, which do not meet the definition of a lease under ASC 842, Leases, and are accounted for as contracts with customers under ASC 606. Revenue is recognized on a straight-line basis over the contract term as the obligation to provide continuous access to the solar energy system is satisfied. The amount of revenue recognized may not equal customer cash payments due to the performance obligation being satisfied ahead of cash receipt or evenly as continuous access to the solar energy system has been provided. The differences between revenue recognition and cash payments received are reflected as deferred rent assets on the unaudited condensed consolidated balance sheets. Solar renewable energy credit revenues The Company enters contracts with third parties to sell Solar Renewable Energy Credits ("SRECs") generated by the solar energy systems for fixed prices. Certain contracts that meet the definition of a derivative may be exempted as normal purchase or normal sales transactions ("NPNS"). NPNS are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold over a reasonable period in the normal course of business. Certain SREC contracts meet these requirements and are designated as NPNS contracts. Such SRECs are exempted from the derivative accounting and reporting requirements, and the Company recognizes revenues in accordance with ASC 606. The Company recognizes revenue for SRECs based on pricing predetermined within the respective contracts at a point in time when the SRECs are transferred. As SRECs can be sold separate from the actual electricity generated by the renewable-based generation source, the Company accounts for the SRECs it generates from its solar energy systems as governmental incentives and do not consider those SRECs output of the underlying solar energy systems. The Company classifies these SRECs as inventory held until sold and delivered to third parties. As the Company did not incur costs to obtain these governmental incentives, the inventory carrying value for the SRECs was $0 as of June 30, 2024 and December 31, 2023. Deferred revenue Deferred revenue consists of amounts for which the criteria for revenue recognition have not yet been met and includes prepayments received for unfulfilled performance obligations that will be recognized on a straight-line basis over the remaining term of the respective customer agreements. Deferred revenue, in the aggregate, as of June 30, 2024 and December 31, 2023 was $4.6 million and $2.7 million, respectively. The Company recognized revenues of less than $0.1 million related to deferred revenue as of the start of the period during each of the three and six months ended June 30, 2024 and 2023.
Income taxes	Income taxes The Company accounts for income taxes using the asset and liability method under which deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities and net operating loss and tax credit carryforwards. Deferred income taxes are provided for the temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and net operating loss carry-forwards and credits. Deferred tax assets and liabilities are measured using enacted rates in effect for the year in which the differences are expected to be recovered or settled. The effect of changes in tax rates on deferred tax assets and liabilities is recognized in the unaudited condensed consolidated statements of operations in the period in which the enactment rate changes. The ultimate recovery of deferred tax assets is dependent upon the amount and timing of future taxable income and other factors, such as the taxing jurisdiction in which the asset is to be recovered. Deferred tax assets are reduced through the establishment of a valuation allowance if, based on available evidence, it is more likely than not that the deferred tax assets will not be realized. Uncertain tax positions taken or expected to be taken in a tax return are accounted for using the more likely than not threshold for financial statement recognition and measurement. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. For the three and six months ended June 30, 2024 and 2023, there were no uncertain tax positions taken or expected to be taken in the Company’s tax returns. In the normal course of business, the Company is subject to regular audits by U.S. federal and state and local tax authorities. With few exceptions, the Company is no longer subject to federal, state or local tax examinations by tax authorities in its major jurisdictions for tax years prior to 2021. However, net operating loss carryforwards remain subject to examination to the extent they are carried forward and impact a year that is open to examination by tax authorities.
Related parties	Related parties A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, the board of directors, as well as members of their immediate families and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or that has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, (“ASU 2023-09”), which requires enhancements regarding the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company on December 31, 2025. The Company will adopt this ASU as of December 31, 2025 and will prospectively apply its requirements to income tax disclosures presented in the notes to the condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvement to Reportable Segment Disclosures, (“ASU 2023-07”), which requires enhanced disclosures for reportable segments, primarily in relation to significant segment expenses, even in the event an entity has a single reportable segment in accordance with Topic 280. ASU 2023-07 is effective for the Company on December 31, 2024. The Company will adopt this ASU as of December 31, 2024 and will retrospectively apply its requirements to all prior periods based on the significant segment expense categories identified and disclosed in its condensed consolidated financial statements in the period of adoption. The Company is currently evaluating the impact of this standard but does not expect that it will have a material impact on its unaudited condensed consolidated financial statements.

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Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Schedule of reconciliation of cash, cash equivalents, and restricted cash	The following table provides a reconciliation of cash and cash equivalents and restricted cash reflected on the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited condensed consolidated statements of cash flows for the end of the periods: As of (Amounts in thousands) June 30, 2024 June 30, 2023 Cash and cash equivalents $ 116,588  $ 162,749  Restricted cash 33,621  29,361  Total cash, cash equivalents and restricted cash $ 150,209  $ 192,110
Restrictions on cash and cash equivalents	The following table provides a reconciliation of cash and cash equivalents and restricted cash reflected on the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited condensed consolidated statements of cash flows for the end of the periods: As of (Amounts in thousands) June 30, 2024 June 30, 2023 Cash and cash equivalents $ 116,588  $ 162,749  Restricted cash 33,621  29,361  Total cash, cash equivalents and restricted cash $ 150,209  $ 192,110
Changes in financing receivables for accounting standards update	The following table presents the changes in the allowance for credit losses recorded against accounts receivable, net on the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Balance at the beginning of the period $ 1,693  $ 12,164  Impact of ASC 326 adoption —  (1,285) Write-off of uncollectible accounts (1,379) (11,447) Provision recognized upon valuation of assets acquired —  420  Provision for current expected credit losses 819  1,841  Balance at the end of the period $ 1,133  $ 1,693
Disaggregation of revenue	The following table presents the detail of the Company’s revenues as reflected within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 PPA revenues $ 12,320  $ 12,234  $ 19,839  $ 19,361  SLA revenues 6,846  7,025  14,137  14,947  Solar renewable energy credit revenues 1,337  1,662  3,174  3,196  Government incentives 146  72  223  96  Servicing revenues 356  112  356  225  Intangibles amortization, unfavorable solar renewable energy agreements 747  976  1,493  1,419  Other revenues 729  732  1,546  1,664  Total $ 22,481  $ 22,813  $ 40,768  $ 40,908

