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SunPower Reports Fourth-Quarter, Year-End 2009 Results

-- Record Q4-2009 revenue of $548 million; fiscal-year 2009 revenue of $1.52 billion

-- Q4 GAAP EPS of $0.09 and non-GAAP EPS of $0.47 - includes $0.03 per share in accounting investigation expenses

-- Completed largest solar power plant in Italy, 24-megawatt (MW) project in Montalto

-- Completed construction of more than 100-MW rooftop and ground mount systems in 2009

-- More than doubled the number of SunPower dealers in 2009 to ~1,000 dealers in eight countries

-- Announced the acquisition of SunRay Renewable Energy - will add 1.2 gigawatt pipeline

-- Announced 200 MW, five year rooftop supply agreement with Southern California Edison

-- Financed 19-MW power plant for Xcel Energy in Colorado to be completed in 2010

-- Announced 32-MW supply agreement with Toshiba for 2010 delivery

-- Appointed Jim Pape to lead Residential and Commercial (R&C) business unit


News provided by

SunPower Corp.

Mar 18, 2010, 04:27 ET

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SAN JOSE, Calif., March 18 /PRNewswire-FirstCall/ -- SunPower Corp. (Nasdaq: SPWRA, SPWRB) today announced financial results for its 2009 fourth quarter and fiscal year 2009 which ended January 3, 2010.  Revenue for the 2009 fourth quarter was $548 million which compares to $465 million in the third quarter of 2009 and $398 million in the fourth quarter of 2008.  The company’s Components and Systems segments accounted for 62% and 38% of fourth-quarter 2009 revenue, respectively.  The company also issued a press release reporting the results of its audit committee investigation concurrent with this release.

“Our 2009 year-end results reflect the continued success of our portfolio strategy to channels and geographic markets as we further expanded our global dealer presence and completed construction of more than 40 megawatts (MW) of large scale power plant projects during the fourth quarter,” said Tom Werner, SunPower’s CEO.  “In the past four years, we have invested heavily in our long-term strategy of building our brand and channel, and this investment continues to pay off.  In the residential channel, our strong brand enabled us to double the number of dealer partners in 2009 and we are selling our high-efficiency systems to approximately 1,000 dealer partners in eight countries.  Additionally, as a result of our rapid growth and expanding customer base, we have started to re-align our business units into Residential and Commercial (R&C) and Utilities and Power Plants (UPP).  As part of this strategy, we have appointed Jim Pape, former vice president of North America for Trane Commercial Systems, to lead our R&C business group.  With more than 25 years of management experience, we are excited to have Jim join the team.

“In the systems segment, we added to our industry-leading installed base by delivering on our engineering, procurement and construction (EPC) commitments, installing more than 100 MW of rooftop and ground mounted systems in 2009.   In the fourth quarter, we completed the largest Italian photovoltaic (PV) power plant to date at 24 MW, installed 10 MW for Florida Power & Light at the Kennedy Space Center, and substantially completed our 8-MW project for Exelon in Chicago.  We are also encouraged by the continued improvement in credit conditions as evidenced by the recent financing of our 19-MW project with Xcel Energy in Colorado.  

“Additionally, our global UPP pipeline continues to grow as customers are choosing SunPower for our industry-leading technology, bankability, significant EPC experience, and ability to offer a competitive levelized cost of energy.  With the acquisition of SunRay Renewable Energy, we will significantly increase our demand visibility by adding more than 1,200 MW of Europe, Middle East and Africa (EMEA) power plant opportunities to our pipeline with more than 80 MW planned for delivery in Italy in 2010.  This acquisition of the premiere European developer and financing team complements our established European team, enabling us to offer our customers a world-class utility power plant development expertise in both the United States and Europe.  Looking forward, we see demand remaining strong for 2010 across all segments.  Our recent wins with Toshiba and Southern California Edison position us well for multi-year supply agreements in our UPP business on top of our continued success in R&C,” Werner concluded.

On a Generally Accepted Accounting Principles (GAAP) basis for the 2009 fourth quarter, SunPower reported gross margin of 20.3%, operating income of $43.0 million and net income per diluted share of $0.09.  This compares to gross margin of 21.5%, operating income of $46.2 million and net income per diluted share of $0.20 in the third quarter of 2009.  As a result of the restatement, the fourth quarter of 2009 includes a $2.6 million benefit, or $0.02 earnings per share.  The company’s fourth-quarter GAAP results include $3.6 million, or $0.03 per diluted share, in expenses related to its recently completed accounting investigation.  

On a non-GAAP basis for the fourth quarter of 2009, SunPower reported a total gross margin of 21.7%.  Operating income for the quarter was $60.3 million and net income per share was $0.47.  The company’s fourth-quarter non-GAAP results include $3.6M million, or $0.03 per diluted share, in expenses related to the completed accounting investigation.  As a result of the restatement, the fourth quarter of 2009 includes a $2.6 million benefit, or $0.02 earnings per share.  In the third quarter 2009, the company reported non-GAAP gross margin of 23.1%, operating income of $63.8 million and $0.46 net income per share.  For the 2009 fourth quarter, the Components segment non-GAAP gross margin was 21.5% and Systems segment gross margin was 21.9%.  Non-GAAP figures are reconciled to the closest GAAP equivalent categories in the financial attachment of this press release.

“We improved our working capital efficiency during the fourth quarter reducing inventories by 12%, generating positive operating cash flow and ending the year with more than $925 million in cash and investments,” said Dennis Arriola, SunPower’s CFO.  “Despite the difficult industry conditions in the first half of 2009, we grew revenue by 6% versus 2008.  With the completion of the audit committee investigation, our efforts will focus on strengthening the trust with our stakeholders, customers and employees while driving increased shareholder value.

“Looking forward, our acquisition of SunRay positions us for more predictable growth in the second half of 2010 and into 2011.  By extending into the development business, we expect to expand our gross profits as we monetize these power plants.  We will strategically use our balance sheet to accelerate the development of these projects.  This strategy will significantly shift the timing of revenue of these projects from the first half of the year to the second half of 2010,” concluded Arriola.

2010 Guidance

For fiscal year 2010, the company’s non-GAAP guidance is as follows: revenue of $2.0 billion to $2.25 billion, net income per diluted share of $1.25 to $1.65, capital expenditures of $375 million to $475 million, and solar cell production of approximately 550 MW.  For fiscal year 2010, the company’s GAAP guidance is as follows: revenue of $2.00 billion to $2.25 billion and net income per diluted share of $0.05 to $0.35.

For the first quarter of 2010, the company’s non-GAAP guidance is as follows: revenue of $330 million to $350 million and net income per diluted share of approximately $0.05.  Guidance for the first quarter of 2010 includes the negative impact of $3.3 million or $0.03 per diluted share in SunRay acquisition costs and $5.3 million or $0.04 per diluted share in costs associated with the company’s accounting investigation.  

