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8-K - FORM 8-K - SUNPOWER CORPspwr103020138-k.htm


Exhibit 99.1

FOR IMMEDIATE RELEASE

Contacts:

Investors
Bob Okunski
408-240-5447
Bob.Okunski@sunpowercorp.com

Media
Helen Kendrick
408-240-5585
Helen.Kendrick@sunpowercorp.com



SunPower Reports Third-Quarter 2013 Results

Q3 2013 GAAP Revenue of $657 Million, Non-GAAP Revenue of $619 Million
Q3 2013 GAAP Earnings per Share of $0.73, Non-GAAP Earnings per Share of $0.44
Company to Expand Manufacturing Capacity

SAN JOSE, Calif., Oct 30, 2013 – SunPower Corp. (NASDAQ: SPWR) today announced financial results for its 2013 third quarter ended September 29, 2013.

($ Millions, except per-share data)
3rd Quarter 2013
2nd Quarter 2013
3rd Quarter 2012
GAAP revenue (1)
$657.1
$576.5
$648.9
GAAP gross margin
29.4%
18.7%
12.4%
GAAP net income (loss) (2)
$108.4
$19.6
$(48.5)
GAAP net income (loss) per diluted share (2)
$0.73
$0.15
$(0.41)
Non-GAAP gross margin (3)
19.1%
19.5%
14.1%
Non-GAAP net income per diluted share (3)
$0.44
$0.48
$0.03
Megawatts produced
313
296
227

(1)
GAAP revenue includes (excludes) $37.7 million, $(73.5) million and $42.3 million for the third quarter of fiscal 2013, second quarter of fiscal 2013, and the third quarter of fiscal 2012, respectively, in revenue primarily related to utility and power plant projects. See details in the non-GAAP measures disclosure included in this press release.
(2)
GAAP results include approximately $53.1 million, $(39.7) million and $(47.5) million for the third quarter of fiscal 2013, second quarter of fiscal 2013, and the third quarter of fiscal 2012, respectively, in net, pre-tax benefits (charges) and adjustments excluded from non-GAAP results. See details in the non-GAAP measures disclosure included in this press release.
(3)
A reconciliation of GAAP to non-GAAP results is included at the end of this press release.

"SunPower's third-quarter results reflect strong execution of our diversified downstream strategy, as global demand for our high efficiency systems in both our power plant and distributed generation channels remains robust," said Tom Werner, SunPower president and CEO. "Operationally, we beat our cost reduction goals for the quarter while improving overall equipment effectiveness and average solar cell conversion efficiency. Due to strong demand for our unique, cost effective, high efficiency products, we have made the strategic decision to expand our solar cell manufacturing capacity by more than 25 percent. SunPower's planned 350-megawatts (MW) expansion will produce our next generation, step-reduced cell technology with initial silicon starting in early 2015. This will bring our total cell capacity to more than 1.8-gigawatts (GW) when fully ramped.

"Regionally, our North American business once again drove our performance, as construction of the 579-MW Solar Star projects for MidAmerican Solar remains on plan and we expect to start commercial operation of the California Valley Solar Ranch (CVSR) in the near future. We continue to see significant demand in our residential lease business and recently signed an additional $155 million in new lease capacity financing to fund our growth. With this new financing, our total lease capacity





to date now exceeds $850 million. Additionally, we expanded our solar loan program during the quarter by signing an agreement with Digital Federal Credit Union for up to $100 million in financing capacity.

"Japan remains a key market for SunPower. In addition to our longstanding participation in the residential market, we are also increasing shipments to the commercial and power plant segments as evidenced by the recent signing of supply agreements totaling more than 90-MW for two power plants projects.

"Our performance in Europe was solid, as demand trends improved further and industry conditions were in line with our expectations. As a result, we increased revenue sequentially and met our margin targets for the quarter. In our emerging markets channel, we are continuing to expand our footprint as we partner with Total to monetize our growing international pipeline. For example, we recently announced that in partnership with Total S.A., we will construct a 70-MWdc merchant power plant in Chile, the largest merchant solar project in the world, with completion scheduled for 2015," concluded Werner.

Key milestones achieved by the company since the second quarter of 2013 include:

Announced 350-MW cell capacity expansion for 2015 production
Continued construction of 579-MW Solar Star projects for MidAmerican Solar
Signed supply agreement with Shimizu for 69-MWdc power plant in Japan for Eurus Energy Corporation, a joint venture between Toyota Tsusho Corp. and Tokyo Electric Power
Announced 70-MWdc merchant power plant in Chile in partnership with Total S.A.
North American commercial project pipeline now exceeds $1 billion
Started initial shipments for 65-MW of projects under French tender award
Residential lease program – approximately 20,000 customers representing 159-MW to date
Signed $155 million in new residential lease financing capacity with two partners
Signed agreement with Digital Federal Credit Union for up to $100 million in solar loan financing
All manufacturing facilities operating at full capacity

"SunPower's ability to leverage our downstream model, combined with the successful execution in our lease and projects business, enabled us to exceed our operational goals for the quarter," said Chuck Boynton, SunPower CFO. "Financially, we successfully managed our working capital needs, drove more than $150 million in free cash flow and ended the quarter with approximately $1 billion in available liquidity. Looking forward, we are well positioned for long-term profitability to continue to monetize our global project pipeline, expand our footprint in the distributed generation market and strategically manage our cash."

Third-quarter fiscal 2013 GAAP results include pre-tax benefits (charges) and adjustments totaling approximately $53.1 million, including a $26.3 million gross margin adjustment related to the timing of revenue recognition from utility and power plant projects; $52.0 million gain on contract termination; $(12.1) million in stock-based compensation expense; $(12.3) million in non-cash interest expense and $(0.8) million of other adjustments. These benefits (charges) and adjustments are excluded from the company's non-GAAP results.

Fourth Quarter and Fiscal Year 2013 Financial Outlook
The company's fourth quarter 2013 consolidated non-GAAP guidance is as follows: revenue of $675 million to $725 million, gross margin of 17 percent to 19 percent, net income per diluted share of $0.15 to $0.35 and MW recognized in the range of 300 MW to 330 MW. On a GAAP basis, the company expects revenue of $575 million to $625 million, gross margin of 17 percent to 19 percent and net income (loss) per diluted share of ($0.10) to $0.10.

For fiscal year 2013, the company expects non-GAAP revenue of $2.52 billion to $2.57 billion, gross margin of 19 percent to 20 percent, net income per diluted share of $1.30 to $1.50, capital expenditures of $45 million to $55 million and GW recognized in the range of 1.0 GW to 1.03 GW. On a GAAP basis, the company expects revenue of $2.45 billion to $2.50 billion, gross margin of 18 percent to 19 percent and net income per diluted share of $0.45 to $0.65. SunPower remains on track to reduce its operational expenses year over year and expects to generate free cash flow, including lease financings of approximately $200 million while continuing to invest in its technology roadmap and manufacturing cost reduction initiatives.

The company will host a conference call for investors this afternoon to discuss its third quarter 2013 performance at 1:30 p.m. Pacific Time. The call will be webcast and can be accessed from SunPower's website at http://investors.sunpowercorp.com/events.cfm.