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Business Combinations (Tables)	6 Months Ended
	Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Schedule of fair values of the assets acquired and liabilities assumed by major class	The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the acquisition of Legacy Spruce Power, as adjusted, during the measurement period: (Amounts in thousands) Initial Purchase Price Allocation Measurement Period Adjustments Updated Purchase Price Allocation Total purchase consideration: Cash, net of cash acquired, and restricted cash $ 32,585  $ —  $ 32,585  Allocation of consideration to assets acquired and liabilities assumed: Accounts receivable, net 10,995  —  10,995  Prepaid expenses and other current assets 6,768  (2,405) 4,363  Solar energy systems 406,298  89,268  495,566  Other property and equipment 337  —  337  Intangible assets —  11,980  11,980  Interest rate swap assets 26,698  —  26,698  Right-of-use asset 3,279  (328) 2,951  Other assets 358  (102) 256  Goodwill 158,636  (129,879) 28,757  Accounts payable (2,620) (22) (2,642) Unfavorable solar renewable energy agreements —  (10,500) (10,500) Accrued expenses (13,061) (241) (13,302) Lease liability (3,382) 42  (3,340) Long-term debt (510,002) 2,772  (507,230) Other liabilities (335) 292  (43) Redeemable noncontrolling interests and noncontrolling interests (51,384) 39,123  (12,261) Total assets acquired and liabilities assumed $ 32,585  $ —  $ 32,585
Schedule of acquired finite-lived intangible assets	The gross intangibles acquired are amortized over their respective estimated useful lives as follows: (Amounts in thousands) Asset Liability Estimated Life (in years) Solar renewable energy agreements $ 340  $ 10,500  3 to 6 Performance based incentives agreements 3,240  —  13 Trade name 8,400  —  30 Total intangibles acquired $ 11,980  $ 10,500

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Property and Equipment, Net (Tables)	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
Property and equipment, schedule of useful lives	Property and equipment consisted of the following as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Solar energy systems $ 511,887  $ 513,526  Less: Accumulated depreciation (41,094) (29,594) Solar energy systems, net $ 470,793  $ 483,932  Equipment $ 157  $ 157  Furniture and fixtures 494  461  Computers and related equipment 334  218  Software 2  8  Leasehold improvements 59  59  Gross other property and equipment 1,046  903  Less: Accumulated depreciation (537) (429) Other property and equipment, net $ 509  $ 474  Property and equipment, net $ 471,302  $ 484,406

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Intangible Assets, net (Tables)	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of acquired finite-lived intangible assets by major class	The following table presents the detail of intangible assets, net as recorded in the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Intangible assets: Solar renewable energy agreements $ 340  $ 340  Performance based incentives agreements 3,240  3,240  Trade name 8,400  8,400  Gross intangible assets 11,980  11,980  Less: Accumulated amortization (2,403) (1,784) Intangible assets, net $ 9,577  $ 10,196
Schedule of finite-lived intangible assets, future amortization expense	As of June 30, 2024, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows: As of June 30, (Amounts in thousands) 2024 Remainder of 2024 $ 621  2025 1,126  2026 1,122  2027 978  2028 878  Thereafter 4,852      Total $ 9,577

v3.24.2.u1

Accrued Expenses and Other Current Liabilities (Tables)	6 Months Ended
	Jun. 30, 2024
Accrued Liabilities and Other Liabilities [Abstract]
Schedule of accrued liabilities	Accrued expenses and other current liabilities consisted of the following as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Accrued interest $ 7,273  $ 8,587  Accrued professional fees 2,029  2,386  Accrued contingencies (See Note 13. Commitments and Contingencies) 1,882  21,300  Accrued compensation and related benefits 4,135  3,237  Accrued expenses, other 2,425  2,293  Accrued operating and maintenance expenses 1,993  2,079  Accrued taxes, stock-based compensation 1,074  752  Accrued expenses and other current liabilities $ 20,811  $ 40,634
Other current liabilities	Accrued expenses and other current liabilities consisted of the following as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Accrued interest $ 7,273  $ 8,587  Accrued professional fees 2,029  2,386  Accrued contingencies (See Note 13. Commitments and Contingencies) 1,882  21,300  Accrued compensation and related benefits 4,135  3,237  Accrued expenses, other 2,425  2,293  Accrued operating and maintenance expenses 1,993  2,079  Accrued taxes, stock-based compensation 1,074  752  Accrued expenses and other current liabilities $ 20,811  $ 40,634