For the first quarter of 2010, the company’s GAAP guidance is as follows:  revenue of $330 million to $350 million and net income per diluted share of approximately breakeven.  Guidance includes the negative impact from the company’s accounting investigation and SunRay acquisition referenced above.

This press release contains both GAAP and non-GAAP financial information.  Non-GAAP figures are reconciled to the closest GAAP equivalent categories in the financial attachment of this press release.  Please note that the company has posted supplemental information and slides related to its fourth quarter 2009 performance on the Events and Presentations section of the SunPower Investor Relations page at http://investors.sunpowercorp.com/events.cfm.  The capacity of power plants in this release is described in approximate MW on an alternating current (ac) basis while supply agreements are expressed in direct current (dc).

About SunPower

Founded in 1985, SunPower Corp. (Nasdaq: SPWRA, SPWRB) designs, manufactures and delivers the planet's most powerful solar technology broadly available today. Residential, business, government and utility customers rely on the company's experience and proven results to maximize return on investment. With headquarters in San Jose, Calif., SunPower has offices in North America, Europe, Australia and Asia. For more information, visit www.sunpowercorp.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are statements that do not represent historical facts and may be based on underlying assumptions. The company uses words and phrases such as "pipeline," "to be completed," "rapid," "growth," "expanding," "continues," "grow," "opportunities," "planed," "looking forward," "see," "demand," "remaining," "position," "continued," "predictable," "will," "guidance," and "expects" to identify forward-looking statements in this press release, including forward-looking statements regarding:  (a) acquisition of SunRay and increase in business pipeline of 1.2 gigawatt pipeline of opportunities in Europe, Middle East and Africa, including including more than 80 MW planned for delivery in Italy in 2010; (b) 200 MW, 5-year supply agreement with Southern California Edison; (c) construction schedule for 19-MW power plant for Xcel Energy; (d) rapid growth, expanding customer base, growing global UPP pipeline, and strong demand for 2010 across all segments; (e) improving credit conditions and bankability of SunPower projects; (f) the company's ability to offer competitive levelized cost of energy; (g) possible multi-year supply agreements in the company's UPP business and continued success in R&C; (h) increasing shareholder value; (i) predictable growth and expanding gross margins when the company monetizes power plants; (j) using the company's balance sheet to accelerate project development; (k) shifting revenue from first half of 2010 to second half of 2010; (l) GAAP and non-GAAP fiscal year 2010 revenue and net income per diluted share; (m) 2010 capital expenditures and solar cell production; (n) GAAP and non-GAAP first quarter 2010 revenue and net income per diluted share; and (o) estimated SunRay acquisition costs and accounting investigation costs.  Such forward-looking statements are based on information available to the company as of the date of this release and involve a number of risks and uncertainties, some beyond the company's control, that could cause actual results to differ materially from those anticipated by these forward-looking statements, including risks and uncertainties such as:  (i) the company's ability to obtain and maintain an adequate supply of raw materials and components, as well as the price it pays for such items; (ii) general business and economic conditions, including seasonality of the industry; (iii) growth trends in the solar power industry; (iv) the continuation of governmental and related economic incentives promoting the use of solar power, particularly in Europe, Middle East, and Africa within the acquired pipeline; (v) the improved availability of third-party financing arrangements for the company's customers; (vi) construction difficulties or potential delays, including permitting and transmission access and upgrades; (vii) the company's ability to ramp new production lines and realize expected manufacturing efficiencies; (viii) manufacturing difficulties that could arise; (ix) the success of the company's ongoing research and development efforts to compete with other companies and competing technologies; (x) the company's ability to sell or otherwise monetize power plants; (xi) SCE's exercising early termination rights to purchase less than 200 megawatts during the term of the agreement; (xii) the satisfaction of closing conditions and the possibility that SunRay acquisition may not be completed; (xiii) potential difficulties associated with integrating the combined businesses; and (xiv) other risks described in the company's Annual Report on Form 10-K for the year ended December 28, 2008, its Quarterly Report on Form 10-Q for the quarter ended September 27, 2009, and other filings with the Securities and Exchange Commission.  These forward-looking statements should not be relied upon as representing the company's views as of any subsequent date, and the company is under no obligation to, and expressly disclaims any responsibility to, update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.

Segment Reporting Information

For fourth quarter 2009 reporting purposes, the Systems segment generally represents products and services sold directly to the system owner.  Additionally, both SunPower and third-party solar panels sold through the Systems segment channels are recorded as Systems segment revenue. The Components segment primarily represents products sold to installers and resellers.  

Non-GAAP Measures

To supplement the consolidated financial results prepared under GAAP, SunPower uses non-GAAP measures which are adjusted from the most directly comparable GAAP results to exclude non-cash charges related to amortization of intangible assets, stock-based compensation, impairment of long-lived assets and interest expense, non-cash gain on purchased options related to the company’s convertible debt offering, and its related tax effects.  Management does not consider these charges in evaluating the core operational activities of SunPower.  Management uses these non-GAAP measures internally to make strategic decisions, forecast future results and evaluate SunPower’s current performance.  Most analysts covering SunPower use the non-GAAP measures as well.  Given management’s use of these non-GAAP measures, SunPower believes these measures are important to investors in understanding SunPower’s current and future operating results as seen through the eyes of management.  In addition, management believes these non-GAAP measures are useful to investors in enabling them to better assess changes in SunPower’s core business across different time periods.  These non-GAAP measures are not in accordance with or an alternative for GAAP financial data and may be different from non-GAAP measures used by other companies.

Fiscal Periods

The Company reports on a fiscal-year basis and ends its quarters on the Sunday closest to the end of the applicable calendar quarter, except in a 53-week fiscal year, in which case the additional week falls into the fourth quarter of that fiscal year. Fiscal year 2009 consists of 53 weeks while fiscal year 2008 consists of 52 weeks. The third quarter of fiscal 2009 ended on September 27, 2009 and the third quarter of fiscal 2008 ended on September 29, 2008.

SunPower is a registered trademark of SunPower Corp. All other trademarks are the property of their respective owners.  