This press release contains both GAAP and non-GAAP financial information. Non-GAAP historical figures are reconciled to the closest GAAP equivalent categories in the financial attachment of this press release. Please note that the company has





posted supplemental information and slides related to its third quarter 2013 performance on the Events and Presentations section of the SunPower Investor Relations page at http://investors.sunpowercorp.com/events.cfm. The capacity of power plants in this release is described in approximate megawatts on an alternating current (ac) basis unless otherwise noted.

About SunPower
SunPower Corp. (NASDAQ: SPWR) designs, manufactures and delivers the highest efficiency, highest reliability solar panels and systems available today. Residential, business, government and utility customers rely on the company's quarter century of experience and guaranteed performance to provide maximum return on investment throughout the life of the solar system. Headquartered in San Jose, Calif., SunPower has offices in North America, Europe, Australia, Africa and Asia. For more information, visit www.SunPowercorp.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding: (a) expanding manufacturing capacity; (b) CVSR construction timeline; (c) growing demand in residential leasing; (d) growing demand in Japan; (e) expanding internal operations; (f) growing international project pipeline; (g) monetizing projects with assistance from Total S.A.; (h) growing North American commercial project pipeline; (i) positioning for long-term profitability; (j) strategically managing cash; (k) guidance for the fourth fiscal quarter, including non-GAAP revenue, gross margin, net income per diluted share and MW recognized and GAAP revenue, gross margin and net loss per diluted share; (l) guidance for fiscal year 2013, including non-GAAP revenue, gross margin, net income per diluted share, capital expenditures and MW recognized and GAAP revenue, gross margin and net income/loss per diluted share; (m) reducing operating expenses; (n) generating free cash flow; (o) additional leasing capacity; (p) investing in technology roadmap and manufacturing cost reduction initiatives. These forward-looking statements are based on our current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: (1) competition in the industry and downward pressure on average selling prices; (2) our liquidity, substantial indebtedness, and our ability to obtain additional financing for our projects and our customers; (3) our ability to meet our cost reduction targets; (4) regulatory changes and the availability of economic incentives promoting use of solar energy; (5) challenges inherent in constructing and maintaining certain of our large projects, such as the California Valley Solar Ranch and Solar Star; (6) the success of our ongoing research and development efforts and commercialization of new products and services; (7) fluctuations in our operating results; (8) manufacturing difficulties that could arise; and (9) challenges managing our joint ventures. A detailed discussion of these factors and other risks that affect our business is included in filings we make with the Securities and Exchange Commission (SEC) from time to time, including our most recent reports on Form 10-K and Form 10-Q, particularly under the heading "Risk Factors." Copies of these filings are available online from the SEC or on the SEC Filings section of our Investor Relations website at investors.sunpowercorp.com. All forward-looking statements in this press release are based on information currently available to us, and we assume no obligation to update these forward-looking statements in light of new information or future events.

SunPower is a registered trademark of SunPower Corp. All other trademarks are the property of their respective owners.






SUNPOWER CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
 
 
 
Sep. 29, 2013
 
Dec. 30, 2012
ASSETS
Cash and cash equivalents
 
$
743,575

 
$
457,487

Restricted cash and cash equivalents
 
32,020

 
46,964

Investments
 
9,179

 
10,885

Accounts receivable, net
 
377,824

 
398,150

Costs and estimated earnings in excess of billings
 
42,563

 
36,395

Inventories
 
288,049

 
291,386

Advances to suppliers
 
365,140

 
351,405

Prepaid expenses and other assets
 
947,320

 
889,116

Property, plant and equipment, net
 
851,344

 
774,909

Project assets—plants and land
 
101,564

 
83,507

Other intangible assets, net
 
514

 
744

Total assets
 
$
3,759,092

 
$
3,340,948

LIABILITIES AND EQUITY
Accounts payable
 
$
483,059

 
$
414,335

Accrued and other liabilities
 
776,714

 
582,991

Billings in excess of costs and estimated earnings
 
253,329

 
225,550

Bank loans and other debt
 
169,999

 
390,361

Convertible debt
 
751,372

 
438,629

Customer advances
 
215,775

 
295,730

Total liabilities
 
2,650,248

 
2,347,596

Stockholders’ equity
 
1,079,020

 
993,352

Noncontrolling interests in subsidiaries
 
29,824

 

Total equity
 
1,108,844

 
993,352

Total liabilities and equity
 
$
3,759,092

 
$
3,340,948










SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
Revenue:
 
 
 
 
 
 
 
 
 
 
AMERICAS
 
$
442,091

 
$
367,609

 
$
502,373

 
$
1,293,822

 
$
1,176,148

EMEA
 
120,712

 
107,010

 
88,547

 
296,374

 
400,074

APAC
 
94,317

 
101,897

 
58,028

 
278,873

 
162,754

Total revenue
 
657,120

 
576,516

 
648,948

 
1,869,069

 
1,738,976

Cost of revenue:
 
 
 
 
 
 
 
 
 
 
AMERICAS
 
306,024

 
285,939

 
409,432

 
1,008,044

 
978,062

EMEA
 
100,605

 
97,396

 
111,622

 
289,495

 
422,922

APAC
 
57,261

 
85,320

 
47,121

 
211,126

 
138,471

Total cost of revenue
 
463,890

 
468,655

 
568,175

 
1,508,665

 
1,539,455

Gross margin
 
193,230

 
107,861

 
80,773

 
360,404

 
199,521

Operating expenses:
 
 
 
 
 
 
 
 
 
 
Research and development
 
14,903

 
13,035

 
14,956

 
41,108

 
45,786

Selling, general and administrative
 
63,229

 
62,035

 
69,714

 
195,356

 
208,388

Restructuring charges
 
1,114

 
928

 
10,544

 
1,705

 
61,189

Goodwill and other intangible asset impairment
 

 

 
59,581

 

 
59,581

Total operating expenses
 
79,246

 
75,998

 
154,795

 
238,169

 
374,944

Operating income (loss)
 
113,984

 
31,863

 
(74,022
)
 
122,235

 
(175,423
)
Gan on share lending arrangement
 

 

 
50,645

 

 
50,645

Other expense, net
 
(32,762
)
 
(24,101
)
 
(25,146
)
 
(91,898
)
 
(68,157
)
Income (loss) before income taxes and equity in earnings (loss) of unconsolidated investees
 
81,222

 
7,762

 
(48,523
)
 
30,337

 
(192,935
)
Benefit from (provision for) income taxes
 
4,575

 
(4,506
)
 
(593
)
 
(2,920
)
 
(12,542
)
Equity in earnings (loss) of unconsolidated investees
 
1,585

 
1,009

 
578

 
2,261

 
(1,772
)
Net income (loss)
 
87,382

 
4,265

 
(48,538
)
 
29,678

 
(207,249
)
Net loss attributable to noncontrolling interests
 
21,004

 
15,300

 

 
43,577

 

Net income (loss) attributable to stockholders
 
$
108,386

 
$
19,565

 
$
(48,538
)
 
$
73,255

 
$
(207,249
)
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) per share attributable to stockholders:
 
 
 
 
 
 
 
 
 
 
Net income (loss) per share – basic
 
$
0.89

 
$
0.16

 
$
(0.41
)
 
$
0.61

 
$
(1.78
)
Net income (loss) per share – diluted
 
$
0.73

 
$
0.15

 
$
(0.41
)
 
$
0.55

 
$
(1.78
)
Weighted-average shares:
 
