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SEC Filings

10-K
TERRAFORM GLOBAL, INC. filed this Form 10-K on 12/21/2016
Entire Document
 

unrestricted cash and cash equivalents at the corporate and projects level, respectively. Unrestricted cash held at our project companies is available for project expenses but not available for corporate use. Total corporate liquidity excludes availability under the Revolver. As discussed under “Item 1. Business - Revolving Credit Facility and Senior Notes due 2022” above, on September 2, 2016, Global Operating LLC entered into a second supplemental indenture to the indenture governing the Senior Notes, under which Global Operating LLC agreed to repay the borrowing currently outstanding (other than the outstanding letters of credit) under the Revolver, as well as to restrictions on the ability of Global Operating LLC to further borrow under the Revolver until the earlier of March 8, 2017 or such time as SunEdison and its subsidiaries (other than the Company, TerraForm Power, Inc. and their respective subsidiaries) have disposed of all or substantially all of their equity interests in the Company and an offer has been made to repurchase the Senior Notes at a purchase price in cash at least equal to 101% of the applicable principal amount, plus accrued and unpaid interest and additional interest, if any, to the repurchase date (or a binding agreement to make such an offer has been entered into). As a result, the $350.0 million of availability under our Revolver is not included in our liquidity position as of October 31, 2016. Management believes that the Company’s liquidity position and cash flows from operations will be adequate to finance operating and maintenance capital expenditures, service debt and other liquidity commitments. Management continues to regularly monitor the Company’s ability to finance the needs of the operating, financing and investing activities of our business in light of current conditions affecting us and within the dictates of prudent balance sheet management.    
Sources of Liquidity
The Company’s principal sources of liquidity include unrestricted cash, cash generated from operations, borrowings under new and existing financing arrangements and the issuance of additional equity and debt securities. We are currently limited in our ability to access the capital markets for our debt and equity securities at costs that are attractive to us. We expect that sources of funds that are available to us, including cash on hand and cash generated from our operations, will be adequate to provide for the Company’s short-term and long-term liquidity needs. The Company’s ability to meet its debt service obligations and other capital requirements, including capital expenditures, as well as make acquisitions, will depend on the Company’s future operating performance which, in turn, will be subject to general economic, financial, business, competitive, legislative, regulatory and other conditions, many of which are beyond our control.
Uses of Liquidity
The Company’s principal requirements for liquidity and capital resources, other than for operating its business, can generally be categorized by the following: (i) debt service obligations; (ii) funding acquisitions, if any; and (iii) if and when declared by the Company, cash dividends to stockholders. Generally, once commercial operation is reached, solar and wind power plants do not require significant capital expenditures to maintain operating performance. As of December 31, 2015, the cash consideration to be paid on account of our pending acquisitions was approximately $56.3 million. As of October 31, 2016, the Company has paid $35.4 million in relation to the pending acquisitions and the remaining amounts are still due. In addition, in April 2016, we used an additional $23.6 million to repay in full the project level indebtedness of the NSM 24 power plant. Prior to this repayment, the Company was in default on this project level indebtedness, however a waiver had been obtained through December 31, 2016. On September 8, 2016, the Company repaid $135.0 million loans outstanding under the Revolver.
Debt Service Obligations
The aggregate amounts of payments on long-term debt due after December 31, 2015 excluding amortization of debt discounts and premiums, as stated in the financing agreements, are as follows:
 
 
Maturities
(In thousands)
 
2016 (1)
 
2017
 
2018
 
2019
 
2020
 
Thereafter
 
Total
Maturities of long-term debt:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate
 
$

 
$

 
$

 
$
135,000

 
$

 
$
801,395

 
$
936,395

Project level
 
11,044

 
10,721

 
10,079

 
13,555

 
17,318

 
310,223

 
372,940

Total
 
11,044

 
10,721

 
10,079

 
148,555

 
17,318

 
1,111,618

 
1,309,335

(1)
Represents the contractual principal payment due dates for our long-term debt and does not reflect the reclassification of $319.0 million of long-term debt to current as a result of debt defaults under a portion of our non-recourse financing agreements.
Certain of our project level financing agreements contain provisions that provide the lenders with the right to accelerate debt maturity as a result of non-compliance with loan covenants. Therefore, these debt balances were reclassified from long-term to current as of December 31, 2015. We are currently working with the applicable project lenders to obtain


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