SUNPOWER CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)


(Unaudited)




Jan. 3,
2010

Dec. 28,
2008






(As Restated)

ASSETS








Cash and cash equivalents


$

615,879

$

202,331

Restricted cash



310,658


175,277

Investments



172


40,756

Accounts receivable, net



248,833


194,222

Costs and estimated earnings in excess of billings



26,062


29,750

Inventories



202,301


248,255

Prepaid expenses and other assets



196,022


170,851

Advances to suppliers



190,628


162,610

Property, plant and equipment, net



682,344


622,484

Goodwill and other intangible assets, net



223,137


236,210







Total assets


$

2,696,036

$

2,082,746




LIABILITIES AND STOCKHOLDERS' EQUITY


Accounts payable


$

234,692

$

259,429

Accrued and other liabilities



190,830


186,831

Bank loans



248,953


54,598

Convertible debt



536,574


357,173

Billings in excess of costs and estimated earnings



17,346


15,634

Customer advances



92,120


110,394







Total liabilities



1,320,515


984,059







Stockholders' equity



1,375,521


1,098,687







Total liabilities and stockholders' equity


$

2,696,036

$

2,082,746


SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)


(Unaudited)




THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)


Revenue:






















Systems


$

207,630



$

167,466



$

110,421



$

103,953



$

174,976



$

589,470



$

823,307


Components



340,308




297,895




188,920




107,690




223,109




934,813




614,287





547,938




465,361




299,341




211,643




398,085




1,524,283




1,437,594































Cost of revenue:





























Cost of systems revenue



165,164




142,070




96,036




95,324




139,730




498,594




659,752


Cost of components revenue



271,797




223,461




162,627




84,084




146,608




741,969




428,221





436,961




365,531




258,663




179,408




286,338




1,240,563




1,087,973































Gross margin



110,977




99,830




40,678




32,235




111,747




283,720




349,621































Operating expenses:





























Research and development



8,575




8,250




6,937




7,880




5,970




31,642




21,474


Selling, general and administrative



59,733




45,332




42,775




42,404




50,599




190,244




173,740































Total operating expenses



68,308




53,582




49,712




50,284




56,569




221,886




195,214































Operating income (loss)



42,669




46,248




(9,034)




(18,049)




55,178




61,834




154,407































Other income (expense):





























Gain on purchased options



-




-




21,193




-




-




21,193




-


Interest and other income (expense), net



(11,436)




(9,269)




(5,956)




(12,094)




(21,739)




(38,755)




(38,338)































Other income (expense), net



(11,436)




(9,269)




15,237




(12,094)




(21,739)




(17,562)




(38,338)































Income (loss) before income taxes and equity in earnings of unconsolidated investees



31,233




36,979




6,203




(30,143)




33,439




44,272




116,069































Provision for (benefit from) income taxes



25,485




19,962




(5,223)




(19,196)




13,250




21,028




40,618































Income (loss) before equity in earnings of unconsolidated investees



5,748




17,017




11,426




(10,947)




20,189




23,244




75,451































Equity in earnings of unconsolidated investees, net of taxes



2,924




2,627




3,133




1,245




8,271




9,929




14,077































Net income (loss)


$

8,672



$

19,644



$

14,559



$

(9,702)



$

28,460



$

33,173



$

89,528































Net income (loss) per share of class A and class B common stock:





























- Basic


$

0.09



$

0.21



$

0.16



$

(0.12)



$

0.34



$

0.36



$

1.10


- Diluted


$

0.09



$

0.20



$

0.16



$

(0.12)



$

0.33



$

0.36



$

1.05































Weighted-average shares:





























- Basic



94,910




94,668




90,873




83,749




83,244




91,050




80,522


- Diluted



96,447




105,031




92,640




83,749




85,356




92,746




83,947



SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


(Unaudited)




THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)


Cash flows from operating activities:






















Net income (loss)


$

8,672



$

19,644



$

14,559



$

(9,702)



$

28,460



$

33,173



$

89,528


Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:





























Stock-based compensation



12,790




13,074




12,076




9,054




18,194




46,994




70,220


Depreciation



24,282




21,414




20,569




18,365




18,376




84,630




54,473


Amortization of other intangible assets



4,178




4,146




4,098




4,052




4,210




16,474




16,762


Impairment of investments and long-lived assets



(554)




190




489




1,318




4,475




1,443




7,611


Non-cash interest expense



5,744




5,250




5,915




5,021




4,192




21,930




16,909


Amortization of debt issuance costs



687




733




1,184




537




537




3,141




2,148


Gain on purchased options



-




-




(21,193)




-




-




(21,193)




-


Equity in earnings of unconsolidated investees



(2,924)




(2,627)




(3,133)




(1,245)




(8,271)




(9,929)




(14,077)


Excess tax benefits from stock-based award activity



(10,522)




(7,127)




-




-




(12,089)




(17,649)




(40,696)


Deferred income taxes and other tax liabilities



24,583




15,025




(12,782)




(17,003)




(8,467)




9,823




17,363


Changes in operating assets and liabilities, net of effect of acquisitions:



-




-




-


















Accounts receivable



(7,225)




(18,794)




(65,422)




40,931




(2,251)




(50,510)




(57,575)


Costs and estimated earnings in excess of billings



47,602




(60,071)




21,257




(3,178)




30,869




5,610




9,256


Inventories



25,964




21,695




92,130




(86,049)




(60,282)




53,740




(95,712)


Prepaid expenses and other assets



(6,476)




15,465




(33,751)




11,671




(32,157)




(13,091)




(59,284)


Advances to suppliers



(53,068)




3,435




13,746




7,993




(17,805)




(27,894)




1,297


Accounts payable and other accrued liabilities



19,193




93,380




(79,695)




(24,798)




73,440




4,538




150,078


Billings in excess of costs and estimated earnings



(130)




(33,479)




34,440




88




5,501




919




(53,595)


Customer advances



(4,770)




(5,553)




2,094




(10,180)




(5,759)




(18,409)




40,125


Net cash provided by (used in) operating activities



88,026




85,800




6,581




(53,125)




41,173




123,740




154,831































Cash flows from investing activities:





























Decrease (increase) in restricted cash and cash equivalents



10,128




(103,247)




(33,151)




(9,185)




(65,237)




(135,455)




(107,390)


Purchases of property, plant and equipment



(18,187)




(37,957)




(59,566)




(52,101)




(115,163)




(167,811)




(265,905)


Proceeds from sale of equipment to third-party



83




1,976




7,902




-




-




9,961




-


Purchases of available-for-sale securities



-




-




-




-




-




-




(65,748)


Proceeds from sales or maturities of available-for-sale securities



9,604




9,867




1,501




18,177




21,885




39,149




155,833


Cash paid for acquisitions, net of cash acquired



-




-




-




-




(0)




-




(18,311)


Cash paid for investments in joint ventures and other non-public companies



(903)




(1,500)




-




-




-




(2,403)




(24,625)


Net cash provided by (used in) investing activities



725




(130,861)




(83,314)




(43,109)




(158,515)




(256,559)




(326,146)































Cash flows from financing activities:





























Proceeds from issuance of long-term debt, net of issuance costs



54,008




54,701




29,773




51,232




54,598




193,256




54,598


Proceeds from issuance of convertible debt, net of issuance costs



-




-




225,018




-




-




225,018




-


Proceeds from offering of class A common stock, net of offering expenses



-




(114)




218,895




-




-




218,781




-


Cash paid for repurchased convertible debt



-




(7,687)




(67,949)




-




(1,187)




(75,636)




(1,187)


Cash paid for purchased options



-




-




(97,336)




-




-




(97,336)