 
 
 
 
 
 
 
 
 
- Basic
 
121,314

 
120,943

 
118,952

 
120,604

 
116,408

- Diluted
 
153,876

 
133,973

 
118,952

 
134,859

 
116,408







SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands)
(Unaudited)
 
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
87,382

 
$
4,265

 
$
(48,538
)
 
$
29,678

 
$
(207,249
)
Components of comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
Translation adjustment
 
1,923

 
(2,583
)
 
148

 
(2,003
)
 
(1,802
)
Net unrealized loss on derivatives
 
(2,005
)
 
(1,354
)
 
(2,611
)
 
(524
)
 
(10,738
)
Unrealized gain (loss) on investments
 
7

 
(7
)
 

 

 

Income taxes
 
379

 
254

 
490

 
100

 
2,016

Net change in accumulated other comprehensive income (loss)
 
304

 
(3,690
)
 
(1,973
)
 
(2,427
)
 
(10,524
)
Total comprehensive income (loss)
 
87,686

 
575

 
(50,511
)
 
27,251

 
(217,773
)
Comprehensive loss attributable to noncontrolling interests
 
21,004

 
15,300

 

 
43,577

 

Comprehensive income (loss) attributable to stockholders
 
$
108,690

 
$
15,875

 
$
(50,511
)
 
$
70,828

 
$
(217,773
)






SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
 
 
 
 
 
 
 
 
(1)
Cash flows from operating activities:
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
87,382

 
$
4,265

 
$
(48,538
)
 
$
29,678

 
$
(207,249
)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
 
 
 
 
 
 
 
 
 
 
Stock-based compensation
 
12,082

 
10,505

 
9,271

 
31,103

 
33,179

Depreciation
 
24,722

 
24,551

 
24,385

 
72,893

 
82,747

Loss on retirement of property, plant and equipment
 

 

 
10,990

 

 
56,399

Amortization of other intangible assets
 
42

 
42

 
2,622

 
231

 
8,099

Goodwill impairment
 

 

 
46,734

 

 
46,734

Other intangible asset impairment
 

 

 
12,847

 

 
12,847

Gain on sale of investments
 
(51
)
 

 

 
(51
)
 

Gain (loss) on mark-to-market derivatives
 
3

 
27

 

 
30

 
(4
)
Non-cash interest expense
 
12,311

 
12,181

 
13,990

 
36,382

 
29,336

Amortization of debt issuance costs
 
1,627

 
1,041

 
1,019

 
3,762

 
2,899

Equity in (earnings) loss of unconsolidated investees
 
(1,585
)
 
(1,009
)
 
(578
)
 
(2,261
)
 
1,772

Gain on equity interest in unconsolidated investee
 
(529
)
 

 

 
(529
)
 

Third-party inventories write-down
 

 

 

 

 
8,869

Gain on share lending arrangement
 

 

 
(50,645
)
 

 
(50,645
)
Gain on contract termination
 
(51,988
)
 

 

 
(51,988
)
 

Deferred income taxes and other tax liabilities
 
(4,830
)
 
2,423

 
(2,553
)
 
2,317

 
110

Changes in operating assets and liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts receivable
 
61,063

 
(167,794
)
 
(32,108
)
 
(46,391
)
 
124,865

Costs and estimated earnings in excess of billings
 
(1,246
)
 
(4,073
)
 
3,027

 
(6,168
)
 
(10,709
)
Inventories
 
(65,253
)
 
32,316

 
4,491

 
(38,543
)
 
(50,076
)
Project assets
 
(10,820
)
 
3,957

 
(62,671
)
 
(42,113
)
 
(101,917
)
Prepaid expenses and other assets
 
(6,315
)
 
(142,819
)
 
46,276

 
48,355

 
(35,401
)
Advances to suppliers
 
(5,930
)
 
(3,486
)
 
(11,673
)
 
(13,735
)
 
(29,993
)
Accounts payable and other accrued liabilities
 
65,077

 
70,517

 
20,718

 
106,769

 
(43,008
)
Billings in excess of costs and estimated earnings
 
(81,600
)
 
112,076

 
(6,036
)
 
27,779

 
(31,203
)
Customer advances
 
(5,293
)
 
(20,899
)
 
35,953

 
(27,967
)
 
40,048

Net cash provided by (used in) operating activities
 
28,869

 
(66,179
)
 
17,521

 
129,553

 
(112,301
)
Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
(Increase) decrease in restricted cash and cash equivalents
 
(2,882
)
 
29

 
2,720

 
14,944

 
54,341

Purchases of property, plant and equipment
 
(5,579
)
 
(7,839
)
 
(16,389
)
 
(25,460
)
 
(79,033
)
Cash paid for solar power systems, leased and to be leased
 
(18,544
)
 
(23,387
)
 
(49,249
)
 
(83,619
)
 
(100,655
)
Purchases of marketable securities
 

 
(99,928
)
 
(1,436
)
 
(99,928
)
 
(1,436
)
Proceeds from sales or maturities of marketable securities
 
100,947

 

 

 
100,947

 

Proceeds from sale of equipment to third-party
 
628

 
6

 

 
645

 
419

Cash received for sale of investment in unconsolidated investee
 

 

 

 

 
17,403

Cash paid for investments in unconsolidated investees
 

 
(1,411
)
 

 
(1,411
)
 
(10,000
)
Net cash provided by (used in) investing activities
 
74,570

 
(132,530
)
 
(64,354
)
 
(93,882
)
 
(118,961
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of convertible debt, net of issuance costs
 

 
296,283

 

 
296,283

 

Proceeds from issuance of bank loans, net of issuance costs
 

 

 

 

 
125,000

Proceeds from issuance of project loans, net of issuance costs
 
11,610

 
32,554

 
13,830

 
68,225

 
27,617

Proceeds from recovery of claim in connection with share lending arrangement
 

 

 
50,645

 

 
50,645

Proceeds from residential lease financing
 
26,817

 
17,458

 
18,562

 
83,365

 
26,809

Proceeds from sale-leaseback financing
 

 
6,907

 

 
40,757

 

Contributions from noncontrolling interests
 
29,535

 
31,551

 

 
73,401

 

Repayment of bank loans, project loans and other debt
 
(8,386
)
 
(101,211
)
 
(25,295
)
 
(290,098
)
 
(126,427
)
Repayment of sale-leaseback financing
 

 
(5,124
)
 

 
(5,124
)
 

Cash paid for repurchased convertible debt
 

 

 

 

 
(198,608
)
Proceeds from private offering of common stock, net of issuance costs
 

 

 
(65
)
 

 
163,616

Cash distributions to Parent in connection with the transfer of entities under common control
 

 

 

 

 
(178,290
)
Proceeds from exercise of stock options
 
49

 
24

 
17

 
98

 
51

Purchases of stock for tax withholding obligations on vested restricted stock
 
(1,401
)
 
(5,444
)
 
(226
)
 
(17,584
)
 
(5,430
)
Net cash provided by (used in) financing activities
 
58,224

 
272,998

 
57,468

 
249,323

 
(115,017
)
Effect of exchange rate changes on cash and cash equivalents
 
1,352

 
684

 
241

 
1,094

 
(2,213
)
Net increase (decrease) in cash and cash equivalents
 
163,015

 
74,973

 
10,876

 
286,088

 
(348,492
)
Cash and cash equivalents, beginning of period
 
580,560

 
505,587

 
366,250

 
457,487

 
725,618

Cash and cash equivalents, end of period
 
$
743,575

 
$
580,560

 
$
377,126

 
$
743,575

 
$
377,126

 
 
