Helix Fund I, LLC
Consolidated Financial Statements and
Independent Auditor's Report
Fiscal Year Ended December 31, 2017 and Period
Ended January 1, 2017
Helix Fund I, LLC
Index
1
Page
Independent Auditor's Report 2
Consolidated Financial Statements
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Members' Equity 5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
2
Independent Auditor's Report
To the Members and Management of Helix Fund I, LLC
We have audited the accompanying consolidated financial statements of Helix Fund I, LLC, which
comprise the consolidated balance sheets as of December 31, 2017 and January 1, 2017, and the
related consolidated statements of operations, members' equity and cash flows for the fiscal year ended
December 31, 2017 and the period from December 2, 2016 (inception) through January 1, 2017, and the
related notes to the financial statements.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial
statements in accordance with accounting principles generally accepted in the United States of America;
this includes the design, implementation, and maintenance of internal control relevant to the preparation
and fair presentation of consolidated financial statements that are free from material misstatement,
whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our
audits. We conducted our audits in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial statements. The procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error. In making those risk assessments, the auditor considers internal control relevant to the
entity's preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also
includes evaluating the appropriateness of accounting policies used and the reasonableness of
significant accounting estimates made by management, as well as evaluating the overall presentation of
the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion.
Opinion
In our opinion, the consolidated financial statements referred to above present fairly, in all material
respects, the financial positions of Helix Fund I, LLC as of December 31, 2017 and January 1, 2017, and
the results of their operations and their cash flows for the fiscal year ended December 31, 2017 and the
period from December 2, 2016 (inception) through January 1, 2017 in accordance with accounting
principles generally accepted in the United States of America.
Atlanta, Georgia
March 21, 2018
Helix Fund I, LLC
Consolidated Balance Sheets
December 31, 2017 and January 1, 2017
See Notes to Consolidated Financial Statements.
3
December 31, 2017 January 01, 2017
Current assets
Cash 68,387$ -$
Accounts receivable 34,286 1,103
Unbilled receivable 544,270 -
Prepaid expenses 33,142 -
Total current assets 680,085 1,103
Property and equipment, net 27,118,166 11,093,832
Total assets 27,798,251$ 11,094,935$
Current liabilities
Accrued expenses 23,807$ 14,841$
Total current liabilities 23,807 14,841
Equity
Members' equity 27,774,444 11,080,094
Total liabilities and members' equity 27,798,251$ 11,094,935$
Assets
Liabilities and Members' Equity
Helix Fund I, LLC
Consolidated Statements of Operations
Fiscal Year ended December 31, 2017 and Period from December 2, 2016 (inception) through
January 1, 2017
See Notes to Consolidated Financial Statements.
4
December 31, 2017 January 01, 2017
Revenue from power purchase agreements 1,267,433$ 1,103$
Revenue from production incentives 66,412 -
Revenue from the sale of renewable energy certificates 518,102 -
Total revenue 1,851,947 1,103
Operating expenses
Depreciation 973,149 33,526
Operations and maintenance fees 126,375 -
Insurance 88,416 11,081
Management fees 25,080 986
Miscellaneous expenses 8,789 2,774
Total operating expenses 1,221,809 48,367
Operating income (loss) 630,138 (47,264)
Other expenses
Interest expense 2,148 -
Net income (loss) 627,990$ (47,264)$
Helix Fund I, LLC
Consolidated Statements of Members' Equity
Fiscal Year ended December 31, 2017 and Period from December 2, 2016 (inception) through
January 1, 2017
See Notes to Consolidated Financial Statements.
5
Members' equity
Balance, December 2, 2016 (inception) -$
Net loss (47,264)
Contributions from members 11,127,358
Balance, January 1, 2017 11,080,094
Net income 627,990
Contributions from members 16,997,483
Distributions to members (931,123)
Balance, December 31, 2017 27,774,444$
Helix Fund I, LLC
Consolidated Statements of Cash Flows
Fiscal Year ended December 31, 2017 and Period from December 2, 2016 (inception) through
January 1, 2017
See Notes to Consolidated Financial Statements.