-


Proceeds from warrant transactions



-




-




71,001




-




-




71,001




-


Proceeds from exercise of stock options



121




570




442




396




1,342




1,529




5,128


Excess tax benefits from stock-based award activity



10,522




7,127




-




-




12,089




17,649




40,696


Purchases of stock for tax withholding obligations on vested restricted stock



(619)




(586)




(763)




(2,359)




(829)




(4,327)




(6,682)


Net cash provided by financing activities



64,032




54,011




379,081




49,269




66,013




549,935




92,553































Effects of exchange rate changes on cash and equivalents



(9,030)




6,341




5,377




(6,256)




(2,955)




(3,568)




(4,121)


Net increase (decrease) in cash and cash equivalents



143,753




15,291




307,725




(53,221)




(54,285)




413,548




(82,883)


Cash and cash equivalents at beginning of period


$

472,126




456,835




149,110




202,331




256,616




202,331




285,214


Cash and cash equivalents at end of period


$

615,879



$

472,126



$

456,835



$

149,110



$

202,331



$

615,879



$

202,331































Non-cash transactions:





























Additions to property, plant and equipment included in accounts payable and other accrued liabilities


$

7,320



$

-



$

-



$

18,780



$

-



$

-



$

21,722


Non-cash interest expense capitalized and added to the cost of qualified assets



508




873




1,510




2,073




2,563




4,964




8,930


Issuance of common stock for purchase acquisition



-




-




1,471




-




-




1,471




3,054


Issuance of common stock for repurchased convertible debt



-




-




-




-




40




-




40


Change in goodwill relating to adjustments to acquired net assets



-




-




-




-




945




-




1,176



(In thousands, except per share data)



THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)




(Presented on a GAAP Basis)


Gross margin


$

110,977



$

99,830



$

40,678



$

32,235



$

111,747



$

283,720



$

349,621


Operating income (loss)


$

42,669



$

46,248



$

(9,034)



$

(18,049)



$

55,178



$

61,834



$

154,407


Net income (loss) per share of class A and class B common stock:





























-Basic


$

0.09



$

0.21



$

0.16



$

(0.12)



$

0.34



$

0.36



$

1.10


-Diluted


$

0.09



$

0.20



$

0.16



$

(0.12)



$

0.33



$

0.36



$

1.05



(In thousands, except per share data)



THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)




(Presented on a non-GAAP Basis)


Gross margin


$

118,661



$

107,299



$

49,270



$

36,424



$

120,165



$

311,654



$

383,503


Operating income (loss)


$

60,271



$

63,833



$

8,380



$

(4,443)



$

77,899



$

128,041



$

244,386


Net income (loss) per share of class A and class B common stock:





























-Basic


$

0.48



$

0.50



$

0.09



$

(0.09)



$

0.68



$

1.03



$

2.22


-Diluted


$

0.47



$

0.46



$

0.09



$

(0.09)



$

0.66



$

1.01



$

2.13



About SunPower's Non-GAAP Financial Measures

To supplement its consolidated financial results presented in accordance with GAAP, SunPower uses non-GAAP measures which are adjusted from the most directly comparable GAAP results to exclude non-cash charges related to amortization of intangible assets, stock-based compensation, impairment of long-lived assets and interest expense, non-cash gain on purchased options related to its convertible debt offering, and the related tax effects of these non-GAAP adjustments. The specific non-GAAP measures listed below are gross margin, operating income and net income per share. Management believes that each of these non-GAAP measures (gross margin, operating income and net income per share) are useful to investors by enabling them to better assess changes in each of these key elements of SunPower's results of operations across different reporting periods on a consistent basis, independent of these non-cash items. Thus, each of these non-GAAP financial measures provides investors with another method for assessing SunPower's operating results in a manner that is focused on its ongoing core operating performance, absent the effects of amortization of intangible assets, stock-based compensation, impairment of long-lived assets, interest expense and a gain on purchased options related to its convertible debt offering. Management also uses these non-GAAP measures internally to assess the business and financial performance of current and historical results, for strategic decision making, forecasting future results and evaluating the company's current performance. Many of the analysts covering SunPower also use these non-GAAP measures in their analyses. These non-GAAP measures are not in accordance with or an alternative for GAAP financial data, the non-GAAP results should be reviewed together with the GAAP results and are not intended to serve as a substitute for results under GAAP, and may be different from non-GAAP measures used by other companies.

o  Non-GAAP gross margin. The use of this non-GAAP financial measure allows management to evaluate the gross margin of the company's core businesses and trends across different reporting periods on a consistent basis, independent of non-cash items including amortization of intangible assets, stock-based compensation, impairment of long-lived assets and interest expense. In addition, it is an important component of management's internal performance measurement process as it is used to assess the current and historical financial results of the business, for strategic decision making, preparing budgets and forecasting future results. Management presents this non-GAAP financial measure to enable investors and analysts to evaluate SunPower's revenue generation performance relative to the direct costs of revenue of its core businesses.

o  Non-GAAP operating income. The use of this non-GAAP financial measure allows management to evaluate the operating results of the company's core businesses and trends across different reporting periods on a consistent basis, independent of non-cash items including amortization of intangible assets, stock-based compensation, impairment of long-lived assets and interest expense. In addition, it is an important component of management's internal performance measurement process as it is used to assess the current and historical financial results of the business, for strategic decision making, preparing budgets and forecasting future results. Management presents this non-GAAP financial measure to enable investors and analysts to understand the results of operations of the company's core businesses and to compare results of operations on a more consistent basis against that of other companies in the industry.

o  Non-GAAP net income per share. Management presents this non-GAAP financial measure to enable investors and analysts to assess the company's operating results and trends across different reporting periods on a consistent basis, independent of non-cash items including amortization of intangible assets, stock-based compensation, impairment of long-lived assets, interest expense, a gain on purchased options related to its convertible debt offering and the tax effects of these non-GAAP adjustments. In addition, investors and analysts can compare SunPower's operating results on a more consistent basis against that of other companies in the industry. It should be noted that diluted weighted-average shares are determined on a GAAP basis and the resulting share count is used for computing both GAAP and Non-GAAP diluted net income per share.