 
 
 
 
 
 
 
 
 
Non-cash transactions:
 
 
 
 
 
 
 
 
 
 
Assignment of financing receivables to a third party financial institution
 
$
22,166

 
$
11,265

 
$
7,736

 
$
67,400

 
$
10,259

Property, plant and equipment acquisitions funded by liabilities
 
5,628

 
6,356

 
13,243

 
5,628

 
13,243

Costs of solar power systems, leased and to be leased, sourced from existing inventory
 
13,627

 
14,178

 
38,591

 
43,341

 
80,068

Costs of solar power systems, leased and to be leased, funded by liabilities
 
2,315

 
1,708

 
6,712

 
2,315

 
6,712

Costs of solar power systems under sale-leaseback financing arrangements sourced from project assets
 

 
4,333

 

 
24,399

 

Non-cash interest expense capitalized and added to the cost of qualified assets
 
79

 
162

 
411

 
400

 
1,161

Issuance of warrants in connection with the Liquidity Support Agreement
 

 

 

 

 
50,327


(1)
As adjusted to conform to the current period presentation for solar power systems leased and to be leased.






(In thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
(Presented on a GAAP Basis)
 
 
(Presented on a non-GAAP Basis)
Gross margin
 
$
193,230

 
$
107,861

 
$
80,773

 
$
360,404

 
$
199,521

 
 
$
118,478

 
$
126,483

 
$
85,464

 
$
375,453

 
$
257,034

Operating income (loss)
 
$
113,984

 
$
31,863

 
$
(74,022
)
 
$
122,235

 
$
(175,423
)
 
 
$
49,221

 
$
59,943

 
$
10,662

 
$
164,594

 
$
36,653

Net income (loss) per share attributable to stockholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
- Basic
 
$
0.89

 
$
0.16

 
$
(0.41
)
 
$
0.61

 
$
(1.78
)
 
 
$
0.48

 
$
0.52

 
$
0.03

 
$
1.23

 
$

- Diluted
 
$
0.73

 
$
0.15

 
$
(0.41
)
 
$
0.55

 
$
(1.78
)
 
 
$
0.44

 
$
0.48

 
$
0.03

 
$
1.15

 
$







About SunPower's Non-GAAP Financial Measures

To supplement its consolidated financial results presented in accordance with GAAP, SunPower uses non-GAAP measures which are adjusted from the most directly comparable GAAP results for certain items, as described below. Management does not consider these items in evaluating the core operational activities of SunPower. The specific non-GAAP measures listed below are gross margin, operating income (loss), net income (loss) per share, earnings before interest, taxes, depreciation and amortization (EBITDA) and free cash flow. Management believes that each of these non-GAAP measures (gross margin, operating income (loss), net income (loss) per share, EBITDA and free cash flow) are useful to investors by enabling them to better assess changes in each of these key elements of SunPower's results of operations across different reporting periods on a consistent basis, independent of certain items as described below. Thus, each of these non-GAAP financial measures provides investors with another method for assessing SunPower's operating results in a manner that is focused on its ongoing core operating performance, absent the effects of these items. Management also uses these non-GAAP measures internally to assess the business and financial performance of current and historical results, for strategic decision making, forecasting future results and evaluating the company's current performance. Many of the analysts covering SunPower also use these non-GAAP measures in their analyses. Given management's use of these non-GAAP measures, SunPower believes these measures are important to investors in understanding SunPower's current and future operating results as seen through the eyes of management. These non-GAAP measures are not in accordance with or an alternative for GAAP financial data, the non-GAAP measures should be reviewed together with the GAAP measures and are not intended to serve as a substitute for results under GAAP, and may be different from non-GAAP measures used by other companies.

Non-GAAP gross margin. The use of this non-GAAP financial measure allows management to evaluate the gross margin of SunPower's core businesses and trends across different reporting periods on a consistent basis, independent of charges including gain on contract termination, stock-based compensation, non-cash interest expense and other items as described below. In addition, the presentation of non-GAAP gross margin includes the revenue recognition of utility and power plant projects on a non-GAAP basis. This non-GAAP financial measure is an important component of management's internal performance measurement process as it is used to assess the current and historical financial results of the business, for strategic decision making, preparing budgets and forecasting future results. Management presents this non-GAAP financial measure to enable investors and analysts to evaluate SunPower's revenue generation performance relative to the direct costs of revenue of its core businesses.

Non-GAAP operating income (loss). The use of this non-GAAP financial measure allows management to evaluate the operating results of SunPower's core businesses and trends across different reporting periods on a consistent basis, independent of charges including gain on contract termination, stock-based compensation, non-cash interest expense, restructuring charges, and other items as described below. In addition, the presentation of non-GAAP operating income (loss) includes the revenue recognition of utility and power plant projects on a non-GAAP basis. Non-GAAP operating income (loss) is an important component of management's internal performance measurement process as it is used to assess the current and historical financial results of the business, for strategic decision making, preparing budgets and forecasting future results. Management presents this non-GAAP financial measure to enable investors and analysts to understand the results of operations of SunPower's core businesses and to compare results of operations on a more consistent basis against that of other companies in the industry.

Non-GAAP net income (loss) per share. Management presents this non-GAAP financial measure to enable investors and analysts to assess SunPower's operating results and trends across different reporting periods on a consistent basis, independent of items including gain on contract termination, stock-based compensation, non-cash interest expense, restructuring charges, other items as described below, and the tax effects of these non-GAAP adjustments. In addition, the presentation of non-GAAP net income (loss) includes the revenue recognition of utility and power plant projects on a non-GAAP basis. Management presents this non-GAAP financial measure to enable investors and analysts to compare SunPower's operating results on a more consistent basis against that of other companies in the industry.

EBITDA. Management presents this non-GAAP financial measure to enable investors and analysts to assess SunPower’s operating results and trends across different reporting periods on a consistent basis, independent of items including gain on contract termination, stock-based compensation, non-cash interest expense, restructuring charges, cash interest expense, net of interest income, provision for income taxes, depreciation, and other items as described below. In addition, the presentation of EBITDA includes the revenue recognition of utility and power plant projects on a non-GAAP basis. Management presents this non-GAAP financial measure to enable investors and analysts to compare SunPower’s operating results on a more consistent basis against that of other companies in the industry.

Free cash flow. Management presents this non-GAAP financial measure to enable investors and analysts to assess SunPower’s operating results and trends across different reporting periods on a consistent basis, inclusive of lease





financing as described below. Management presents this non-GAAP financial measure to enable investors and analysts to compare SunPower’s operating results on a more consistent basis against that of other companies in the industry.