v3.24.2.u1

Long-Term Debt (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of long-term debt	The following table provides a summary of the Company’s debt as of June 30, 2024 and December 31, 2023: As of (Amounts in thousands) Due June 30, 2024 December 31, 2023 SVB Credit Agreement, SP1 Facility (1) April 2026 $ 208,581  $ 214,803  Second SVB Credit Agreement, SP2 Facility (1) May 2027 82,070  85,231  KeyBank Credit Agreement, SP3 Facility (1) November 2027 56,608  58,962  Second KeyBank Credit Agreement (1) April 2030 162,712  162,725  Deutsche Bank Credit Agreement, SP4 Facility August 2025 —  125,000  Barings GPSF Credit Agreement, SET Facility April 2042 130,000  —  Less: Unamortized fair value adjustment (1) (24,755) (27,600) Less: Unamortized deferred financing costs (2,364) (341) Total Non-recourse debt 612,852  618,780  Less: Non-recourse debt, current (28,374) (27,914) Non-recourse debt, non-current $ 584,478  $ 590,866  (1) In connection with the acquisition of Legacy Spruce Power effective September 9, 2022, the Company assumed all non-recourse debt instruments valued at approximately $507.2 million as of that date. In connection with accounting for the business combination, the Company adjusted the carrying value of this non-recourse debt to its fair value as of the Acquisition Date. This fair value adjustment resulted in a reduction of the carrying value of the debt by $35.2 million. This adjustment to fair value is being amortized to interest expense over the life of the related debt instruments using the effective interest method. Amortization expense for the fair value adjustment for the three and six months ended June 30, 2024 were $1.4 million and $2.9 million, respectively, and for the three and six months ended June 30, 2023 were $1.5 million and $2.9 million, respectively.

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Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of fair values private warrants were valued using a black-scholes model	The Company’s private warrants are valued using a Black-Scholes model, pursuant to the inputs provided in the table below: Input June 30, 2024 December 31, 2023 Risk-free rate 4.9  % 4.2  % Remaining term in years 1.48 1.98 Expected volatility 68.6  % 82.0  % Exercise price $ 92.00  $ 92.00  Fair value of common stock $ 3.65  $ 4.42
Schedule of assets and liabilities which are measured at fair value on a recurring basis	The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: Fair Value Measurements as of June 30, 2024 (Amounts in thousands) Level I Level II Level III Total Asset: Interest rate swaps $ —  $ 30,389  $ —  $ 30,389  Money market accounts 112,168  —  —  112,168  Total $ 112,168  $ 30,389  $ —  $ 142,557  Liabilities: Private warrants $ —  $ —  $ 2  $ 2  Total $ —  $ —  $ 2  $ 2  Fair Value Measurements as of December 31, 2023 (Amounts in thousands) Level I Level II Level III Total Asset: Interest rate swaps $ —  $ 27,883  $ —  $ 27,883  Money market accounts 21,475  —  —  21,475  U.S. Treasury securities 108,964  —  —  108,964  Total $ 130,439  $ 27,883  $ —  $ 158,322  Liabilities: Private warrants $ —  $ —  $ 17  $ 17  Total $ —  $ —  $ 17  $ 17
Schedule of roll forward of the company’s level 3 instruments	The following is a roll forward of the Company’s Level 3 liability instruments: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 (Amounts in thousands) Balance at the beginning of the period $ 8  $ 17  Fair value adjustments – warrant liability (6) (15) Balance at the end of the period $ 2  $ 2

v3.24.2.u1

Share-Based Compensation Expense (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of stock option award activity	The Company grants stock options to certain employees that will vest over a period of one to four years. A summary of stock option award activity for the six months ended June 30, 2024 was as follows: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2023 193,156  $ 17.89  5.8 Granted 295,229  3.74  Exercised —  —  Cancelled or forfeited —  —  Outstanding at June 30, 2024 488,385  $ 9.34  8.0 Exercisable at June 30, 2024 192,227  $ 17.67  5.3 A summary of stock option award activity for the six months ended June 30, 2023 was as follows: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2022 761,408  $ 11.12  2.7 Granted —  —  Exercised (246,847) 1.92  Cancelled or forfeited (79,797) 51.52  Outstanding at June 30, 2023 434,764  $ 9.12  3.2 Exercisable at June 30, 2023 427,787  $ 8.80  3.2
Schedule of fair value of restricted stock awards	Restricted stock units activity during the six months ended June 30, 2024 was as follows: Number of Shares Weighted Average Grant Date Fair Value Per Share Non-vested, at December 31, 2023 1,102,095  $ 7.74  Granted 1,629,335  3.58  Vested (264,664) 6.22  Cancelled or forfeited (520,226) 5.08  Non-vested, at June 30, 2024 1,946,540  $ 5.18  Restricted stock units activity during the six months ended June 30, 2023 was as follows: Number of Shares Weighted Average Grant Date Fair Value Per Share Non-vested, at December 31, 2022 1,229,089  $ 10.40  Granted 653,425  6.48  Vested (448,418) 12.56  Cancelled or forfeited (203,116) 11.04  Non-vested, at June 30, 2023 1,230,980  $ 8.00

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Noncontrolling Interests (Tables)	6 Months Ended
	Jun. 30, 2024
Noncontrolling Interest [Abstract]
Summary of noncontrolling interests	The following table summarizes the Company’s noncontrolling interests as of June 30, 2024: Tax Equity Entity Date Class A Member Admitted ORE F4 Holdco, LLC August 2014 Volta Solar Owner II, LLC August 2017