Non-Cash Items

o  Amortization of intangible assets. SunPower incurs amortization of intangible assets as a result of acquisitions, which includes in-process research and development, purchased technology, patents and trade names. SunPower excludes these items because these expenses are not reflective of ongoing operating results in the period incurred. These amounts arise from prior acquisitions and have no direct correlation to the operation of SunPower's core businesses.

o  Stock-based compensation. Stock-based compensation relates primarily to SunPower stock awards such as stock options and restricted stock. Stock-based compensation is a non-cash expense that varies in amount from period to period and is dependent on market forces that are difficult to predict. As a result of this unpredictability, management excludes this item from its internal operating forecasts and models. Management believes that non-GAAP measures adjusted for stock-based compensation provide investors with a basis to measure the company's core performance against the performance of other companies without the variability created by stock-based compensation.

o  Impairment of long-lived assets. SunPower incurred an impairment of long-lived assets in the first quarter of fiscal 2008, which relates to the discontinuation of its imaging detector product line. SunPower excluded this item because the expense is not reflective of its ongoing operating results in the period incurred. Excluding this data provides investors with a basis to compare the company's performance against the performance of other companies without non-cash expenses such as impairment of long-lived assets.

o  Non-cash interest expense. Under new accounting guidance, SunPower separately accounts for the liability and equity components of its convertible debt in a manner that reflects interest expense equal to its non-convertible debt borrowing rate. As a result, SunPower incurs interest expense that is substantially higher than interest payable on its 1.25% senior convertible debentures and 0.75% senior convertible debentures. SunPower excludes non-cash interest expense because the expense is not reflective of its ongoing financial results in the period incurred. Excluding this data provides investors with a basis to compare the company's performance against the performance of other companies without non-cash interest expense.

o  Gain on purchased options related to SunPower's convertible debt offering. In connection with the issuance of its 4.75% senior convertible debentures in May 2009, SunPower entered into certain convertible debenture hedge transactions with respect to its class A common stock intended to reduce the potential dilution that would occur upon conversion of the debentures. The convertible debenture hedge transactions consisting of call option instruments are deemed to be a mark-to-market derivative during the period in which the over-allotment option in favor of the debenture underwriters is unexercised. SunPower entered into the underwriting agreement on April 28, 2009 and the debenture underwriters exercised the over-allotment option on April 29, 2009. During the one-day period that the underwriters' over-allotment option was outstanding, SunPower's class A common stock price increased substantially. SunPower excluded the $21.2 million gain relating to the purchased options from its non-GAAP results because it was not realized in cash and it is not reflective of the company's ongoing financial results. Excluding this data provides investors with a basis to compare the company's performance against the performance of other companies without non-cash income from a gain on purchased options.

o  Tax effect. This amount is used to present each of the amounts described above on an after-tax basis with the presentation of non-GAAP net income per share.

For more information on these non-GAAP financial measures, please see the tables captioned "Reconciliations of GAAP results of operations measures to non-GAAP measures" set forth at the end of this release and which should be read together with the preceding financial statements prepared in accordance with GAAP.

SUNPOWER CORPORATION

RECONCILIATIONS OF GAAP MEASURES TO NON-GAAP MEASURES

(Unaudited)

(In thousands, except per share data)



STATEMENT OF OPERATIONS DATA:




THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)


GAAP gross margin


$

110,977



$

99,830



$

40,678



$

32,235



$

111,747



$

283,720



$

349,621


Amortization of intangible assets



2,807




2,802




2,795




2,793




2,930




11,197




11,996


Stock-based compensation expense



4,243




4,302




4,557




896




5,171




13,998




18,889


Impairment of long-lived assets



-




-




-




-




-




-




2,203


Non-cash interest expense



634




365




1,240




500




317




2,739




794


Non-GAAP gross margin


$

118,661



$

107,299



$

49,270



$

36,424



$

120,165



$

311,654



$

383,503































GAAP operating income (loss)


$

42,669



$

46,248



$

(9,034)



$

(18,049)



$

55,178



$

61,834



$

154,407


Amortization of intangible assets



4,178




4,146




4,098




4,052




4,210




16,474




16,762


Stock-based compensation expense



12,790




13,074




12,076




9,054




18,194




46,994




70,220


Impairment of long-lived assets



-




-




-




-




-




-




2,203


Non-cash interest expense



634




365




1,240




500




317




2,739




794


Non-GAAP operating income (loss)


$

60,271



$

63,833



$

8,380



$

(4,443)



$

77,899



$

128,041



$

244,386



NET INCOME PER SHARE:




THREE MONTHS ENDED



TWELVE MONTHS ENDED




Jan. 3,



Sep. 27,



Jun. 28,



Mar. 29,



Dec. 28,



Jan. 3,



Dec. 28,




2010



2009



2009



2009



2008



2010



2008







(As Restated)



(As Restated)



(As Restated)



(As Restated)






(As Restated)


Basic:






















GAAP net income (loss) per share


$

0.09



$

0.21



$

0.16



$

(0.12)



$

0.34



$

0.36



$

1.10


Reconciling items:





























Amortization of intangible assets



0.04




0.04




0.04




0.05




0.05




0.18




0.21


Stock-based compensation expense



0.13




0.14




0.13




0.11




0.22




0.51




0.86


Impairment of long-lived assets



-




-




-




-




-




-




0.03


Non-cash interest expense



0.06




0.06




0.06




0.06




0.05




0.24




0.21


Gain on purchased options



-




-




(0.23)




-




-




(0.23)




-


Tax effect



0.16




0.05




(0.07)




(0.19)




0.02




(0.03)




(0.19)


Non-GAAP net income (loss) per share


$

0.48



$

0.50



$

0.09



$

(0.09)



$

0.68



$

1.03



$

2.22































Diluted:





























GAAP net income (loss) per share


$

0.09



$

0.20



$

0.16



$

(0.12)



$

0.33



$

0.36



$

1.05


Reconciling items:





























Amortization of intangible assets



0.04




0.04




0.04




0.05




0.05




0.18




0.20


Stock-based compensation expense



0.13




0.12




0.13




0.11




0.21




0.50




0.83


Impairment of long-lived assets



-




-




-




-




-




-




0.03


Non-cash interest expense



0.06




0.05




0.06




0.06




0.05




0.24




0.20


Gain on purchased options



-




-




(0.23)




-




-




(0.23)




-


Tax effect



0.15




0.05




(0.07)




(0.19)




0.02




(0.04)




(0.18)


Non-GAAP net income (loss) per share


$

0.47



$

0.46



$

0.09



$

(0.09)



$

0.66



$

1.01



$

2.13































Weighted-average shares:


























































GAAP net income (loss) per share:





























- Basic



94,910




94,668




90,873




83,749




83,244




91,050




80,522


- Diluted



96,447




105,031




92,640




83,749




85,356




92,746




83,947































Non-GAAP net income (loss) per share:





























- Basic



94,910




94,668




90,873




83,749




83,244




91,050




80,522


- Diluted



96,447




105,031




92,640




83,749




85,356




92,746




83,947



 The following supplemental data represents the individual charges and credits that are excluded from SunPower's non-GAAP financial measures for each period presented in the Condensed Consolidated Statements of Operations contained herein.