Included items

Utility and power plant projects. The company includes adjustments to non-GAAP revenue and non-GAAP cost of revenue related to the utility and power plant projects based on the separately identifiable components of the transactions in order to reflect the substance of the transactions. Such treatment is consistent with accounting rules under International Financial Reporting Standards (IFRS). On a GAAP basis, such revenue and costs of revenue are accounted for under U.S. GAAP real estate accounting guidance. Management calculates separate revenue and cost of revenue amounts each fiscal period in accordance with the two treatments above and the aggregate difference for the company’s affected projects is included in the relevant reconciliation tables below. Over the life of each project, cumulative revenue and gross margin will be equivalent between the two treatments; however, revenue and gross margin will generally be recognized earlier under the company’s non-GAAP treatment than under the company’s GAAP treatment. Among other factors, this is due to the attribution of non-GAAP revenue and margin to the company’s project development efforts at the time of initial project sale as required under IFRS accounting rules whereas no separate attribution to this element occurs under U.S. GAAP real estate accounting guidance. Within each project, the relationship between the adjustments to revenue and gross margins are generally consistent. However, as the company may have multiple utility and power plant projects in progress at any given time, the relationship in the aggregate will occasionally appear otherwise. Management presents this non-GAAP financial measure to enable investors and analysts to evaluate SunPower's revenue generation performance relative to the direct costs of revenue of its core businesses.

Free cash flow adjustments. Specifically to calculate free cash flow, the company includes the impact during the period of the following items:

Net cash provided by (used in) investing activities
Proceeds from residential lease financing
Proceeds from sale-leaseback financing
Contributions from noncontrolling interests
Repayment of sale-leaseback financing

Excluded Items

Gain on contract termination. During the third quarter of fiscal 2013, SunPower agreed to terminate a contract with one of the company’s suppliers. As a result, SunPower recorded a gain associated with the non-cash forfeiture of a previously recorded advance from the supplier. As this gain is non-recurring in nature, excluding this data provides investors with a basis to compare the company's performance against the performance of other companies without similar impacts.

Stock-based compensation. Stock-based compensation relates primarily to SunPower stock awards such as restricted stock. Stock-based compensation is a non-cash expense that varies in amount from period to period and is dependent on market forces that are difficult to predict. As a result of this unpredictability, management excludes this item from its internal operating forecasts and models. Management believes that non-GAAP measures adjusted for stock-based compensation provide investors with a basis to measure the company's core performance against the performance of other companies without the variability created by stock-based compensation.

Non-cash interest expense. SunPower separately accounted for the fair value liabilities of the embedded cash conversion option and the over-allotment option on its 4.5% senior cash convertible debentures issued in 2010 as an original issue discount and a corresponding derivative conversion liability. As a result, SunPower incurs interest expense that is substantially higher than interest payable on its 4.5% senior cash convertible debentures. SunPower excludes non-cash interest expense because the expense is not reflective of its ongoing financial results in the period incurred. In addition, in connection with the Liquidity Support Agreement with Total executed on February 28, 2012, the company issued warrants to Total to acquire 9,531,677 shares of its common stock. The fair value of the warrants is recorded as debt issuance costs and amortized over the expected life of the agreement.  As a result, SunPower incurs non-cash interest expense associated with the amortization of the warrants. Excluding this data provides investors with a basis to compare the company's performance against the performance of other companies without non-cash interest expense.






Restructuring charges. In October 2012, the company’s Board of Directors approved a reorganization to accelerate operating cost reduction and improve overall operating efficiency (the October 2012 Restructuring Plan). Restructuring charges are excluded from non-GAAP financial measures because they are not considered core operating activities and such costs have historically occurred infrequently. Although SunPower has engaged in restructuring activities in the past, each has been a discrete event based on a unique set of business objectives. As such, management believes that it is appropriate to exclude restructuring charges from SunPower's non-GAAP financial measures as they are not reflective of ongoing operating results or contribute to a meaningful evaluation of a company's past operating performance.

Other. Beginning with the first quarter of fiscal 2013 the company has combined amounts previously disclosed under separate captions. These amounts were previously disclosed under one of the following captions:

Goodwill and other intangible asset impairment
Amortization of intangible assets
Restructuring charges (related to actions prior to the October 2012 Restructuring Plan)
Charges on manufacturing step reduction plan
Non-recurring idle equipment impairment
Class action settlement
Acquisition and integration costs
Change in European government incentives
Gain (loss) on mark-to-market derivative instruments
Gain on share lending arrangement
Gain on sale of equity interest in unconsolidated investee

The adjustments recorded in “Other” for the third quarter of fiscal 2013 are primarily driven by adjustments which would have previously been disclosed under “Restructuring charges.”

Tax effect. This amount is used to present each of the amounts described above on an after-tax basis with the presentation of non-GAAP net income (loss) per share. The company's non-GAAP tax amount is based on estimated cash tax expense and reserves.  This approach is designed to enhance the ability of investors to understand the company's tax expense on its current operations, provide improved modeling accuracy, and substantially reduce fluctuations caused by GAAP to non-GAAP adjustments which may not reflect actual cash tax expense. The company forecasts its annual cash tax liability and allocates the tax to each quarter in proportion to earnings for that period.

EBITDA adjustments. Specifically to calculate EBITDA, in addition to adjustments previously described above, the company excludes the impact during the period of the following items:

Cash interest expense, net of interest income
Provision for income taxes
Depreciation

For more information on these non-GAAP financial measures, please see the tables captioned "Reconciliations of GAAP Measures to Non-GAAP Measures" set forth at the end of this release and which should be read together with the preceding financial statements prepared in accordance with GAAP.






SUNPOWER CORPORATION
RECONCILIATIONS OF GAAP MEASURES TO NON-GAAP MEASURES
(Unaudited)
(In thousands, except per share data)

STATEMENT OF OPERATIONS DATA: 

 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
GAAP AMERICAS revenue
 
$
442,091

 
 
 
$
367,609

 
 
 
$
502,373

 
 
 
$
1,293,822

 
 
 
$
1,176,148

 
 
Utility and power plant projects
 
(37,669
)
 
 
 
74,200

 
 
 
(42,268
)
 
 
 
(24,270
)
 
 
 
98,759

 
 
Non-GAAP AMERICAS revenue
 
$
404,422

 
 
 
$
441,809

 
 
 
$
460,105

 
 
 
$
1,269,552

 
 
 
$
1,274,907

 
 
GAAP EMEA revenue
 
$
120,712

 
 
 
$
107,010

 
 
 
$
88,547

 
 
 
$
296,374

 
 
 
$
400,074

 
 
Other
 

 
 
 

 
 
 

 
 
 

 
 
 
(193
)
 
 
Non-GAAP EMEA revenue
 
$
120,712

 
 
 
$
107,010

 
 
 
$
88,547

 
 
 
$
296,374

 
 
 
$
399,881

 
 
GAAP APAC revenue
 
$
94,317

 
 
 
$
101,897

 
 
 
$
58,028

 
 
 
$
278,873

 
 
 
$
162,754

 
 
Other
 

 
 
 
(672
)
 
 
 

 
 
 
(672
)
 
 
 

 
 
Non-GAAP APAC revenue
 
$
94,317

 
 
 
$
101,225

 
 
 
$
58,028

 
 
 
$
278,201

 
 
 
$
162,754

 
 
GAAP total revenue
 
$
657,120

 
 
 
$
576,516

 
 
 
$
648,948

 
 
 
$
1,869,069

 
 
 
$
1,738,976

 
 
Utility and power plant projects
 
(37,669
)
 
 
 
74,200

 
 
 
(42,268
)
 
 
 
(24,270
)
 
 
 
98,759

 
 
Other
 

 
 