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Net Income (Loss) Per Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of numerator and denominator used to calculate basic earnings per share and diluted earnings per share	The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the three months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands, except share data) 2024 2023 2024 2023 Numerator: Net income (loss) attributable to stockholders $ (8,578) $ 3,065  $ (11,032) $ (16,330) Denominator: Weighted average shares outstanding, basic 19,271,954  18,611,757  19,187,364  18,460,947  Dilutive effect of stock options and restricted stock units —  1,589,075  —  —  Weighted average shares outstanding, diluted 19,271,954  20,200,832  19,187,364  18,460,947  Net income (loss) attributable to stockholders per share, basic $ (0.45) $ 0.16  $ (0.57) $ (0.88) Net income (loss) attributable to stockholders per share, diluted $ (0.45) $ 0.15  $ (0.57) $ (0.88)

v3.24.2.u1

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Schedule of financial information regarding discontinued operations	The following table provides supplemental detail of the Company’s discontinued operations contained within the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Net income (loss) from discontinued operations: Drivetrain 219  (183) 218  (4,049) Total $ 219  $ (183) $ 218  $ (4,049) XL Grid The following table presents financial results of XL Grid operations: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Revenues $ —  $ —  $ —  $ 149  Operating expenses: Cost of revenues - inventory and other direct costs —  —  —  148  Selling, general, and administrative expenses —  —  —  743  Gain on asset disposal —  —  —  (742) Total operating expenses —  —  —  149  Net loss from discontinued operations $ —  $ —  $ —  $ —  Drivetrain The following table presents financial results of Drivetrain operations: Three Months Ended June 30, Six Months Ended June 30, (Amounts in thousands) 2024 2023 2024 2023 Revenues $ 16  $ 12  $ 37  $ 20  Operating expenses: Cost of revenues - inventory and other direct costs (122) 168  (100) 29  Gain on asset disposal (81) —  (81) —  Other —  27  —  4,040  Total operating expenses (203) 195  (181) 4,069  Net income (loss) from discontinued operations $ 219  $ (183) $ 218  $ (4,049) The following table presents aggregate carrying amounts of assets and liabilities of discontinued operations contained within the unaudited condensed consolidated balance sheets: As of (Amounts in thousands) June 30, 2024 December 31, 2023 Assets from discontinued operations: Drivetrain $ —  $ 32  Total assets from discontinued operations $ —  $ 32  Liabilities from discontinued operations: Drivetrain $ 133  $ 170  Total liabilities from discontinued operations $ 133  $ 170

v3.24.2.u1

Organization and Description of Business (Details) contract in Thousands	6 Months Ended
	Jun. 30, 2024 contract
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of home solar assets and contracts	75

v3.24.2.u1

Summary of Significant Accounting Policies - Narrative (Details)		3 Months Ended		6 Months Ended
	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Concentration Risk [Line Items]
Restricted cash	$ 29,361,000	$ 33,621,000	$ 29,361,000	$ 33,621,000	$ 29,361,000	$ 31,600,000
Impairment of long-lived assets		0		0
Goodwill, impairment loss		0		0
Deferred revenue		4,600,000		4,600,000		2,700,000
Deferred revenue recognized (less than)		100,000	100,000	100,000	100,000
Income tax expense (benefit)		$ 0	$ 0	$ 0	$ 0
Effective income tax rate		0.00%	0.00%	0.00%	0.00%
Stock split, conversion ratio	0.125
Cash and cash equivalents	$ 162,749,000	$ 116,588,000	$ 162,749,000	$ 116,588,000	$ 162,749,000	141,354,000
Solar Renewable Energy Certificates
Concentration Risk [Line Items]
Inventory, net		$ 0		$ 0		$ 0

v3.24.2.u1

Summary of Significant Accounting Policies - Schedule of reconciliation of cash, cash equivalents, and restricted cash (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023
Accounting Policies [Abstract]
Cash and cash equivalents	$ 116,588	$ 141,354	$ 162,749
Restricted cash	33,621	$ 31,600	29,361
Total cash, cash equivalents and restricted cash	$ 150,209		$ 192,110

v3.24.2.u1

Summary of Significant Accounting Policies - Changes in allowance for credit losses for accounting standards update (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance at the beginning of the period	$ 1,693	$ 12,164	$ 12,164
Write-off of uncollectible accounts	(1,379)		(11,447)
Provision recognized upon valuation of assets acquired	0		420
Bad debt expense	819	1,104	1,841
Balance at the end of the period	1,133		1,693
Impact of ASC 326 adoption
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance at the beginning of the period	$ 0	$ (1,285)	(1,285)
Balance at the end of the period			$ 0

v3.24.2.u1

Summary of Significant Accounting Policies - Schedule of disaggregation of revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of Revenue [Line Items]
Revenues	$ 22,481	$ 22,813	$ 40,768	$ 40,908
PPA revenues
Disaggregation of Revenue [Line Items]
Revenues	12,320	12,234	19,839	19,361
SLA revenues
Disaggregation of Revenue [Line Items]
Revenues	6,846	7,025	14,137	14,947
Solar renewable energy credit revenues
Disaggregation of Revenue [Line Items]
Revenues	1,337	1,662	3,174	3,196
Government incentives
Disaggregation of Revenue [Line Items]
Revenues	146	72	223	96
Servicing revenues
Disaggregation of Revenue [Line Items]
Revenues	356	112	356	225
Intangibles amortization, unfavorable solar renewable energy agreements
Disaggregation of Revenue [Line Items]
Revenues	747	976	1,493	1,419
Other revenues
Disaggregation of Revenue [Line Items]
Revenues	$ 729	$ 732	$ 1,546	$ 1,664