SUPPLEMENTAL DATA

(In thousands)




THREE MONTHS ENDED




January 3, 2010




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

1,841



$

966



$

-



$

1,371



$

-



$

-


Stock-based compensation expense



1,004




3,239




1,647




6,900




-




-


Non-cash interest expense



186




448




-




-




5,110




-


Tax effect



-




-




-




-




-




14,540




$

3,031



$

4,653



$

1,647



$

8,271



$

5,110



$

14,540

































September 27, 2009




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

1,841



$

961



$

-



$

1,344



$

-



$

-


Stock-based compensation expense



1,494




2,808




1,736




7,036




-




-


Non-cash interest expense



87




278




-




-




4,885




-


Tax effect



-




-




-




-




-




4,928




$

3,422



$

4,047



$

1,736



$

8,380



$

4,885



$

4,928





























June 28, 2009




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

1,841



$

954



$

-



$

1,303



$

-



$

-


Stock-based compensation expense



1,474




3,083




1,566




5,953




-




-


Non-cash interest expense



347




893




-




-




4,675




-


Gain on purchased options



-




-




-




-




(21,193)




-


Tax effect



-




-




-




-




-




(7,009)




$

3,662



$

4,930



$

1,566



$

7,256



$

(16,518)



$

(7,009)





























March 29, 2009




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision (benefit)


Amortization of intangible assets


$

1,841



$

952



$

-



$

1,259



$

-



$

-


Stock-based compensation expense



298




598




1,347




6,811




-




-


Non-cash interest expense



230




270




-




-




4,521




-


Tax effect



-




-




-




-




-




(16,161)




$

2,369



$

1,820



$

1,347



$

8,070



$

4,521



$

(16,161)





























December 28, 2008




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

1,841



$

1,089



$

-



$

1,280



$

-



$

-


Stock-based compensation expense



3,084




2,087




1,218




11,805




-




-


Non-cash interest expense



86




231




-




-




3,875




-


Tax effect



-




-




-




-




-




1,949




$

5,011



$

3,407



$

1,218



$

13,085



$

3,875



$

1,949






TWELVE MONTHS ENDED




January 3, 2010




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

7,364



$

3,833



$

-



$

5,277



$

-



$

-


Stock-based compensation expense



4,270




9,728




6,296




26,700




-




-


Non-cash interest expense



850




1,889




-




-




19,191




-


Gain on purchased options



-




-




-




-




(21,193)




-


Tax effect



-




-




-




-




-




(3,702)




$

12,484



$

15,450



$

6,296



$

31,977



$

(2,002)



$

(3,702)





























December 28, 2008




Gross Margin



Research and



Selling, general



Interest and other



Income tax




Systems



Components



development



and administrative



income (expense), net



provision


Amortization of intangible assets


$

7,691



$

4,305



$

-



$

4,766



$

-



$

-


Stock-based compensation expense



10,745




8,144




3,988




47,343




-




-


Impairment of long-lived assets



-




2,203




-




-




-




-


Non-cash interest expense



287




507




-




-




16,115




-


Tax effect



-




-




-




-




-




(14,896)




$

18,723



$

15,159



$

3,988



$

52,109



$

16,115



$

(14,896)



SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)


(Unaudited)




Three Months Ended December 28, 2008



Twelve Months Ended December 28, 2008




As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported, As Adjusted (1)



Restatement

Adjustments



As Restated





















Revenue:



















Systems


$

177,858



$

(2,882)



$

174,976



$

820,632



$

2,675



$

823,307


Components



223,109




-




223,109




614,287




-




614,287





400,967




(2,882)




398,085




1,434,919




2,675




1,437,594


Cost of revenue:

























Cost of systems revenue



142,591




(2,861)




139,730




653,907




5,845




659,752


Cost of components revenue



147,045




(437)




146,608




418,333




9,888




428,221





289,636




(3,298)




286,338




1,072,240




15,733




1,087,973



























Gross margin



111,331




416




111,747




362,679




(13,058)




349,621



























Operating expenses:

























Research and development



5,970




-




5,970




21,474




-




21,474


Selling, general and administrative



50,599




-




50,599




173,740




-




173,740


Total operating expenses



56,569




-




56,569




195,214




-




195,214


Operating income



54,762




416




55,178




167,465




(13,058)




154,407


Other income (expense), net



(20,741)




(998)




(21,739)




(38,338)




-




(38,338)


Income before income taxes and equity in earnings of unconsolidated investees



34,021




(582)




33,439




129,127




(13,058)




116,069


Provision for income taxes



12,742




508




13,250




44,017




(3,399)




40,618


Income before equity in earnings of unconsolidated investees



21,279




(1,090)




20,189




85,110




(9,659

)



75,451


Equity in earnings of unconsolidated investees



10,071




(1,800)




8,271




14,077




-




14,077


Net income


$

31,350



$

(2,890)



$

28,460



$

99,187



$

(9,659)



$

89,528



























Net income per share of class A and class B common stock:

























Basic


$

0.37



$

(0.03)



$

0.34



$

1.22



$

(0.12)



$

1.10


Diluted


$

0.36



$

(0.03)



$

0.33



$

1.17



$

(0.12)



$

1.05



























Weighted-average shares:

























Basic



83,244








83,244




80,522








80,522


Diluted



85,356








85,356




83,947








83,947



SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)


(Unaudited)




Three Months Ended March 29, 2009



Three Months Ended June 28, 2009



Three Months Ended September 27, 2009




As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated






























Revenue:




























Systems


$

106,097



$

(2,144)



$

103,953



$

108,724



$

1,697



$

110,421



$

168,412



$

(946)



$

167,466


Components



107,690




-




107,690




188,920




-




188,920




297,895




-




297,895





213,787




(2,144)




211,643




297,644




1,697




299,341




466,307




(946)




465,361


Cost of revenue:





































Cost of systems revenue



88,351




6,973




95,324




91,793




4,243




96,036




144,859




(2,789)




142,070


Cost of components revenue



77,688




6,396




84,084




147,388




15,239




162,627




232,164




(8,703)




223,461





166,039




13,369




179,408




239,181




19,482




258,663




377,023




(11,492)




365,531







































Gross margin



47,748




(15,513)




32,235




58,463




(17,785)




40,678




89,284




10,546




99,830







































Operating expenses:





































Research and development



7,964




(84)




7,880




6,853




84




6,937




8,250




-




8,250


Selling, general and administrative



42,283




121




42,404




41,755




1,020




42,775




46,473




(1,141)




45,332


Total operating expenses



50,247




37




50,284




48,608




1,104




49,712




54,723




(1,141)




53,582


Operating income (loss)



(2,499)




(15,550)




(18,049)




9,855




(18,889)




(9,034)




34,561




11,687




46,248


Other income (expense)





































Gain on purchased options



-




-




-




21,193




-




21,193




-




-




-


Interest and other income (expense), net



(12,094)




-




(12,094

)



(5,956

)



-




(5,956

)



(9,269

)



-




(9,269)


Other income (expense), net



(12,094)




-




(12,094)




15,237




-




15,237




(9,269)




-




(9,269)


Income (loss) before income taxes and equity in earnings of unconsolidated investees



(14,593)




(15,550)




(30,143)




25,092




(18,889)




6,203




25,292




11,687




36,979


Provision for (benefit from) income taxes



(8,562)




(10,634)




(19,196)




4,054




(9,277)




