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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2024
OR
 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________.
Commission File Number: 001-34811
Ameresco, Inc.
(Exact name of registrant as specified in its charter)
Delaware 04-3512838
(State or Other Jurisdiction of
Incorporation or Organization)
 (I.R.S. Employer
Identification No.)
111 Speen Street, Suite 410
Framingham, Massachusetts
 01701
(Address of Principal Executive Offices) (Zip Code)
(508661-2200
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of exchange on which registered
Class A Common Stock, par value $0.0001 per share
AMRCNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☑
Accelerated Filer o
Non-accelerated filer o
Smaller reporting company 
Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Class
Shares outstanding as of May 1, 2024
Class A Common Stock, $0.0001 par value per share34,338,602
Class B Common Stock, $0.0001 par value per share18,000,000



TABLE OF CONTENTS
  Page
 
 
 
 



Part I - Financial Information
Item 1. Condensed Consolidated Financial Statements

AMERESCO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
March 31, 2024December 31, 2023
(Unaudited)
ASSETS
Current assets: 
Cash and cash equivalents (1)
$77,681 $79,271 
Restricted cash (1)
57,737 62,311 
Accounts receivable, net of allowance of $898 and $903, respectively (1)
146,836 153,362 
Accounts receivable retainage, net32,158 33,826 
Costs and estimated earnings in excess of billings (1)
652,428 636,163 
Inventory, net13,076 13,637 
Prepaid expenses and other current assets (1)
118,813 123,391 
Income tax receivable4,836 5,775 
Project development costs, net22,907 20,735 
Total current assets (1)
1,126,472 1,128,471 
Federal ESPC receivable577,651 609,265 
Property and equipment, net (1)
17,170 17,395 
Energy assets, net (1)
1,788,569 1,689,424 
Deferred income tax assets, net25,677 26,411 
Goodwill, net75,311 75,587 
Intangible assets, net6,197 6,808 
Operating lease assets (1)
69,348 58,586 
Restricted cash, non-current portion (1)
12,553 12,094 
Other assets (1)
104,318 89,735 
 Total assets (1)
$3,803,266 $3,713,776 
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS, AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portions of long-term debt and financing lease liabilities, net (1)
$539,201 $322,247 
Accounts payable (1)
437,240 402,752 
Accrued expenses and other current liabilities (1)
109,954 108,831 
Current portions of operating lease liabilities (1)
14,220 13,569 
Billings in excess of cost and estimated earnings61,267 52,903 
Income taxes payable398 1,169 
Total current liabilities (1)
1,162,280 901,471 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs (1)
1,011,576 1,170,075 
Federal ESPC liabilities504,689 533,054 
Deferred income tax liabilities, net4,584 4,479 
Deferred grant income6,737 6,974 
Long-term operating lease liabilities, net of current portion (1)
50,710 42,258 
Other liabilities (1)
88,619 82,714 
Commitments and contingencies (Note 10)
Redeemable non-controlling interests, net43,908 46,865 
(1) Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
1

AMERESCO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts) (Continued)
March 31, 2024December 31, 2023
(Unaudited)
Stockholders’ equity:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding at March 31, 2024 and December 31, 2023
$ $ 
Class A common stock, $0.0001 par value, 500,000,000 shares authorized, 36,421,956 shares issued and 34,320,161 shares outstanding at March 31, 2024, 36,378,990 shares issued and 34,277,195 shares outstanding at December 31, 2023
3 3 
Class B common stock, $0.0001 par value, 144,000,000 shares authorized, 18,000,000 shares issued and outstanding at March 31, 2024 and December 31, 2023
2 2 
Additional paid-in capital327,367 320,892 
Retained earnings592,947 595,911 
Accumulated other comprehensive loss, net(3,592)(3,045)
Treasury stock, at cost, 2,101,795 shares at March 31, 2024 and December 31, 2023
(11,788)(11,788)
Stockholders’ equity before non-controlling interest904,939 901,975 
Non-controlling interests25,224 23,911 
Total stockholders’ equity930,163 925,886 
Total liabilities, redeemable non-controlling interests, and stockholders’ equity$3,803,266 $3,713,776 

See notes to condensed consolidated financial statements.