v3.24.2.u1

Business Combinations - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended	6 Months Ended
	Sep. 09, 2022	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Business Combination, Separately Recognized Transactions [Line Items]
Cash paid for acquisitions, net of cash acquired			$ 0	$ 23,360
Noncontrolling interest, fair value adjustment		$ (5,500)
Redeemable noncontrolling interest, fair value adjustment		200
Adjustment to additional paid in capital		$ (1,800)
Ampere Solar Owner IV, LLC, ORE F5A HoldCo, LLC, ORE F6 HoldCo, LLC, RPV Fund 11 LLC, RPV Fund 13 LLC, Sunserve Residential Solar I, LLC and Level Solar Fund III, LLC
Business Combination, Separately Recognized Transactions [Line Items]
Ownership interest, percentage		100.00%
Legacy Spruce Power
Business Combination, Separately Recognized Transactions [Line Items]
Cash paid for acquisitions, net of cash acquired	$ 32,600
Payment to acquire business, gross	61,800
Cash acquired from acquisition	29,200
Spruce Power
Business Combination, Separately Recognized Transactions [Line Items]
Cash paid for acquisitions, net of cash acquired	$ 32,585
Estimated Life (in years)	16 years
Spruce Power | Sales
Business Combination, Separately Recognized Transactions [Line Items]
Effect of adjustments due to change in provisional amounts		$ 400
Effect of adjustments related to prior periods due to change in provisional amounts		500
Spruce Power | Other revenues
Business Combination, Separately Recognized Transactions [Line Items]
Effect of adjustments due to change in provisional amounts		400
Effect of adjustments related to prior periods due to change in provisional amounts		300
Spruce Power | Depreciation
Business Combination, Separately Recognized Transactions [Line Items]
Effect of adjustments due to change in provisional amounts		1,900
Effect of adjustments related to prior periods due to change in provisional amounts		$ 900

v3.24.2.u1

Business Combinations - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands		6 Months Ended		12 Months Ended
	Sep. 09, 2022	Jun. 30, 2024	Jun. 30, 2023	Sep. 08, 2023	Dec. 31, 2023
Total purchase consideration:
Cash, net of cash acquired, and restricted cash		$ 0	$ 23,360
Allocation of consideration to assets acquired and liabilities assumed:
Goodwill		$ 28,757			$ 28,757
Spruce Power
Total purchase consideration:
Cash, net of cash acquired, and restricted cash	$ 32,585
Allocation of consideration to assets acquired and liabilities assumed:
Accounts receivable, net	10,995
Prepaid expenses and other current assets	4,363
Solar energy systems	495,566
Other property and equipment	337
Intangible assets	11,980
Interest rate swap assets	26,698
Right-of-use asset	2,951
Other assets	256
Goodwill	28,757
Accounts payable	(2,642)
Unfavorable solar renewable energy agreements	(10,500)
Accrued expenses	(13,302)
Lease liability	(3,340)
Long-term debt	(507,230)
Other liabilities	(43)
Redeemable noncontrolling interests and noncontrolling interests	(12,261)
Total assets acquired and liabilities assumed	32,585
Measurement Period Adjustments
Prepaid expenses and other current assets				$ (2,405)
Solar energy systems				89,268
Intangible assets				11,980
Right-of-use asset				(328)
Other assets				(102)
Goodwill				(129,879)
Accounts payable				(22)
Unfavorable solar renewable energy agreements				(10,500)
Accrued expenses				(241)
Lease liability				42
Long-term debt				2,772
Other liabilities				292
Redeemable noncontrolling interests and noncontrolling interests				39,123
Total assets acquired and liabilities assumed				$ 0
Spruce Power | Previously Reported
Total purchase consideration:
Cash, net of cash acquired, and restricted cash	32,585
Allocation of consideration to assets acquired and liabilities assumed:
Accounts receivable, net	10,995
Prepaid expenses and other current assets	6,768
Solar energy systems	406,298
Other property and equipment	337
Intangible assets	0
Interest rate swap assets	26,698
Right-of-use asset	3,279
Other assets	358
Goodwill	158,636
Accounts payable	(2,620)
Unfavorable solar renewable energy agreements	0
Accrued expenses	(13,061)
Lease liability	(3,382)
Long-term debt	(510,002)
Other liabilities	(335)
Redeemable noncontrolling interests and noncontrolling interests	(51,384)
Total assets acquired and liabilities assumed	$ 32,585

v3.24.2.u1

Business Combinations - Schedule of Acquired Finite-Lived Intangible Assets (Details) $ in Thousands	Sep. 09, 2022 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Asset	$ 11,980
Liability	$ 10,500
Solar renewable energy agreements | Minimum
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated Life (in years)	3 years
Solar renewable energy agreements | Maximum
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated Life (in years)	6 years
Spruce Power
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated Life (in years)	16 years
Spruce Power | Solar renewable energy agreements
Acquired Finite-Lived Intangible Assets [Line Items]
Asset	$ 340
Liability	10,500
Spruce Power | Performance based incentives agreements
Acquired Finite-Lived Intangible Assets [Line Items]
Asset	3,240
Liability	$ 0
Estimated Life (in years)	13 years
Spruce Power | Trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Asset	$ 8,400
Liability	$ 0
Estimated Life (in years)	30 years

v3.24.2.u1

Acquisitions (Details) $ in Thousands	Mar. 23, 2023 USD ($) lease	Jun. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Asset Acquisition [Line Items]
Investments under SEMTH master lease agreement		$ 141,078	$ 143,095
SS Holdings 2017 and subsidiaries (SMETH)
Asset Acquisition [Line Items]
Term of use rights to customer payment stream	20 years
Number of customers | lease	22,500
Payment to acquire use rights	$ 23,000
Senior indebtedness assumed	125,000
Investments under SEMTH master lease agreement	$ 146,900

v3.24.2.u1

Property and Equipment, Net - Schedule of Property And Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, net	$ 471,302	$ 484,406
Gross other property and equipment	1,046	903
Less: Accumulated depreciation	(537)	(429)
Other property and equipment, net	509	474
Solar energy systems
Property, Plant and Equipment [Line Items]
Solar energy systems	511,887	513,526
Less: Accumulated depreciation	(41,094)	(29,594)
Property and equipment, net	470,793	483,932
Equipment
Property, Plant and Equipment [Line Items]
Gross other property and equipment	157	157
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Gross other property and equipment	494	461
Computers and related equipment
Property, Plant and Equipment [Line Items]
Gross other property and equipment	334	218
Software
Property, Plant and Equipment [Line Items]
Gross other property and equipment	2	8
Leasehold improvements
Property, Plant and Equipment [Line Items]
Gross other property and equipment	$ 59	$ 59