 
(672
)
 
 
 

 
 
 
(672
)
 
 
 
(193
)
 
 
Non-GAAP total revenue
 
$
619,451

 
 
 
$
650,044

 
 
 
$
606,680

 
 
 
$
1,844,127

 
 
 
$
1,837,542

 
 
GAAP AMERICAS gross margin
 
$
136,067

 
30.8%
 
$
81,670

 
22.2%
 
$
92,941

 
18.5%
 
$
285,778

 
22.1%
 
$
198,086

 
16.8%
Utility and power plant projects
 
(26,323
)
 
 
 
16,142

 
 
 
(5,815
)
 
 
 
57,957

 
 
 
24,869

 
 
Gain on contract termination
 
(25,604
)
 
 
 

 
 
 

 
 
 
(25,604
)
 
 
 

 
 
Stock-based compensation expense
 
1,295

 
 
 
1,136

 
 
 
1,589

 
 
 
3,209

 
 
 
4,743

 
 
Non-cash interest expense
 
291

 
 
 
291

 
 
 
308

 
 
 
802

 
 
 
731

 
 
Other
 
42

 
 
 
42

 
 
 
4,015

 
 
 
443

 
 
 
10,608

 
 
Non-GAAP AMERICAS gross margin
 
$
85,768

 
21.2%
 
$
99,281

 
22.5%
 
$
93,038

 
20.2%
 
$
322,585

 
25.4%
 
$
239,037

 
18.7%
GAAP EMEA gross margin
 
$
20,107

 
16.7%
 
$
9,614

 
9.0%
 
$
(23,075
)
 
(26.1)%
 
$
6,879

 
2.3%
 
$
(22,848
)
 
(5.7)%
Gain on contract termination
 
(9,395
)
 
 
 

 
 
 

 
 
 
(9,395
)
 
 
 

 
 
Stock-based compensation expense
 
803

 
 
 
618

 
 
 
795

 
 
 
1,862

 
 
 
3,158

 
 
Non-cash interest expense
 
107

 
 
 
132

 
 
 
112

 
 
 
368

 
 
 
425

 
 
Other
 

 
 
 

 
 
 
2,200

 
 
 
186

 
 
 
8,614

 
 
Non-GAAP EMEA gross margin
 
$
11,622

 
9.6%
 
$
10,364

 
9.7%
 
$
(19,968
)
 
(22.6)%
 
$
(100
)
 
%
 
$
(10,651
)
 
(2.7)%
GAAP APAC gross margin
 
$
37,056

 
39.3%
 
$
16,577

 
16.3%
 
$
10,907

 
18.8%
 
$
67,747

 
24.3%
 
$
24,283

 
14.9%
Gain on contract termination
 
(16,988
)
 
 
 

 
 
 

 
 
 
(16,988
)
 
 
 

 
 
Stock-based compensation expense
 
827

 
 
 
763

 
 
 
368

 
 
 
2,081

 
 
 
1,125

 
 
Non-cash interest expense
 
193

 
 
 
170

 
 
 
81

 
 
 
542

 
 
 
190

 
 
Other
 

 
 
 
(672
)
 
 
 
1,038

 
 
 
(414
)
 
 
 
3,050

 
 
Non-GAAP APAC gross margin
 
$
21,088

 
22.4%
 
$
16,838

 
16.6%
 
$
12,394

 
21.4%
 
$
52,968

 
19.0%
 
$
28,648

 
17.6%
GAAP total gross margin
 
$
193,230

 
24.9%
 
$
107,861

 
18.7%
 
$
80,773

 
12.4%
 
$
360,404

 
19.3%
 
$
199,521

 
11.5%
Utility and power plant projects
 
(26,323
)
 
 
 
16,142

 
 
 
(5,815
)
 
 
 
57,957

 
 
 
24,869

 
 
Gain on contract termination
 
(51,987
)
 
 
 

 
 
 

 
 
 
(51,987
)
 
 
 

 
 
Stock-based compensation expense
 
2,925

 
 
 
2,517

 
 
 
2,752

 
 
 
7,152

 
 
 
9,026

 
 
Non-cash interest expense
 
591

 
 
 
593

 
 
 
501

 
 
 
1,712

 
 
 
1,346

 
 
Other
 
42

 
 
 
(630
)
 
 
 
7,253

 
 
 
215

 
 
 
22,272

 
 
Non-GAAP total gross margin
 
$
118,478

 
19.1%
 
$
126,483

 
19.5%
 
$
85,464

 
14.1%
 
$
375,453

 
20.4%
 
$
257,034

 
14.0%
GAAP operating expenses
 
$
79,246

 
 
 
$
75,998

 
 
 
$
154,795

 
 
 
$
238,169

 
 
 
$
374,944

 
 
Stock-based compensation expense
 
(9,157
)
 
 
 
(7,988
)
 
 
 
(6,519
)
 
 
 
(23,951
)
 
 
 
(24,153
)
 
 
Non-cash interest expense
 
(42
)
 
 
 
(42
)
 
 
 
(25
)
 
 
 
(124
)
 
 
 
(76
)
 
 
October 2012 Restructuring Plan
 
(56
)
 
 
 
255

 
 
 

 
 
 
777

 
 
 

 
 
Other
 
(734
)
 
 
 
(1,683
)
 
 
 
(73,449
)
 
 
 
(4,012
)
 
 
 
(130,334
)
 
 
Non-GAAP operating expenses
 
$
69,257

 
 
 
$
66,540

 
 
 
$
74,802

 
 
 
$
210,859

 
 
 
$
220,381

 
 
GAAP operating income (loss)
 
$
113,984

 
 
 
$
31,863

 
 
 
$
(74,022
)
 
 
 
$
122,235

 
 
 
$
(175,423
)
 
 
Utility and power plant projects
 
(26,323
)
 
 
 
16,142

 
 
 
(5,815
)
 
 
 
57,957

 
 
 
24,869

 
 
Gain on contract termination
 
(51,987
)
 
 
 

 
 
 

 
 
 
(51,987
)
 
 
 

 
 
Stock-based compensation expense
 
12,082

 
 
 
10,505

 
 
 
9,271

 
 
 
31,103

 
 
 
33,179

 
 
Non-cash interest expense
 
633

 
 
 
635

 
 
 
526

 
 
 
1,836

 
 
 
1,422

 
 
October 2012 Restructuring Plan
 
56

 
 
 
(255
)
 
 
 

 
 
 
(777
)
 
 
 

 
 
Other
 
776

 
 
 
1,053

 
 
 
80,702

 
 
 
4,227

 
 
 
152,606

 
 
Non-GAAP operating income
 
$
49,221

 
 
 
$
59,943

 
 
 
$
10,662

 
 
 
$
164,594

 
 
 
$
36,653

 
 










NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO STOCKHOLDERS:
 
 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
Basic:
 
 
 
 
 
 
 
 
 
 
GAAP net income (loss) per share attributable to stockholders
 
$
0.89

 
$
0.16

 
$
(0.41
)
 
$
0.61

 
$
(1.78
)
Utility and power plant projects
 
(0.22
)
 
0.13

 
(0.05
)
 
0.47

 
0.22

Gain on contract termination
 
(0.43
)
 

 

 
(0.43
)
 