(5,223)




15,088




4,874




19,962


Income (loss) before equity in earnings of unconsolidated investees



(6,031)




(4,916)




(10,947)




21,038




(9,612)




11,426




10,204




6,813




17,017


Equity in earnings of unconsolidated investees



1,245




-




1,245




3,133




-




3,133




2,627




-




2,627


Net income (loss)


$

(4,786)



$

(4,916)



$

(9,702)



$

24,171



$

(9,612)



$

14,559



$

12,831



$

6,813



$

19,644







































Net income (loss) per share of class A and class B common stock:





































Basic


$

(0.06)



$

(0.06)



$

(0.12)



$

0.27



$

(0.11)



$

0.16



$

0.14



$

0.07



$

0.21


Diluted


$

(0.06)



$

(0.06)



$

(0.12)



$

0.26



$

(0.10)



$

0.16



$

0.13



$

0.07



$

0.20







































Weighted-average shares:





































Basic



83,749








83,749




90,873








90,873




94,668








94,668


Diluted



83,749








83,749




98,412








92,640




96,319








105,031



SUNPOWER CORPORATION

NON-GAAP MEASURES

(In thousands, except per share data)


(Unaudited)




Three Months Ended December 28, 2008



Twelve Months Ended December 28, 2008




As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported, As Adjusted (1)



Restatement

Adjustments



As Restated





















Gross margin


$

119,749



$

416



$

120,165



$

396,561



$

(13,058)



$

383,503



























Operating income


$

77,483



$

416



$

77,899



$

257,444



$

(13,058)



$

244,386



























Net income per share of class A and class B common stock:

























Basic


$

0.71



$

(0.03)



$

0.68



$

2.33



$

(0.11)



$

2.22


Diluted


$

0.69



$

(0.03)



$

0.66



$

2.24



$

(0.11)



$

2.13



























Weighted-average shares:

























Basic



83,244








83,244




80,522








80,522


Diluted



85,356








85,356




83,947








83,947


(1) Includes retrospective application for adoption of new accounting guidance for convertible debt instruments that may be settled in cash upon conversion.

SUNPOWER CORPORATION

NON-GAAP MEASURES

(In thousands, except per share data)


(Unaudited)




Three Months Ended March 29, 2009



Three Months Ended June 28, 2009



Three Months Ended September 27, 2009




As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated






























Gross margin


$

51,864



$

(15,440)



$

36,424



$

67,128



$

(17,858)



$

49,270



$

96,753



$

10,546



$

107,299







































Operating income (loss)


$

11,536



$

(15,979)



$

(4,443)



$

26,840



$

(18,460)



$

8,380



$

52,146



$

11,687



$

63,833







































Net income (loss) per share of class A and class B common stock:





































Basic


$

0.05



$

(0.14)



$

(0.09)



$

0.25



$

(0.16)



$

0.09



$

0.42



$

0.08



$

0.50


Diluted


$

0.05



$

(0.14)



$

(0.09)



$

0.24



$

(0.15)



$

0.09



$

0.42



$

0.04



$

0.46







































Weighted-average shares:





































Basic



83,749








83,749




90,873








90,873




94,668








94,668


Diluted



85,579








83,749




98,412








92,640




96,319








105,031



SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


(Unaudited)



Three Months Ended December 28, 2008



Twelve Months Ended December 28, 2008




As Previously Reported, As Adjusted (1)



Restatement

Adjustments



As Restated



As Previously Reported, As Adjusted (1)



Restatement

Adjustments



As Restated





















Cash flows from operating activities:



















Net income


$

31,350



$

(2,890)



$

28,460



$

99,187



$

(9,659)



$

89,528


Adjustments to reconcile net income to net cash provided by operating activities:

























Stock-based compensation



18,194




-




18,194




70,220




-




70,220


Depreciation



18,376




-




18,376




54,117




356




54,473


Amortization of other intangible assets



4,210




-




4,210




16,762




-




16,762


Impairment of investments and long-lived assets



4,475




-




4,475




7,611




-




7,611


Non-cash interest expense



4,192




-




4,192




16,909




-




16,909


Amortization of debt issuance costs



537




-




537




2,148




-




2,148


Equity in earnings of unconsolidated investees



(10,071)




1,800




(8,271)




(14,077)




-




(14,077)


Excess tax benefits from stock-based award activity



(7,625)




(4,464)




(12,089)




(41,524)




828




(40,696)


Deferred income taxes and other tax liabilities



(8,975)




508




(8,467)




20,763




(3,400)




17,363


Changes in operating assets and liabilities, net of effect of acquisitions:







-












-






Accounts receivable



(2,251)




-




(2,251)




(57,575)




-




(57,575)


Costs and estimated earnings in excess of billings



26,380




4,489




30,869




8,680




576




9,256


Inventories



(50,698)




(9,584)




(60,282)




(98,999)




3,287




(95,712)


Prepaid expenses and other assets



(32,154)




(3)




(32,157)




(61,790)




2,506




(59,284)


Advances to suppliers



(17,805)




-




(17,805)




1,297




-




1,297


Accounts payable and other accrued liabilities



70,703




2,737




73,440




147,216




2,862




150,078


Billings in excess of costs and estimated earnings



2,641




2,860




5,501




(57,423)




3,828




(53,595)


Customer advances



(5,759)




-




(5,759)




40,125




-




40,125


Net cash provided by operating activities



45,720




(4,547)




41,173




153,647




1,184




154,831



























Cash flows from investing activities:

























Iincrease in restricted cash and cash equivalents



(65,237)




-




(65,237)




(107,390)




-




(107,390)


Purchases of property, plant and equipment



(115,247)




84




(115,163)




(265,549)




(356)




(265,905)


Purchases of available-for-sale securities



-




-




-




(65,748)




-




(65,748)


Proceeds from sales or maturities of available-for-sale securities



21,885




-




21,885




155,833




-




155,833


Cash paid for acquisitions, net of cash acquired



-




-




-




(18,311)




-




(18,311)


Cash paid for investments in joint ventures and other non-public companies



-




-




-




(24,625)




-




(24,625)


Net cash used in investing activities



(158,599)




84




(158,515)




(325,790)




(356)




(326,146)



























Cash flows from financing activities:

























Proceeds from issuance of long-term debt, net of issuance costs



54,598




-




54,598




54,598




-




54,598


Cash paid for repurchased convertible debt



(1,187)




-




(1,187)




(1,187)




-




(1,187)


Proceeds from exercise of stock options



1,342




-




1,342




5,128




-




5,128


Excess tax benefits from stock-based award activity



7,625




4,464




12,089




41,524




(828)




40,696


Purchases of stock for tax withholding obligations on vested restricted stock



(829)




-




(829)




(6,682)




-




(6,682)


Net cash provided by financing activities



61,549




4,464




66,013




93,381




(828)




92,553



























Effects of exchange rate changes on cash and equivalents



(2,955)