2

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME
(In thousands, except share and per share amounts) (Unaudited)
 Three Months Ended March 31,
 20242023
Revenues$298,406 $271,042 
Cost of revenues251,413 221,094 
Gross profit46,993 49,948 
Earnings from unconsolidated entities555 450 
Selling, general and administrative expenses39,555 41,301 
Operating income7,993 9,097 
Other expenses, net14,171 8,043 
(Loss) income before income taxes(6,178)1,054 
Income tax provision (benefit) (503)
Net (loss) income(6,178)1,557 
Net loss (income) attributable to non-controlling interests and redeemable non-controlling interests3,241 (455)
Net (loss) income attributable to common shareholders$(2,937)$1,102 
Net (loss) income per share attributable to common shareholders: 
Basic$(0.06)$0.02 
Diluted$(0.06)$0.02 
Weighted average common shares outstanding:  
Basic52,289 51,963 
Diluted52,289 53,261 

See notes to condensed consolidated financial statements.
3

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(In thousands) (Unaudited)
 Three Months Ended March 31,
 20242023
Net (loss) income$(6,178)$1,557 
Other comprehensive income (loss):
Unrealized gain (loss) from interest rate hedges, net of tax539 (868)
Foreign currency translation adjustments(1,162)282 
Total other comprehensive loss(623)(586)
Comprehensive (loss) income(6,801)971 
Comprehensive (loss) income attributable to non-controlling interests and redeemable non-controlling interests:
Net loss (income)3,241 (455)
Foreign currency translation adjustments76 (8)
Comprehensive loss (income) attributable to non-controlling interests and redeemable non-controlling interests3,317 (463)
Comprehensive (loss) income attributable to common shareholders$(3,484)$508 

See notes to condensed consolidated financial statements.
4

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
For the Three Months Ended March 31, 2024 and 2023
(In thousands, except share amounts) (Unaudited)
Redeemable Non-controlling InterestsClass A Common StockClass B Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive LossTreasury StockNon-controlling InterestsTotal Stockholders’ Equity
SharesAmountSharesAmountRetained EarningsSharesAmount
Balance, December 31, 2022$46,623 33,948,362 $3 18,000,000 $2 $306,314 $533,549 $(4,051)2,101,795 $(11,788)$49,002 $873,031 
Exercise of stock options— 82,000 — — — 571 — — — — — 571 
Stock-based compensation expense— — — — — 4,037 — — — — — 4,037 
Unrealized loss from interest rate hedges, net— — — — — — — (868)— — — (868)
Foreign currency translation adjustment— — — — — — — 274 — — 8 282 
Distributions to redeemable non-controlling interests(178)— — — — — — — — — — — 
Accretion of tax equity financing fees27 — — — — — (27)— — — — (27)
Investment fund call option exercise196 — — — — (196)— — — — — (196)
Contributions from non-controlling interest— — — — — — — — — — 16,417 16,417 
Net income32 — — — — — 1,102 — — — 423 1,525 
Balance, March 31, 2023$46,700 34,030,362 $3 18,000,000 $2 $310,726 $534,624 $(4,645)2,101,795 $(11,788)$65,850 $894,772 
Balance, December 31, 2023$46,865 34,277,195 $3 18,000,000 $2 $320,892 $595,911 $(3,045)2,101,795 $(11,788)$23,911 $925,886 
Exercise of stock options— 31,889 — — — 183 — — — — — 183 
Stock-based compensation expense— — — — — 3,026 — — — — — 3,026 
Restricted stock units released— 11,077 — — — — — — — — — — 
Unrealized gain from interest rate hedges, net— — — — — — — 539 — — — 539 
Foreign currency translation adjustment— — — — — — — (1,086)— — (76)(1,162)
Distributions to redeemable non-controlling interests(129)— — — — — — — — — — — 
Accretion of tax equity financing fees27 — — — — — (27)— — — — (27)
Contributions from non-controlling interests— — — — — 3,040 — — — — 25,824 28,864 
Distributions to non-controlling interest— — — — — — — — — — (63)(63)
Purchase of shares from non-controlling interest— — — — — 226 — — — — (23,986)(23,760)
Net loss(2,855)— — — — — (2,937)— — — (386)(3,323)
Balance, March 31, 2024$43,908 34,320,161 $3 18,000,000 $2 $327,367 $592,947 $(3,592)2,101,795 $(11,788)$25,224 $930,163 
See notes to condensed consolidated financial statements.
5

