Shareholders’ Equity

3 Months Ended

Feb. 28, 2017

Stockholders Equity Note [Abstract]

Shareholders’ Equity

Note 10. Shareholders’ Equity

On June 24, 2015, the Partnership completed its IPO by issuing 20,000,000 of its Class A shares representing limited partner interests in the Partnership to the public. On September 28, 2016 the Partnership sold in an underwritten registered public offering 8,050,000 Class A shares representing limited partner interests in the Partnership.

ATM Program

On January 30, 2017, the Partnership established the ATM Program under which the Partnership may sell Class A shares from time to time through the ATM Agents up to an aggregate sales price of $125.0 million.  The Partnership may also sell Class A shares to any ATM Agent, as principal for its own account, at a price agreed upon at the time of the sale.  The Partnership will use the net proceeds from sales under the ATM Program to purchase a number of common units in OpCo equal to the number of Class A shares issued under the ATM Program. OpCo may use the proceeds for general corporate purposes, which may include, among other things, repaying borrowings under the Stateline Promissory Note and OpCo’s credit facilities, and funding working capital or acquisitions.  

As of both February 28, 2017 and November 30, 2016, the Partnership owned a 35.5% limited liability company interest in OpCo as well as a controlling noneconomic managing member interest in OpCo, and the Sponsors collectively owned 51,000,000 Class B shares in the Partnership, with SunPower and First Solar having owned 28,883,075 and 22,116,925 Class B shares, respectively, and together, having owned a noncontrolling 64.5% limited liability company interest in OpCo. No shares were issued under the ATM Program during the quarter ended February 28, 2017.

The following shares of the Partnership were outstanding as of February 28, 2017 and November 30, 2016, respectively:

	As of
Shares	February 28, 2017		November 30, 2016		Shareholder
Class A shares		28,076,907		28,072,680	Public
Class B shares		22,116,925		22,116,925	First Solar
Class B shares		28,883,075		28,883,075	SunPower
Total shares outstanding		79,076,907		79,072,680

Cash Distribution

On January 13, 2017, the Partnership distributed $7.0 million on its Class A shares and OpCo distributed $12.7 million on its common and subordinated units, or in each case $0.2490 per share or unit, for the period from September 1, 2016 to November 30, 2016.