v3.24.2.u1

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Energy Equipment
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 5.7	$ 5.6	$ 11.4	$ 11.6
Property and equipment, net
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 0.1	$ 0.1	$ 0.1	$ 0.1

v3.24.2.u1

Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets:	$ 11,980	$ 11,980
Less: Accumulated amortization	(2,403)	(1,784)
Intangible assets, net	9,577	10,196
Solar renewable energy agreements
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets:	340	340
Performance based incentives agreements
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets:	3,240	3,240
Trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets:	$ 8,400	$ 8,400

v3.24.2.u1

Intangible Assets, Net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 300	$ 300	$ 600	$ 400

v3.24.2.u1

Intangible Assets, Net - Schedule of Estimated Future Intangible Amortization Expense (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2024	$ 621
2025	1,126
2026	1,122
2027	978
2028	878
Thereafter	4,852
Intangible assets, net	$ 9,577	$ 10,196

v3.24.2.u1

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Accrued Liabilities and Other Liabilities [Abstract]
Accrued interest	$ 7,273	$ 8,587
Accrued professional fees	2,029	2,386
Accrued contingencies (See Note 13. Commitments and Contingencies)	1,882	21,300
Accrued compensation and related benefits	4,135	3,237
Accrued expenses, other	2,425	2,293
Accrued operating and maintenance expenses	1,993	2,079
Accrued taxes, stock-based compensation	1,074	752
Accrued expenses and other current liabilities	$ 20,811	$ 40,634

v3.24.2.u1

Non-Recourse Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Sep. 09, 2022
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount (Premium), Net	$ (24,755)		$ (24,755)		$ (27,600)
Less: Unamortized deferred financing costs	(2,364)		(2,364)		(341)
Total Non-recourse debt	612,852		612,852		618,780
Less: Non-recourse debt, current	(28,374)		(28,374)		(27,914)
Non-recourse debt, non-current, net	584,478		584,478		590,866
Legacy Spruce Power
Debt Instrument [Line Items]
Long-term debt						$ 507,200
Fair value of long-term debt						$ 35,200
Fair value adjustment of amortization of long-term debt	1,400	$ 1,500	2,900	$ 2,900
A&R SVB Credit Agreement
Debt Instrument [Line Items]
Long-term debt	208,581		208,581		214,803
Second SBV Credit Agreement
Debt Instrument [Line Items]
Long-term debt	82,070		82,070		85,231
KeyBank Credit Agreement
Debt Instrument [Line Items]
Long-term debt	56,608		56,608		58,962
A&R Second KeyBank Credit Agreement
Debt Instrument [Line Items]
Long-term debt	162,712		162,712		162,725
Deutsche Bank Credit Agreement, SP4 Facility
Debt Instrument [Line Items]
Long-term debt	0		0		125,000
Barings GPSF LLC Credit Agreement
Debt Instrument [Line Items]
Long-term debt	$ 130,000		$ 130,000		$ 0

v3.24.2.u1

Non-Recourse Debt - Narrative (Details) $ in Millions	Jun. 26, 2024 USD ($)
Barings GPSF LLC Credit Agreement
Debt Instrument [Line Items]
Principal balance	$ 130.0
Debt issuance costs, gross	$ 2.1
Interest rate	6.889%
Deutsche Bank Credit Agreement, SP4 Facility
Debt Instrument [Line Items]
Extinguishment of debt, amount	$ 125.0

v3.24.2.u1

Interest Rate Swaps (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Derivative [Line Items]
Percent of floating rate term loans covered	98.00%		98.00%
Change in fair value of interest rate swaps	$ (3,234)	$ 9,190	$ 3,175	$ 3,602
Interest rate swaps | Interest Expense
Derivative [Line Items]
Gain (loss) on sale of derivatives	3,600		3,600
Interest rate swaps | Other Operating Income (Expense)
Derivative [Line Items]
Change in fair value of interest rate swaps	(3,200)	9,200	3,200	3,600
Interest rate swaps | Interest Expense
Derivative [Line Items]
Change in fair value of interest rate swaps	$ 7,000	$ 3,500	$ 10,800	$ 6,000

v3.24.2.u1

Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Long-term debt, fair value	$ 626.1	$ 628.2

v3.24.2.u1

Fair Value Measurements - Schedule of fair values private warrants were valued using a Black-Scholes model (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2024 $ / shares	Dec. 31, 2023 $ / shares
Risk-free rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input, risk-free interest rate, expected volatility	0.049	0.042
Remaining term in years
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Remaining term in years	1 year 5 months 23 days	1 year 11 months 23 days
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input, risk-free interest rate, expected volatility	0.686	0.820
Exercise price (in dollars per share)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input, risk-free interest rate, expected volatility	92.00	92.00
Fair value of common stock (in dollars per share)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input, risk-free interest rate, expected volatility	3.65	4.42