Stock-based compensation expense
 
0.10

 
0.09

 
0.08

 
0.26

 
0.29

Non-cash interest expense
 
0.10

 
0.10

 
0.12

 
0.30

 
0.25

October 2012 Restructuring Plan
 

 

 

 
(0.01
)
 

Other
 
0.01

 
0.01

 
0.25

 
0.04

 
0.89

Tax effect
 
0.03

 
0.03

 
0.04

 
(0.01
)
 
0.13

Non-GAAP net income (loss) per share attributable to stockholders
 
$
0.48

 
$
0.52

 
$
0.03

 
$
1.23

 
$

Diluted:
 
 
 
 
 
 
 
 
 
 
GAAP net income (loss) per share attributable to stockholders
 
$
0.73

 
$
0.15

 
$
(0.41
)
 
$
0.55

 
$
(1.78
)
Utility and power plant projects
 
(0.18
)
 
0.12

 
(0.05
)
 
0.46

 
0.22

Gain on contract termination
 
(0.38
)
 

 

 
(0.40
)
 

Stock-based compensation expense
 
0.11

 
0.08

 
0.08

 
0.24

 
0.29

Non-cash interest expense
 
0.11

 
0.09

 
0.12

 
0.28

 
0.25

October 2012 Restructuring Plan
 

 

 

 
(0.01
)
 

Other
 
0.03

 
0.01

 
0.25

 
0.03

 
0.89

Tax effect
 
0.02

 
0.03

 
0.04

 
0.00

 
0.13

Non-GAAP net income (loss) per share attributable to stockholders
 
$
0.44

 
$
0.48

 
$
0.03

 
$
1.15

 
$

Weighted-average shares:
 
 
 
 
 
 
 
 
 
 
GAAP net income (loss) per share attributable to stockholders:
 
 
 
 
 
 
 
 
 
 
- Basic
 
121,314

 
120,943

 
118,952

 
120,604

 
116,408

- Diluted
 
153,876

 
133,973

 
118,952

 
134,859

 
116,408

Non-GAAP net income (loss) per share attributable to stockholders:
 
 
 
 
 
 
 
 
 
 
- Basic
 
121,314

 
120,943

 
118,952

 
120,604

 
116,408

- Diluted *
 
133,138

 
129,697

 
119,176

 
129,441

 
116,408


*Non-GAAP diluted weighted-average shares exclude the potential impact of the company's convertible bonds under the if-converted method when the relevant conversion option is not in the money for the relevant period. For the three months ended September 29, 2013, 12.0 million and 8.7 million weighted-average shares relating to the company's 0.75% convertible bonds due 2018 and the company's 4.75% convertible bonds due 2014, respectively, were excluded. For the three months ended June 30, 2013, 4.3 million and 8.7 million weighted-average shares relating to the company's 0.75% convertible bonds due 2018 and the company's 4.75% convertible bonds due 2014, respectively, were excluded. For the nine months ended September 29, 2013, 5.4 million and 8.7 million weighted-average shares relating to the company's 0.75% convertible bonds due 2018 and the company's 4.75% convertible bonds due 2014, respectively, were excluded.





EBITDA:

 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
 
 
 
 
 
 
 
 
 
GAAP net income (loss) attributable to stockholders
 
$
108,386

 
$
19,565

 
$
(48,538
)
 
$
73,255

 
$
(207,249
)
Utility and power plant projects
 
(26,323
)
 
16,142

 
(5,815
)
 
57,957

 
24,869

Gain on contract termination
 
(51,987
)
 

 

 
(51,987
)
 

Stock-based compensation expense
 
12,082

 
10,505

 
9,271

 
31,103

 
33,179

Non-cash interest expense
 
12,311

 
12,181

 
13,990

 
36,382

 
29,336

October 2012 Restructuring Plan
 
56

 
(255
)
 

 
(777
)
 

Other
 
779

 
1,080

 
30,057

 
4,257

 
104,710

Cash interest expense, net of interest income
 
16,292

 
12,998

 
12,276

 
44,747

 
35,259

Provision for income taxes
 
(4,575
)
 
4,506

 
593

 
2,920

 
12,542

Depreciation
 
24,722

 
24,551

 
24,385

 
72,893

 
82,747

EBITDA
 
$
91,743

 
$
101,273

 
$
36,219

 
$
270,750

 
$
115,393



FREE CASH FLOW:

 
 
THREE MONTHS ENDED
 
NINE MONTHS ENDED
 
 
Sep. 29, 2013
 
Jun. 30, 2013
 
Sep. 30, 2012
 
Sep. 29, 2013
 
Sep. 30, 2012
 
 
 
 
 
 
 
 
 
 
 
Net cash provided by (used in) operating activities
 
$
28,869

 
$
(66,179
)
 
$
17,521

 
$
129,553

 
$
(112,301
)
Net cash provided by (used in) investing activities
 
74,570

 
(132,530
)
 
(64,354
)
 
(93,882
)
 
(118,961
)
Proceeds from residential lease financing
 
26,817

 
17,458

 
18,562

 
83,365

 
26,809

Proceeds from sale-leaseback financing
 

 
6,907

 

 
40,757

 

Contributions from noncontrolling interests
 
29,535

 
31,551

 

 
73,401

 

Repayment of sale-leaseback financing
 

 
(5,124
)
 

 
(5,124
)
 

Free cash flow
 
$
159,791

 
$
(147,917
)
 
$
(28,271
)
 
$
228,070

 
$
(204,453
)







Q4 2013 GUIDANCE (in thousands except per share data)
Q4 2013
FY 2013
Revenue (GAAP)
$575,000-$625,000
$2,450,000-$2,500,000
Revenue (non-GAAP) (a)
$675,000-$725,000
$2,520,000-$2,570,000
Gross margin (GAAP)
17%-19%
18%-19%
Gross margin (non-GAAP) (b)
17%-19%
19%-20%
Net income (loss) per diluted share (GAAP)
($0.10)-$0.10
$0.45-$0.65
Net income per diluted share (non-GAAP) (c)
$0.15-$0.35
$1.30-$1.50

(a)
Estimated non-GAAP amounts above include a net increase of approximately $100 million for Q4 2013 and $70 million for fiscal 2013 of revenue primarily related to utility and power plant projects.

(b)
Estimated non-GAAP amounts above for Q4 2013 include net, pre-tax adjustments that increase gross margin by approximately $10 million related to the non-GAAP revenue adjustments that are discussed above, $4 million related to stock-based compensation expense, and $1 million related to non-cash interest expense. Estimated non-GAAP amounts above for fiscal 2013 include net, pre-tax adjustments that increase (decrease) gross margin by approximately $68 million related to the non-GAAP revenue adjustments that are discussed above, $11 million related to stock-based compensation expense, $3 million related to non-cash interest expense, and $(52) million related to gain on contract termination.

(c)
Estimated non-GAAP amounts above for Q4 2013 include estimated net, pre-tax adjustments that increase net income (loss) by approximately $10 million related to the non-GAAP revenue adjustments that are discussed above, $13 million related to stock-based compensation expense, $13 million related to non-cash interest expense, $2 million related to restructuring charges, and $3 million of other items. Estimated non-GAAP amounts above for fiscal 2013 include estimated net, pre-tax adjustments that increase (decrease) net income by approximately $68 million related to the non-GAAP revenue adjustments that are discussed above, $44 million related to stock-based compensation expense, $49 million related to non-cash interest expense, $(52) million related to gain on contract termination, $1 million related to restructuring expenses, $7 million related to other items, and $(2) million related to tax effects.