6
December 31, 2017 January 01, 2017
Cash flows from operating activities:
Net income (loss) 627,990$ (47,264)$
Reconciliation of net income (loss) to net cash provided by operating activities:
Depreciation 973,149 33,526
Changes in operating assets and liabilities:
Accounts receivable (33,183) (1,103)
Unbilled receivable (544,270) -
Prepaid expenses (33,142) -
Accounts payable and accrued expenses 8,966 14,841
Net cash provided by operating activities 999,510 -
Cash flows used in financing activities:
Distributions to members (931,123) -
Proceeds from notes payable 100,000 -
Payment of notes payable (100,000) -
Net cash used in financing activities (931,123) -
Net change in cash 68,387 -
Cash at beginning of period - -
Cash at end of period 68,387$ -$
Supplemental information:
Cash paid for interest 2,148$ -$
Supplemental noncash investing and financing transactions:
Property and equipment purchased (16,997,483)$ (11,127,358)$
Member contributions 16,997,483 11,127,358
-$ -$
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
7
Note 1 - Organization and nature of operations
Helix Fund I, LLC (”Helix Fund”) was formed on December 2, 2016 as a Delaware limited liability
company. On December 5, 2016, the Class A Member and HA Helix LLC (“Class B Member”) entered
into a Limited Liability Company Agreement (the “LLC Agreement”) to own one hundred percent
(100%) of the Class A Interests and one hundred percent (100%) of the Class B Interests,
respectively.
On December 5, 2016, the Company, together with Class A Member, Class B Member, SunPower
Helix I, LLC (“Seller”), SunPower Capital Services, LLC, and SunPower Corporation, Systems
(“Contractor”), entered into a Purchase and Contribution Agreement (“PCA”), to acquire from Seller
one hundred percent (100%) of the equity interests of certain limited liability companies (each, a
“ProjectCo” and collectively with the Helix Fund, the “Company”) that own and operate one or more
photovoltaic solar energy generating systems (each, a “System” and collectively, “Systems”). The
purchase of the ProjectCos was funded through contributions from the Members.
On March 10, 2017, the PCA was amended and restated for the Members’ contributions to Helix Fund
to fund the acquisition of Helix Project I, LLC, Northstar Macys Nevada, LLC, Northstar Macys East
Coast 2016, LLC and Northstar Macys Illinois, LLC and inclusion of closing deliverables and
conditions precedent with their respective ProjectCos.
On December 20, 2017, the LLC Agreement was amended and restated to admit SunPower Capital
Services, LLC (“Class C Member”). The Class C Member was admitted to conduct administrative
activities for the Company. No contributions were required as part of the agreement.
As of December 31, 2017, Helix Fund has purchased six ProjectCos and 18 Systems (see Note 3).
Note 2 - Summary of Significant Accounting Policies
Basis of accounting
The consolidated financial statements have been prepared in accordance with U.S. generally
accepted accounting principles (U.S. GAAP).
Principles of consolidation
The consolidated financial statements include the accounts of Helix Fund I, LLC and its wholly owned
subsidiaries, Northstar Macys US West 2016, LLC; Northstar Macys Colorado, LLC; Northstar Macys
Nevada, LLC; Northstar Macys East Coast 2016, LLC; Northstar Macys Illinois, LLC; and Helix
Project I, LLC. All intercompany transactions and balances have been eliminated in consolidation.
Fiscal year
The Company reports on a fiscal-year basis and ends its months on the Sunday closest to the end of
the applicable calendar month end. Accordingly, every fifth or sixth year will be a 53-week fiscal year.
Fiscal year 2016 consisted of 4 weeks, starting on December 2, 2016 and ending on January 1, 2017.
Fiscal year 2017 consisted of 52 weeks, starting on January 2, 2017 and ending on December 31,
2017 for fiscal year 2017.
Use of estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires
management to make estimates and assumptions that affect the amounts reported in the
consolidated financial statements and accompanying notes. Such estimates include, among others,
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
8
the estimates for future cash flow, fair value, and estimated useful life and salvage value of the
systems. Actual results could materially differ from those estimates.
Accounts receivable
Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company
assesses whether an allowance for doubtful accounts is needed for estimated losses inherent in its
accounts receivable portfolio. In establishing the required allowance, management considers the
aging profile of outstanding receivables, and existing industry and other economic data. There is no
allowance for doubtful accounts as of December 31, 2017 and January 1, 2017.
