Investment in Unconsolidated Affiliates

On November 11, 2016, OpCo entered into the Stateline Purchase Agreement with First Solar to acquire a 34% interest in the Stateline Project for $329.5 million (the “Stateline Acquisition”). The Stateline Acquisition closed on December 1, 2016 and the Partnership recorded an investment of $329.9 million after consideration of acquisition-related costs.

As of May 31, 2017, the Partnership owns a 49% ownership interest in each of SG2 Holdings, North Star Holdings, Lost Hills Blackwell Holdings and Henrietta Holdings, and a 34% ownership interest in Stateline Holdings. The minority membership interests are accounted for as equity method investments, as the Partnership is able to exercise significant influence through its governing board, while the non-affiliated majority owner otherwise controls. The following table summarizes the activity of the Partnership’s investments in its unconsolidated affiliates during each of the three and six months ended May 31, 2017 and May 31, 2016, respectively:



	Three Months Ended						Six Months Ended
(in thousands)	May 31, 2017			May 31, 2016			May 31, 2017			May 31, 2016
Balance at the beginning of the period	$	788,000		$	346,197		$	475,078		$	352,070
Investments in its unconsolidated affiliates during the period	60			—			330,087			—
Equity in earnings in unconsolidated affiliates (1)	9,359			5,024			9,965			5,429
Distributions from unconsolidated affiliates	(11,587		)	(2,633		)	(29,298		)	(8,911		)
Balance at the end of the period	$	785,832		$	348,588		$	785,832		$	348,588


(1)	The net income (loss) used to determine the Partnership’s equity in earnings of unconsolidated affiliates reflects adjustments pursuant to the equity method of accounting, including the amortization of basis differences resulting from the Partnership’s proportionate share of certain equity method investees’ net assets exceeding their carrying values.

The difference between the amounts at which the Partnership’s investments in unconsolidated affiliates are carried and the Partnership’s proportionate share of the equity method investee’s net assets for equity method investments was $138.5 million and $83.2 million as of May 31, 2017 and November 30, 2016, respectively. The Partnership accretes the basis difference over the life of the underlying assets and the accretion expense was $1.0 million and $0.4 million for the three months ended May 31, 2017 and May 31, 2016, respectively, and $2.0 million and $0.8 million for the six months ended May 31, 2017 and May 31, 2016, respectively.

The following table presents summarized financial information of SG2 Holdings, North Star Holdings, Lost Hills Blackwell Holdings, Henrietta Holdings and Stateline Holdings as derived from the unaudited condensed consolidated financial statements of such entities for the each of the three and six months ended May 31, 2017 and May 31, 2016, respectively:



	Three Months Ended				Six Months Ended
(in thousands)	May 31, 2017		May 31, 2016		May 31, 2017		May 31, 2016
Summary statements of operations information:
Revenue	$	42,277	$	16,101	$	61,893	$	24,751
Operating expenses	25,519		9,844		51,912		20,769
Net income	13,430		6,382		5,671		4,212