Commitments and Contingencies

3 Months Ended

Mar. 31, 2020

Commitments and Contingencies Disclosure [Abstract]

Letters of Credit

As of March 31, 2020 and December 31, 2019, the Company had $17.5 million and $20.1 million, respectively, of unused letters of credit outstanding, which carry fees of 2.13% - 3.25% per annum and 1.25% - 3.25% per annum, respectively.

Operating and Finance Leases

The Company leases real estate under non-cancellable-operating leases and equipment under finance leases.

The components of lease expense were as follows (in thousands):


	Three Months Ended March 31,
	2020		2019
Finance lease cost:
Amortization of right-of-use assets	$	2,657	$	3,484
Interest on lease liabilities	217		239
Operating lease cost	3,126		2,879
Short-term lease cost	120		524
Variable lease cost	810		877
Sublease income	(160)		(156)
Total lease cost	$	6,770	$	7,847

Other information related to leases was as follows (dollars in thousands):


	Three Months Ended March 31,
	2020			2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	2,575		$	2,567
Operating cash flows from finance leases	221			201
Financing cash flows from finance leases	2,953			3,060
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	32			20,395
Finance leases	180			3,566
Weighted average remaining lease term (years):
Operating leases	4.99			5.55
Finance leases	2.70			2.90
Weighted average discount rate:
Operating leases	5.5		%	5.2		%
Finance leases	4.2		%	4.3		%

Future minimum lease commitments under non-cancellable leases as of March 31, 2020 were as follows (in thousands):


	Operating Leases		Sublease Income		Net Operating Leases		Finance Leases
2020	$	12,586	$	825	$	11,761	$	9,802
2021	10,991		439		10,552		6,970
2022	9,289		—		9,289		3,900
2023	8,189		—		8,189		516
2024	3,346		—		3,346		33
Thereafter	7,330		—		7,330		1
Total future lease payments	51,731		1,264		50,467		21,222
Less: Amount representing interest	6,666		—		6,666		1,050
Present value of future payments	45,065		1,264		43,801		20,172

Less: Tenant incentives	273		—		273		—
Net present value of future payments	44,792		1,264		43,528		20,172
Less: Current portion	10,440		—		10,440		9,167
Long-term portion	$	34,352	$	1,264	$	33,088	$	11,005

Purchase Commitment

The Company entered into purchase commitments, which have the ability to be canceled without significant penalties, with multiple suppliers to purchase $132.1 million of photovoltaic modules, inverters and batteries by the end of 2022.

Warranty Accrual

The Company accrues warranty costs when revenue is recognized for solar energy systems sales, based on the estimated future costs of meeting its warranty obligations. Warranty costs primarily consist of replacement costs for supplies and labor costs for service personnel since warranties for equipment and materials are covered by the original manufacturer’s warranty (other than a small deductible in certain cases). As such, the warranty reserve is immaterial in all periods presented. The Company makes and revises these estimates based on the number of solar energy systems under warranty, the Company’s historical experience with warranty claims, assumptions on warranty claims to occur over a systems’ warranty period and the Company’s estimated replacement costs.

Commercial ITC and Cash Grant Indemnification

The Company is contractually committed to compensate certain investors for any losses that they may suffer in certain limited circumstances resulting from reductions in Commercial ITCs or U.S. Treasury grants. Generally, such obligations would arise as a result of reductions to the value of the underlying solar energy systems as assessed by the Internal Revenue Service (the “IRS”). At each balance sheet date, the Company assesses and recognizes, when applicable, the potential exposure from this obligation based on all the information available at that time, including any audits undertaken by the IRS. One of the Company's investment funds has been selected for audit by the IRS. In addition, one of the Company's investors is also being audited by the IRS. However, since these audits are ongoing, the Company is unable to determine the potential tax liabilities as of the filing date of this Quarterly Report on Form 10-Q. The maximum potential future payments that the Company could have to make under this obligation would depend largely on the difference between the prices at which the solar energy systems were sold or transferred to the Funds (or, in certain structures, the fair market value claimed in respect of such systems (referred to as "claimed values")) and the eligible basis determined by the IRS. The Company set the purchase prices and claimed values based on fair market values determined with the assistance of an independent third-party appraisal with respect to the systems that generate Commercial ITCs that are passed-through to, and claimed by, the Fund investors. In April 2018, the Company purchased an insurance policy providing for certain payments by the insurers in the event there is any final determination (including a judicial determination) that reduced the Commercial ITCs claimed in respect of solar energy systems sold or transferred to most Funds through April 2018, or later, in the case of Funds added to the policy after such date. In general, the policy indemnifies the Company and related parties for additional taxes (including penalties and interest) owed in respect of lost Commercial ITCs, gross-up costs and expenses incurred in defending such claim, subject to negotiated exclusions from, and limitations to, coverage.

Litigation

The Company is subject to certain legal proceedings, claims, investigations and administrative proceedings in the ordinary course of its business. The Company records a provision for a liability when it is both probable that the liability has been incurred and the amount of the liability can be reasonably estimated. These provisions, if any, are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. Depending on the nature and timing of any such proceedings that may arise, an unfavorable resolution of a matter could materially affect the Company’s future consolidated results of operations, cash flows or financial position in a particular period.

On April 8, 2019, a putative class action captioned Loftus et al. v. Sunrun Inc., Case No. 3:19-cv-01608, was filed in the United States District Court, Northern District of California. The complaint generally alleges violations of the Telephone Consumer Protection Act (the “TCPA”) on behalf of an individual and putative classes of persons alleged to be similarly situated. Plaintiffs filed a First Amended Complaint on June 26, 2019, adding defendant MediaMix 365, LLC, also asserting individual and putative class claims under the TCPA, along with claims under the California Invasion of Privacy Act. In the amended version of their Complaint, plaintiffs seek statutory damages, equitable and injunctive relief, and attorneys’ fees and costs on behalf of themselves and the absent purported classes. On January 23, 2020, the Court held a status conference and set discovery deadlines. Most, if not all, of the claims asserted in the lawsuit relate to activities allegedly engaged in by third-party vendors, for which the Company denies any responsibility. The vendors are contractually obligated to indemnify the Company for losses related to the conduct alleged. The Company believes that the claims are without merit and intends to defend itself vigorously.