Property and equipment
Property and equipment are carried at the acquisition price paid by the Company, less accumulated
depreciation. Depreciation is accounted for using the straight-line method over the lesser of the
Purchase Power Agreement (“PPA”) term or the System’s useful life, whichever is shorter. The
depreciable lives ranged from 16 to 20 years starting on the respective System’s commercial
operating date. The salvage value is the expected fair value of the System at the end of the
depreciation period. The salvage value shall be estimated at twenty percent (20%) of the purchase
price, which is the fair market value at acquisition. Repairs and maintenance costs are expensed as
incurred. Gains or losses related to retirements or disposition of property and equipment are
recognized in the period incurred.
Impairment of long-lived assets
The Company evaluates its long-lived assets, such as property and equipment with finite lives, for
impairment whenever events or changes in circumstances indicate that the carrying value of such
assets may not be recoverable. Factors considered important that could result in an impairment
review include significant under-performance relative to expected historical or projected future
operating results, significant changes in the manner of use of acquired assets, and significant
negative industry or economic trends. The impairment evaluation includes a review of the initial model
used for acquisition that includes estimated future undiscounted net cash flows expected to be
generated by the assets over the useful lives to ensure the future undiscounted net cash flows is
sufficient to recover the carrying value of the assets over the remaining estimated useful lives. An
impairment loss in the amount by which the carrying value of the assets exceeds the fair value would
be recorded if the cash flows are not greater than the carrying value. For the fiscal year ended
December 31, 2017 and the period ended January 1, 2017, the Company did not record any
impairment charges because no impairment trigger events occurred.
Income taxes
The Company has elected to be taxed as a partnership. Accordingly, the taxable income or loss of the
Company is reported in the tax returns of the Members and no provision for federal or state income
taxes is reflected in the accompanying consolidated financial statements. The 2016 federal and state
income tax returns are open to examination from the Internal Revenue Service.
Asset retirement obligations and asset removal agreement
The Company's asset retirement obligations (ARO) relate to the Company's contractual obligations to
retire the solar facilities under the terms of site lease agreements with the offtaker, or affiliates of the
offtakers, of its PPAs. The land and roof leases require that, in addition to retirement of the solar
facilities upon lease termination, the leased land or roof be restored to an agreed-upon condition.
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
9
On December 5, 2016, the Company entered into a System Removal Agreement with the Contractor,
an affiliate of the Class C Member, requiring the Contractor to remove and administer the sale of the
Systems at the Contractor’s expense (asset removal rights). This System Removal Agreement was
entered in conjunction with an O&M agreement with the Contractor.
The Company recorded the present value of the estimated obligations as they were incurred. Upon
initial recognition of the Company's ARO, the carrying amount of the solar facilities was also
increased. The asset retirement obligations are accreted to their future value at the expected time of
retirement and the capitalized amount to solar facilities is depreciated over the estimated useful life.
The Company periodically reviews the estimated ARO related to its contractual obligations to retire
the solar facilities from the leased sites upon which the solar facilities were built. No adjustments to
the ARO were made during the fiscal year ended December 31, 2017 and the period ended January
1, 2017.
The asset removal rights from the Contractor is computed in the same manner as the ARO and
effectively offsets the impacts of the ARO on the related asset removal cost included in the carrying
amount of the solar facilities, the related depreciation expense of that asset removal cost, and the
ARO accretion expense. The Company has elected to present the ARO net of the equally offsetting
asset removal rights from the Contractor in the balance sheet. The following table reflects the
changes in the asset retirement obligation:
December 31, 2017 January 01, 2017
Asset retirement obligation, beginning: 107,964$ -$
Liabilities incurred 311,070 107,964
Accretion expense 87,114 -
Asset retirement obligation, ending: 506,148$ 107,964$
Revenue recognition
The Company recognizes revenues from the sale of electricity under PPAs with various entities upon
the delivery of power at pre-determined rates specified in each contract. The Company determined
the PPAs do not meet the definition of a lease or derivative and are accounted for as executory
contracts. Revenue is recognized when persuasive evidence of an arrangement exists, delivery has
occurred, the price is fixed, and collectability is reasonably assured. As such, revenue on executory
contracts is recognized when the underlying physical transaction is completed. See Note 5 for further
analysis of the PPAs.