v3.24.2.u1

Fair Value Measurements - Schedule of assets and liabilities which are measured at fair value on a recurring basis (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Assets
Total	$ 142,557	$ 158,322
Liabilities:
Warrant liabilities	2	17
Total	2	17
Money market accounts
Assets
Cash and cash equivalents, fair value disclosure	112,168	21,475
U.S. Treasury securities
Assets
Cash and cash equivalents, fair value disclosure		108,964
Interest rate swaps
Assets
Interest rate swaps	30,389	27,883
Level I
Assets
Total	112,168	130,439
Liabilities:
Warrant liabilities	0	0
Total	0	0
Level I | Money market accounts
Assets
Cash and cash equivalents, fair value disclosure	112,168	21,475
Level I | U.S. Treasury securities
Assets
Cash and cash equivalents, fair value disclosure		108,964
Level I | Interest rate swaps
Assets
Interest rate swaps	0	0
Level II
Assets
Total	30,389	27,883
Liabilities:
Warrant liabilities	0	0
Total	0	0
Level II | Money market accounts
Assets
Cash and cash equivalents, fair value disclosure	0	0
Level II | U.S. Treasury securities
Assets
Cash and cash equivalents, fair value disclosure		0
Level II | Interest rate swaps
Assets
Interest rate swaps	30,389	27,883
Level III
Assets
Total	0	0
Liabilities:
Warrant liabilities	2	17
Total	2	17
Level III | Money market accounts
Assets
Cash and cash equivalents, fair value disclosure	0	0
Level III | U.S. Treasury securities
Assets
Cash and cash equivalents, fair value disclosure		0
Level III | Interest rate swaps
Assets
Interest rate swaps	$ 0	$ 0

v3.24.2.u1

Fair Value Measurements - Schedule of roll forward of the Company's Level 3 instruments (Details) - Level III - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 8	$ 17
Fair value adjustments – warrant liability	(6)	(15)
Ending balance	$ 2	$ 2

v3.24.2.u1

Share-Based Compensation Expense - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions			3 Months Ended		6 Months Ended
	Apr. 12, 2024	Sep. 09, 2022	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-Based Compensation Expense (Details) [Line Items]
Share-based compensation expense (benefit)			$ 0.5	$ 0.8	$ 1.4	$ 1.6
Unrecognized compensation cost			$ 8.6		8.6
Period of recognition for share-based compensation expense			3 years 2 months 12 days
Aggregate intrinsic value of stock options outstanding			$ 0.4		$ 0.4
Granted (in shares)					295,229	0
Chief Executive Officer
Share-Based Compensation Expense (Details) [Line Items]
Share-based compensation expense (benefit)			$ 0.5		$ 0.5
Granted (in shares)			295,229		295,229
Restricted Stock Units
Share-Based Compensation Expense (Details) [Line Items]
Granted (in shares)					1,629,335	653,425
Vested (in shares)					264,664	448,418
Cancelled or forfeited (in shares)					520,226	203,116
Restricted Stock Units | Director
Share-Based Compensation Expense (Details) [Line Items]
Vesting period					4 years
Restricted Stock Units | Chief Executive Officer
Share-Based Compensation Expense (Details) [Line Items]
Granted (in shares)			88,636		88,636
Vested (in shares)	97,994
Cancelled or forfeited (in shares)	244,267
Ladder RSUs
Share-Based Compensation Expense (Details) [Line Items]
Share-based compensation expense (benefit)				$ 0.1		$ 0.2
Expiration period of grant		10 years
Grant date stock price (in dollars per share)		$ 9.36
Expected volatility		85.00%
Risk free interest rate		3.30%
Expected dividend rate		0.00%
Ladder RSUs | Chief Executive Officer
Share-Based Compensation Expense (Details) [Line Items]
Share-based compensation expense (benefit)			$ (0.7)
Granted (in shares)		208,333
Percentage vesting in increments certified by Plan administrator		10.00%
Expiration period of grant		10 years
Minimum | Share-Based Payment Arrangement, Option
Share-Based Compensation Expense (Details) [Line Items]
Vesting period					1 year
Maximum | Share-Based Payment Arrangement, Option
Share-Based Compensation Expense (Details) [Line Items]
Vesting period					4 years

v3.24.2.u1

Share-Based Compensation Expense - Schedule of stock option award activity (Details) - $ / shares	3 Months Ended	6 Months Ended		12 Months Ended
	Dec. 31, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Shares
Outstanding, beginning balance (in shares)		193,156	761,408	761,408
Granted (in shares)		295,229	0
Exercised (in shares)		0	(246,847)
Cancelled or forfeited (in shares)		0	(79,797)
Outstanding, ending balance (in shares)	761,408	488,385	434,764	193,156
Exercisable (in shares)		192,227	427,787
Weighted Average Exercise Price
Outstanding, beginning balance (in usd per share)		$ 17.89	$ 11.12	$ 11.12
Granted (in usd per share)		3.74	0
Exercised (in usd per share)		0	1.92
Cancelled or forfeited (in usd per share)		0	51.52
Outstanding, ending balance (in usd per share)	$ 11.12	9.34	9.12	$ 17.89
Exercisable (in usd per share)		$ 17.67	$ 8.80
Weighted Average Remaining Contractual Term
Outstanding	2 years 8 months 12 days	8 years	3 years 2 months 12 days	5 years 9 months 18 days
Exercisable		5 years 3 months 18 days	3 years 2 months 12 days

v3.24.2.u1

Share-Based Compensation Expense - Schedule of restricted stock awards and restricted stock units (Details) - Restricted Stock Units - $ / shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Number of Shares
Non-vested, beginning of period (in shares)	1,102,095	1,229,089
Granted (in shares)	1,629,335	653,425
Vested (in shares)	264,664	448,418
Cancelled or forfeited (in shares)	520,226	203,116
Non-vested, end of period (in shares)	1,946,540	1,230,980
Weighted Average Grant Date Fair Value Per Share
Non-vested, beginning of period (in dollars per share)	$ 7.74	$ 10.40
Granted (in dollars per share)	3.58	6.48
Vested (in dollars per share)	6.22	12.56
Cancelled or forfeited (in dollars per share)	5.08	11.04
Non-vested, ending of period (in dollars per share)	$ 5.18	$ 8.00