The following supplemental data represents the adjustments, individual charges and credits that are included and/or excluded from SunPower's non-GAAP gross margin, operating income (loss) and net income (loss) per share measures for each period presented in the Condensed Consolidated Statements of Operations contained herein.

SUPPLEMENTAL DATA
(In thousands)

THREE MONTHS ENDED

 
 
September 29, 2013
 
 
Revenue
 
Cost of revenue
 
Operating expenses
 
Other
income
(expense),
net
 
Benefit
from
(provision
for)
income
taxes
 
 
AMERICAS
 
EMEA
 
APAC
 
AMERICAS
 
EMEA
 
APAC
 
Research
and
development
 
Selling,
general
and
administrative
 
Restructuring
charges
 
Utility and power plant projects
 
$
(37,669
)
 
$

 
$

 
$
11,346

 
$

 
$

 
$

 
$

 
$

 
$

 
$

Gain on contract termination
 

 

 

 
(25,604
)
 
(9,395
)
 
(16,988
)
 

 

 

 

 

Stock-based compensation expense
 

 

 

 
1,295

 
803

 
827

 
1,390

 
7,767

 

 

 

Non-cash interest expense
 

 

 

 
291

 
107

 
193

 
19

 
23

 

 
11,678

 

October 2012 Restructuring Plan
 

 

 

 

 

 

 

 

 
56

 

 

Other
 

 

 

 
42

 

 

 

 
(324
)
 
1,058

 
3

 

Tax effect
 

 

 

 

 

 

 

 

 

 

 
3,477

 
 
$
(37,669
)
 
$

 
$

 
$
(12,630
)
 
$
(8,485
)
 
$
(15,968
)
 
$
1,409

 
$
7,466

 
$
1,114

 
$
11,681

 
$
3,477



 
 
June 30, 2013
 
 
Revenue
 
Cost of revenue
 
Operating expenses
 
Other
income
(expense),
net
 
Benefit
from
(provision
for)
income
taxes
 
 
AMERICAS
 
EMEA
 
APAC
 
AMERICAS
 
EMEA
 
APAC
 
Research
and
development
 
Selling,
general
and
administrative
 
Restructuring
charges
 
Utility and power plant projects
 
$
74,200

 
$

 
$

 
$
(58,058
)
 
$

 
$

 
$

 
$

 
$

 
$

 
$

Stock-based compensation expense
 

 

 

 
1,136

 
618

 
763

 
1,225

 
6,763

 

 

 

Non-cash interest expense
 

 

 

 
291

 
132

 
170

 
19

 
23

 

 
11,546

 

October 2012 Restructuring Plan
 

 

 

 

 

 

 

 

 
(255
)
 

 

Other
 

 

 
(672
)
 
42

 

 

 

 
500

 
1,183

 
27

 

Tax effect
 

 

 

 

 

 

 

 

 

 

 
3,594

 
 
$
74,200

 
$

 
$
(672
)
 
$
(56,589
)
 
$
750

 
$
933

 
$
1,244

 
$
7,286

 
$
928

 
$
11,573

 
$
3,594

 

 
 
September 30, 2012
 
 
Revenue
 
Cost of revenue
 
Operating expenses
 
Other
income
(expense),
net
 
Benefit
from
(provision
for)
income
taxes
 
 
AMERICAS
 
EMEA
 
APAC
 
AMERICAS
 
EMEA
 
APAC
 
Research
and
development
 
Selling,
general
and
administrative
 
Restructuring
charges
 
Utility and power plant projects
 
$
(42,268
)
 
$

 
$

 
$
36,453

 
$

 
$

 
$

 
$

 
$

 
$

 
$

Stock-based compensation expense
 

 

 

 
1,589

 
795

 
368

 
1,045

 
5,474

 

 

 

Non-cash interest expense
 

 

 

 
308

 
112

 
81

 
3

 
22

 

 
13,464

 

Other
 

 

 

 
4,015

 
2,200

 
1,038

 

 
62,905

 
10,544

 
(50,645
)
 

Tax effect
 

 

 

 

 

 
 
 

 

 

 

 
4,532

 
 
$
(42,268
)
 
$

 
$

 
$
42,365

 
$
3,107

 
$
1,487

 
$
1,048

 
$
68,401

 
$
10,544

 
$
(37,181
)
 
$
4,532



NINE MONTHS ENDED

 
 
September 29, 2013
 
 
Revenue
 
Cost of revenue
 
Operating expenses
 
Other
income
(expense),
net
 
Benefit
from
(provision
for)
income
taxes
 
 
AMERICAS
 
EMEA
 
APAC
 
AMERICAS
 
EMEA
 
APAC
 
Research
and
development
 
Selling,
general
and
administrative
 
Restructuring
charges
 
Utility and power plant projects
 
$
(24,270
)
 
$

 
$

 
$
82,227

 
$

 
$

 
$

 
$

 
$

 
$

 
$

Gain on contract termination
 

 

 

 
(25,604
)
 
(9,395
)
 
(16,988
)
 

 

 

 

 

Stock-based compensation expense
 

 

 

 
3,209

 
1,862

 
2,081

 
3,737

 
20,214

 

 

 

Non-cash interest expense
 

 

 

 
802

 
368

 
542

 
55

 
69

 

 
34,546

 

October 2012 Restructuring Plan
 

 

 

 

 

 

 

 

 
(777
)
 

 

Other
 

 

 
(672
)
 
443

 
186

 
258

 

 
1,530

 
2,482

 
30

 

Tax effect
 

 

 

 

 

 

 

 

 

 

 
(1,377
)
 
 
$
(24,270
)
 
$

 
$
(672
)
 
$
61,077

 
$
(6,979
)
 
$
(14,107
)
 
$
3,792

 
$
21,813

 
$
1,705

 
$
34,576

 
$
(1,377
)


 
 
September 30, 2012
 
 
Revenue
 
Cost of revenue
 
Operating expenses
 
Other
income
(expense),
net
 
Benefit
from
(provision
for)
income
taxes
 
 
AMERICAS
 
EMEA
 
APAC
 
AMERICAS
 
EMEA
 
APAC
 
Research
and
development
 
Selling,
general
and
administrative
 
Restructuring
charges
 
Utility and power plant projects
 
$
98,759

 
$

 
$

 
$
(73,890
)
 
$

 
$

 
$

 
$

 
$

 
$

 
$

Stock-based compensation expense
 

 

 

 
4,743

 
3,158

 
1,125

 
3,920

 
20,233

 

 

 

Non-cash interest expense
 

 

 

 
731

 
425

 
190

 
9

 
67

 

 
27,914

 

October 2012 Restructuring Plan
 

 

 

 

 

 

 

 

 

 

 

Other
 

 
(193
)
 

 
10,608

 
8,807

 
3,050

 

 
69,145

 
61,189

 
(47,896
)
 

Tax effect
 

 

 

 

 

 

 

 

 

 

 
14,955

 
 
$
98,759

 
$
(193
)
 
$

 
$
(57,808
)
 
$
12,390

 
$
4,365

 
$
3,929

 
$
89,445

 
$
61,189

 
$
(19,982
)
 
$
14,955