The Company recognizes revenue from the sale of Renewable Energy Credits (“RECs”) under
Renewable Energy Credits (“REC”) contracts. The Company has elected an accounting policy to
treat REC revenue as a form of output from the Systems. The Company has also elected to treat
pre-determined pricing in its contracts as fixed prices. The Company has determined its long-term
REC contracts do not meet the criteria to be defined as a lease or classified as a derivative. The
Company recognizes revenues generated under the REC contracts when persuasive evidence of an
arrangement exists, delivery has occurred, the price is fixed, and collectability is reasonably assured.
Therefore, revenue is recognized from the sale of RECs upon the transfer of RECs to the buyer.
The Company recognizes revenue from the California Solar Initiative (“CSI”) program upon the
delivery of electricity. The Company has elected an accounting policy to treat revenue from the CSI
program contracts as a government incentive and not as a form of output from the Systems. The
Company recognizes revenues generated under the CSI program contracts when persuasive
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
10
evidence of an arrangement exists, delivery has occurred, the price is fixed, and collectability is
reasonably assured. Therefore, the Company recognizes revenue upon the delivery of electricity.
Sales tax
The Company has elected not to report sales taxes in revenues. The sales taxes are reported as
accrued expenses.
Leases
Rents payable under operating leases are charged to operations on a straight-line basis over the term
of the relevant lease. The excess of straight-line rent expense over scheduled rent payments is
recorded as deferred rent. For the fiscal year ended December 31, 2017 and the period ended
January 1, 2017, no deferred rent was recorded.
Fair value of assets and liabilities
The fair value of a financial instrument is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date. The
carrying amounts of cash, accounts receivable, unbilled receivable, prepaid expenses, and accrued
liabilities approximate their respective fair values as of December 31, 2017 and January 1, 2017.
Recent accounting pronouncements
In January 2017, the Financial Accounting Standards Board (“FASB”) issued an update to the
standards to clarify the definition of a business to assist entities with evaluating whether transactions
should be accounted for as acquisitions (or disposals) of assets or businesses. The new guidance is
effective for the Company no later than the first quarter of fiscal 2019 and requires a prospective
approach to adoption. Early adoption is permitted. The Company is evaluating the potential impact of
this standard on its consolidated financial statements and disclosures.
In February 2016, the FASB issued an update to the standards to require lessees to recognize a
lease liability and a right-of-use asset for all leases (lease terms of more than 12 months) at the
commencement date. The new guidance is effective for the Company no later than the first quarter of
fiscal 2020 and requires a modified retrospective approach to adoption. Early adoption is
permitted. The Company is evaluating the potential impact of this standard on its consolidated
financial statements and disclosures.
In May 2014, the FASB issued a new revenue recognition standard based on the principle that
revenue is recognized to depict the transfer of goods or services to customers in an amount that
reflects the consideration to which the entity expects to be entitled in exchange for those goods and
services. In August 2015, the FASB deferred the effective date of this standard for all entities by one
year. The new revenue recognition standard becomes effective for the Company in the first quarter of
fiscal 2019, and is to be applied retrospectively using one of two prescribed methods. The Company
is evaluating the application method and impact on its consolidated financial statements and
disclosures.
Note 3 - Asset acquisition
On March 10 and 30 of 2017, Helix Fund acquired 100% of the membership interest of the below
ProjectCos from the Seller. The transaction included the acquisition of certain project contract rights,
including PPAs and site leases. Pursuant to the PCA, Helix Fund paid an aggregate purchase price of
$16,997,483 which was capitalized as part of property and equipment, net in the accompanying
consolidated balance sheet.
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
11
The transactions are accounted for as asset acquisitions. Northstar Macys East Coast 2016, LLC 5,965,900$
Northstar Macys Nevada, LLC 2,985,315
Northstar Macys Illinois, LLC 5,053,020
Helix Project I, LLC 2,993,248
Total asset acquisition 16,997,483$
On December 5 and 23, 2016, Helix Fund acquired 100% of the membership interest of the below
ProjectCos from the Seller. The transaction included the acquisition of certain project contract rights,
including PPAs and site leases. Pursuant to the PCA, Helix Fund paid an aggregate purchase price of
$11,127,358 which was capitalized as part of property and equipment, net in the accompanying
consolidated balance sheet.
The transactions are accounted for as asset acquisitions.