v3.24.2.u1

Noncontrolling Interests (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Noncontrolling Interest [Line Items]
Contingent obligation threshold period	3 months
Redeemable noncontrolling interest, equity, carrying amount	$ 0	$ 0
Assets	858,434,000	895,021,000
Liabilities	653,871,000	680,352,000
Variable Interest Entity, Not Primary Beneficiary
Noncontrolling Interest [Line Items]
Assets	37,400,000	38,000,000.0
Liabilities	$ 700,000	$ 800,000
Common Class A
Noncontrolling Interest [Line Items]
Allocation percentage of taxable income from inception to flip date	99.00%
Allocation percentage of taxable income after flip date	5.00%
Common Class B
Noncontrolling Interest [Line Items]
Allocation percentage of taxable income from inception to flip date	1.00%

v3.24.2.u1

Commitment and Contingencies - Legal proceedings (Details) $ in Millions				1 Months Ended
	Nov. 09, 2023 USD ($)	May 23, 2023 USD ($)	Mar. 17, 2023 USD ($) battery	Feb. 29, 2024 USD ($)	Jan. 31, 2024 USD ($)	Oct. 31, 2023 USD ($)	Jun. 30, 2024 USD ($)	Mar. 31, 2023 legalAction	Oct. 19, 2021 complaint	Mar. 08, 2021 complaint
Other Commitments [Line Items]
Gain (loss) related to litigation settlement		$ (2.3)
Damages paid, value						$ 11.0
Plastic Omnium
Other Commitments [Line Items]
Damages sought, value			$ 2.5
Batteries ordered | battery			1,000
Batteries paid | battery			455
Batteries reneged | battery			545
Batteries never delivered | battery			545
Shareholder Derivative Actions
Other Commitments [Line Items]
Number of class action complaints filed | legalAction								2
BMZ USA INC.
Other Commitments [Line Items]
Damages sought, value					$ 3.9
Loss contingency accrual							$ 1.2
New York
Other Commitments [Line Items]
Number of class action complaints filed | complaint										2
Gain (loss) related to litigation settlement	$ (19.5)
Estimated insurance recoveries	$ 4.5
Damages paid, value				$ 15.0
Delaware
Other Commitments [Line Items]
Number of class action complaints filed | complaint									2

v3.24.2.u1

Commitment and Contingencies - Master SREC purchase and sale agreement (Details)	6 Months Ended
	Jun. 30, 2024
Legacy Spruce Power | Maximum
Other Commitments [Line Items]
Sale of SERCs, term of certificates (up to)	20 years

v3.24.2.u1

Commitment and Contingencies - Insurance Claims and Recoveries related to Maui Fires (Details) - Fire $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2024 USD ($)
Other Commitments [Line Items]
Insurance settlements receivable, current	$ 0.2	$ 0.2
Insured event, gain (loss)	$ 0.2	$ 0.2

v3.24.2.u1

Net Income (Loss) Per Share (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Numerator:
Net income (loss) attributable to stockholders	$ (8,578,000)	$ 3,065,000	$ (11,032,000)	$ (16,330,000)
Denominator:
Weighted average shares outstanding, basic (in shares)	19,271,954	18,611,757	19,187,364	18,460,947
Dilutive effect of options, and restricted stock units (in shares)	$ 0	$ 1,589,075	$ 0	$ 0
Weighted average shares outstanding, diluted (in shares)	19,271,954	20,200,832	19,187,364	18,460,947
Net income (loss) attributable to stockholders per share, basic (in dollars per share)	$ (0.45)	$ 0.16	$ (0.57)	$ (0.88)
Net income (loss) attributable to stockholders per share, diluted (in dollars per share)	$ (0.45)	$ 0.15	$ (0.57)	$ (0.88)

v3.24.2.u1

Discontinued Operations - Summary of net loss from discontinued operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net income (loss) from discontinued operations:	$ 219	$ (183)	$ 218	$ (4,049)
Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net income (loss) from discontinued operations:	219	(183)	218	(4,049)
Discontinued Operations | Drivetrain
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net income (loss) from discontinued operations:	$ 219	$ (183)	$ 218	$ (4,049)

v3.24.2.u1

Discontinued Operations - Net income (loss) from discontinued operation by discontinued operation (Details) - Discontinued Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
XL Grid
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues	$ 0	$ 0	$ 0	$ 149
Operating expenses:
Cost of revenues - inventory and other direct costs	0	0	0	148
Selling, general, and administrative expenses	0	0	0	743
Gain on asset disposal	0	0	0	(742)
Total operating expenses	0	0	0	149
Net income (loss) from discontinued operations	0	0	0	0
Drivetrain
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues	16	12	37	20
Operating expenses:
Cost of revenues - inventory and other direct costs	(122)	168	(100)	29
Gain on asset disposal	(81)	0	(81)	0
Other	0	27	0	4,040
Total operating expenses	(203)	195	(181)	4,069
Net income (loss) from discontinued operations	$ 219	$ (183)	$ 218	$ (4,049)

v3.24.2.u1

Discontinued Operations - Schedule of Assets and Liabilities of Discontinued Operations (Details) - Discontinued Operations - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Assets from discontinued operations:
Total assets from discontinued operations	$ 0	$ 32
Liabilities from discontinued operations:
Total liabilities from discontinued operations	133	170
Drivetrain
Assets from discontinued operations:
Total assets from discontinued operations	0	32
Liabilities from discontinued operations:
Total liabilities from discontinued operations	$ 133	$ 170

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