-




(2,955)




(4,121)




-




(4,121)


Net increase (decrease) in cash and cash equivalents



(54,285)




-




(54,285)




(82,883)




-




(82,883)


Cash and cash equivalents at beginning of period



256,616




-




256,616




285,214




-




285,214


Cash and cash equivalents at end of period


$

202,331



$

-



$

202,331



$

202,331



$

-



$

202,331



























Non-cash transactions:

























Additions to property, plant and equipment included in accounts payable and other accrued liabilities


$

-



$

-



$

-



$

28,485



$

(6,763)



$

21,722


Non-cash interest expense capitalized and added to the cost of qualified assets



2,563




-




2,563




8,930




-




8,930


Issuance of common stock for purchase acquisition



-




-




-




3,054




-




3,054


Issuance of common stock for repurchased convertible debt



40




-




40




40




-




40


Change in goodwill relating to adjustments to acquired net assets



945




-




945




1,176




-




1,176


(1) Includes retrospective application for adoption of new accounting guidance for convertible debt instruments that may be settled in cash upon conversion.


SUNPOWER CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


(Unaudited)



Three Months Ended March 29, 2009



Three Months Ended June 28, 2009



Three Months Ended September 27, 2009




As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated



As Previously Reported



Restatement

Adjustments



As Restated






























Cash flows from operating activities:




























Net income (loss)


$

(4,786)



$

(4,916)



$

(9,702)



$

24,171



$

(9,612)



$

14,559



$

12,831



$

6,813



$

19,644


Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:





































Stock-based compensation



9,483




(429)




9,054




11,647




429




12,076




13,074




-




13,074


Depreciation



18,365




-




18,365




20,569




-




20,569




21,414




-




21,414


Amortization of other intangible assets



4,052




-




4,052




4,098




-




4,098




4,146




-




4,146


Impairment of investments and long-lived assets



1,318




-




1,318




489




-




489




190




-




190


Non-cash interest expense



5,021




-




5,021




5,915




-




5,915




5,250




-




5,250


Amortization of debt issuance costs



537




-




537




1,184




-




1,184




733




-




733


Gain on purchased options



-




-




-




(21,193)




-




(21,193)




-




-




-


Equity in earnings of unconsolidated investees



(1,245)




-




(1,245)




(3,133)




-




(3,133)




(2,627)




-




(2,627)


Excess tax benefits from stock-based award activity



-




-




-




(2,610)




2,610




-




(12,134)




5,007




(7,127)


Deferred income taxes and other tax liabilities



(6,369)




(10,634)




(17,003)




(3,505)




(9,277)




(12,782)




10,151




4,874




15,025


Changes in operating assets and liabilities, net of effect of acquisitions:







-






























Accounts receivable



40,931




-




40,931




(65,422)




-




(65,422)




(18,794)




-




(18,794)


Costs and estimated earnings in excess of billings



(3,797)




619




(3,178)




23,168




(1,911)




21,257




(60,787)




716




(60,071)


Inventories



(95,870)




9,821




(86,049)




87,807




4,323




92,130




28,977




(7,282)




21,695


Prepaid expenses and other assets



11,913




(242)




11,671




(35,291)




1,540




(33,751)




15,438




27




15,465


Advances to suppliers



7,993




-




7,993




13,449




297




13,746




3,435




-




3,435


Accounts payable and other accrued liabilities



(27,199)




2,401




(24,798)




(101,114)




21,419




(79,695)




98,997




(5,617)




93,380


Billings in excess of costs and estimated earnings



(4,612)




4,700




88




42,968




(8,528)




34,440




(33,479)




-




(33,479)


Customer advances



(8,860)




(1,320)




(10,180)




774




1,320




2,094




(5,553)




-




(5,553)


Net cash provided by (used in) operating activities



(53,125)




-




(53,125)




3,971




2,610




6,581




81,262




4,538




85,800







































Cash flows from investing activities:





































Decrease (increase) in restricted cash and cash equivalents



(9,185)




-




(9,185)




(33,151)




-




(33,151)




(103,247)




-




(103,247)


Purchases of property, plant and equipment



(52,101)




-




(52,101)




(59,566)




-




(59,566)




(38,426)




469




(37,957)


Proceeds from sale of equipment to third-party



-




-




-




7,902




-




7,902




1,976




-




1,976


Proceeds from sales or maturities of available-for-sale securities



18,177




-




18,177




1,501




-




1,501




9,867




-




9,867


Cash paid for investments in joint ventures and other non-public companies



-




-




-




-




-




-




(1,500)




-




(1,500)


Net cash provided by (used in) investing activities



(43,109)




-




(43,109)




(83,314)




-




(83,314)




(131,330)




469




(130,861)







































Cash flows from financing activities:





































Proceeds from issuance of long-term debt, net of issuance costs



51,232




-




51,232




29,773




-




29,773




54,701




-




54,701


Proceeds from issuance of convertible debt, net of issuance costs



-




-




-




225,018




-




225,018




-




-




-


Proceeds from offering of class A common stock, net of offering expenses



-




-




-




218,895




-




218,895




(114)




-




(114)


Cash paid for repurchased convertible debt



-




-




-




(67,949)




-




(67,949)




(7,687)




-




(7,687)


Cash paid for purchased options



-




-




-




(97,336)




-




(97,336)




-




-




-


Proceeds from warrant transactions



-




-




-




71,001




-




71,001




-




-




-


Proceeds from exercise of stock options



396




-




396




442




-




442




570




-




570


Excess tax benefits from stock-based award activity



-




-




-




2,610




(2,610)




-




12,134




(5,007)




7,127


Purchases of stock for tax withholding obligations on vested restricted stock



(2,359)




-




(2,359)




(763)




-




(763)




(586)




-




(586)


Net cash provided by financing activities



49,269




-




49,269




381,691




(2,610)




379,081




59,018




(5,007)




54,011







































Effects of exchange rate changes on cash and equivalents



(6,256)




-




(6,256)




5,377




-




5,377




6,341




-




6,341


Net increase (decrease) in cash and cash equivalents



(53,221)




-




(53,221)




307,725




-




307,725




15,291




-




15,291


Cash and cash equivalents at beginning of period



202,331




-




202,331




149,110




-




149,110




456,835




-




456,835


Cash and cash equivalents at end of period


$

149,110



$

-



$

149,110



$

456,835



$

-



$

456,835



$

472,126



$

-



$

472,126







































Non-cash transactions:





































Additions to property, plant and equipment included in accounts payable and other accrued liabilities


$

22,571



$

(3,791)



$

18,780



$

-



$

-



$

-



$

-



$

-



$

-


Non-cash interest expense capitalized and added to the cost of qualified assets



2,073




-




2,073




1,510




-




1,510




873




-




873


Issuance of common stock for purchase acquisition



-




-




-




1,471




-




1,471




-




-




-


SOURCE SunPower Corp.

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