Northstar Macys US West, 2016, LLC 10,057,747$
Northstar acys Colorado, LLC 1,069,611
Total asset acquisition 11,127,358$
The Company made capital calls of its Members to purchase the assets. For the convenience of the
parties involved, the Members were instructed to make their respective contributions directly to the
seller. These contributions are noncash as Helix Fund never received or disbursed cash as part of the
transaction.
Note 4 - Property and equipment, net
Property and equipment, net consisted of the following as of December 31, 2017 and January 1,
2017:
December 31, 2017 January 01, 2017
Property and equipment, cost 28,124,841$ 11,127,358$
Accumulated depreciation (1,006,675) (33,526)
Property and equipment, net 27,118,166$ 11,093,832$
Note 5 - Purchase power agreements
The ProjectCos have entered into PPAs with various third-party off-takers.
The terms of the PPAs range from 16 to 20 years starting on the respective System’s commercial
operation date. Throughout the term of the PPAs, the off-taker agrees to purchase all of the energy
delivered by the Systems at rates specified in the PPA.
The PPAs with one of the off-takers permits the off-taker to purchase the System at fair market value
on the fifteenth anniversary of the Commercial Operation Date. Upon expiration of the initial term, the
PPAs permit the off-taker to extend the PPA at the fair market price for electricity generated by solar
PV systems, purchase the System at fair market value, or require the ProjectCo to remove the
System.
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
12
Note 6 - Related party transactions
Management services
On December 5, 2016, Helix Fund entered into a Management Agreement with the Class C Member
to provide asset management services to the Company. The Company pays an annual management
fee of approximately $25,000, which is payable in quarterly installments. The fee shall increase by
two and a half percent (2.5%) annually. The agreement will automatically renew for one-year terms
unless written notice is provided. The services provided for each System and ProjectCo shall
terminate upon expiration of the respective PPA or the date in which the ProjectCo is ceases to be a
subsidiary of Helix Fund. During the fiscal year ended 2017, Helix Fund incurred and paid $25,080 of
management fees. During the period ended January 1, 2017, Helix Fund incurred and paid $986 of
management fees.
Operations and maintenance services
On December 5, 2016, Helix Fund entered into an Operations and Maintenance (“O&M”) Agreement
with the Contractor, an affiliate of the Class C Member, to provide operation and maintenance
services to the ProjectCos. The Company pays an annual fee up to $20,000 per system, which is
payable in quarterly installments. The fee shall increase by two and a half percent (2.5%) annually.
The term for each System commences on the Substantial Completion Date, as defined in the
applicable Engineering, Procurement and Construction Agreement, and last for ten years. During the
fiscal year ended 2017, Helix Fund incurred and paid $126,375 of operations and maintenance fees.
Helix Fund did not incur any operations and maintenance fees for the period ended January 1, 2017.
Note payable
On March 10, 2017, Helix Fund entered into a promissory note bearing annual interest at 7% of
$100,000 with the Class B Member. The full balance was paid off on June 30, 2017.
Note 7 - Members’ equity
Members’ contributions
As of December 31, 2017, contributions made by the Members are as follows: December 05, 2016 10,057,747$
December 23, 2016 1,069,611
March 10, 2017 14,602,885
March 30, 2017 2,394,598
Total capital contributions 28,124,841$
No further contributions are required from the Members unless all of the Members consent thereto in
writing. In no circumstances shall the Class C Member be required or permitted to make any
contributions.
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
13
Profit and losses allocation
Profit and losses are allocated using the provisions of the LLC Agreement. Accordingly, all items of
Company income, gain, loss and deduction (or items thereof) shall be allocated among the Capital
Accounts of the Class A and B Members as follows:
(i) Profits and losses generated during the period of time commencing on the Effective Date
and ending on December 31, 2024 (“Allocation Period 1”) shall be allocated 99% to the
Class A Member and 1% to the Class B Member;
(ii) Profits and losses generated during the period of time commencing on the day immediately
following the last day of Allocation Period 1 and ending on December 31, 2025 (“Allocation
Period 2”) shall be allocated 84.5% to the Class A Member and 15.5% to the Class B
Member; provided that if the Placed In Service Date for a Project occurs during 2017, then
the Members may agree to adjust profit and loss allocation percentages during Allocation
Period 2, and
(iii) Profits and losses generated during the period of time commencing on the day immediately
following the last day of Allocation Period 2 (“Allocation Period 3”) shall be allocated 5% to
the Class A Member and 95% with respect to the Class B Member.
Items of Company deduction or loss shall be adjusted upon certain tax events.
Beginning in 2023, the Class A Member shall be allocated sufficient income (but in no event, shall
such allocation exceed 99% of the Company income) to reduce any deficit in such Class A Member’s
capital account.
The Class C Member was admitted to conduct administrative activities for the Company. No
contributions were required as part of the agreement. As a result, there was no profit and loss
allocation to the Class C Member.
Distributions
Pursuant to the terms of the LLC Agreement, distributions of net cash flow from operations for each
prior calendar quarter shall be made to the Members as follows:
(i) Net Cash Flow attributable to the period commencing on the Effective Date and through the
end of the PPA term of the ProjectCo shall be distributed to the Members as follows: (A)
98% to the Class B Member and (B) 2% to the Class A Member.
(ii) Net Cash Flow attributable to the period commencing on the day after the PPA term of the
ProjectCo shall be distributed to the Members as follows: (A) 55% to the Class B Members
and (B) 45% to the Class A Members.
As of December 31, 2017, distributions to the Class A Member and Class B Member totaled $18,622
and for $912,501, respectively. There were no distributions for the period ended January 1, 2017.
The Class C Member was admitted to conduct administrative activities for the Company. No
contributions were required as part of the agreement. As a result, there were no distributions to the
Class C Member.
Members’ equity allocation
At December 31, 2017, consolidated members’ equity of $27,774,444 was allocated $11,748,620 to
the Class A Member, $16,025,824 to the Class B Member, and $0 to the Class C Member. At January
Helix Fund I, LLC
Notes to Consolidated Financial Statements
December 31, 2017 and January 1, 2017
14
1, 2017, consolidated members’ equity of $11,080,094 was allocated $4,376,425 to the Class A
Member and $6,703,669 to the Class B Member.
Note 8 - Concentration of credit risk
The Company maintains cash with financial institutions. At times, these balances may exceed the
federal insurance limits; however, the Company has not experienced any losses with respect to its
bank balances in excess of government provided insurance. Management believes that no significant
concentration of credit risk exists with respect to these balances for the fiscal year ended December
31, 2017 and the period ended January 1, 2017.
Note 9 - Concentration risks
Approximately 58% and 10% of the Company’s total revenue is derived from PPAs for Macy’s
Corporate Services, Inc. and Arvin Union School District, respectively, for the fiscal year ended
December 31, 2017. All revenue was derived from PPAs for Macy’s Corporate Services, Inc. for the
period ended January 1, 2017.
Note 10 - Commitments and contingencies
Site agreements
The ProjectCos have entered into site agreements with the offtaker or affiliate of the offtaker of the
property upon which the Systems are located. The site leases commence on the Effective Date of the
site agreements and extend for 20 years or until the PPA expires. The base rent due to the landlord is
de minimis.
Environmental contingencies
The Company reviews its obligations as they relate to compliance with environmental laws, including
site restoration and remediation. During the fiscal year ended December 31, 2017 and the period
ended January 1, 2017, there were no known environmental contingencies that required the
Company to recognize a liability.
Legal proceedings
In the normal course of business, the Company may be notified of possible claims or assessments.
The Company will record a provision for these claims when it is both probable that a liability has been
incurred and the amount of the loss, or a range of the potential loss, can be reasonably estimated.
These provisions are reviewed regularly and adjusted to reflect the impacts of negotiations,
settlements, rulings, advice of legal counsel, and other information or events pertaining to a particular
case. In the opinion of management, the ultimate disposition of these matters will not have a material
adverse effect on the Company’s consolidated financial position, results of operations, or liquidity.
Note 11 - Subsequent events
Events that occur after the balance sheet date but before the financial statements were available to be
issued must be evaluated for recognition or disclosure. The effects of subsequent events that provide
evidence about conditions that existed at the balance sheet date are recognized in the accompanying
financial statements. Subsequent events which provide evidence about conditions that existed after
the balance sheet date, require disclosure in the accompanying notes. Management evaluated the
activity of the Company through March 21, 2018 (the date the financial statements were available to be
issued) and concluded that no subsequent events have occurred that would require recognition in the
financial statements or disclosure in the notes to the financial statements.