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
 Three Months Ended March 31,
 20242023
Cash flows from operating activities:  
Net (loss) income$(6,178)$1,557 
Adjustments to reconcile net (loss) income to net cash flows from operating activities:
Depreciation of energy assets, net17,124 13,341 
Depreciation of property and equipment1,175 644 
Increase in contingent consideration 121 
Accretion of ARO liabilities66 66 
Amortization of debt discount and debt issuance costs982 790 
Amortization of intangible assets539 302 
Provision for bad debts1 93 
Loss on write-off of long-lived assets 18 
Non-cash project revenue related to in-kind leases(775) 
Earnings from unconsolidated entities(555)(450)
Net (gain) loss from derivatives(2,359)163 
Stock-based compensation expense3,026 4,037 
Deferred income taxes, net687 (7,142)
Unrealized foreign exchange loss (gain)806 (29)
Changes in operating assets and liabilities:
Accounts receivable5,899 58,954 
Accounts receivable retainage1,580 2,439 
Federal ESPC receivable(26,395)(33,736)
Inventory, net561 608 
Costs and estimated earnings in excess of billings(7,842)85,748 
Prepaid expenses and other current assets104 929 
Income taxes receivable, net180 6,380 
Project development costs(1,728)(1,812)
Other assets(1,413)(1,903)
Accounts payable, accrued expenses and other current liabilities23,849 (82,266)
Billings in excess of cost and estimated earnings9,160 9,398 
Other liabilities2,323 522 
Cash flows from operating activities
20,817 58,772 
Cash flows from investing activities:
Purchases of property and equipment(962)(1,657)
Capital investment in energy assets(105,633)(89,787)
Capital investment in major maintenance of energy assets(5,355)(589)
Net proceeds from equity method investment12,956  
Contributions to equity method investments(4,776) 
Acquisitions, net of cash received (9,182)
Loans to joint venture investments (38)
Cash flows from investing activities
(103,770)(101,253)
See notes to condensed consolidated financial statements.
6

AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited) (Continued)
Three Months Ended March 31,
20242023
Cash flows from financing activities:  
Payments of debt discount and debt issuance costs$(590)$(366)
Proceeds from exercises of options and ESPP183 571 
Proceeds from senior secured revolving credit facility, net20,100  
Proceeds from long-term debt financings89,321 58,188 
Proceeds from Federal ESPC projects19,581 42,309 
Net proceeds from energy asset receivable financing arrangements4,748 4,438 
Contributions from non-controlling interests28,864 16,308 
Distributions to non-controlling interest(63) 
Distributions to redeemable non-controlling interests, net(133)(161)
Payment on seller's promissory note(29,441) 
Payments on long-term debt and financing leases(55,196)(15,159)
Cash flows from financing activities
77,374 106,128 
Effect of exchange rate changes on cash(126)42 
Net (decrease) increase in cash, cash equivalents, and restricted cash(5,705)63,689 
Cash, cash equivalents, and restricted cash, beginning of period153,676 149,888 
Cash, cash equivalents, and restricted cash, end of period$147,971 $213,577 
Supplemental disclosures of cash flow information:
Cash paid for interest$26,911 $13,135 
Cash paid for income taxes$59 $323 
Non-cash Federal ESPC settlement$49,926 $ 
Accrued purchases of energy assets$88,447 $97,542 
Non-cash contributions from non-controlling interest$ $109 
Non-cash financing for energy asset project acquisition$32,500 $ 

See notes to condensed consolidated financial statements.
7

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited)


1. BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Ameresco, Inc. (including its subsidiaries, the “Company,” “Ameresco,” “we,” “our,” or “us”) are unaudited, according to certain rules and regulations of the Securities and Exchange Commission, and include, in our opinion, normal recurring adjustments necessary for a fair presentation in conformity with accounting principles generally accepted in the United States (“GAAP”) of the results for the periods indicated.
The results of operations for the three months ended March 31, 2024 are not necessarily indicative of results which may be expected for the full year. The December 31, 2023 consolidated balance sheet data was derived from audited financial statements, but certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. The interim condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2023, included in our annual report on Form 10-K (“2023 Form 10-K”) filed with the Securities and Exchange Commission on February 29, 2024.
Reclassification and Rounding
Certain prior period amounts were reclassified to conform to the presentation in the current period. We round amounts in the condensed consolidated financial statements to thousands and calculate all percentages and per-share data from the underlying whole-dollar amounts. Thus, certain amounts may not foot, crossfoot, or recalculate based on reported numbers due to rounding.
Significant Risks and Uncertainties
Global factors have continued to result in global supply chain disruptions and inflationary pressures.
We have considered the impact of general global economic conditions on the assumptions and estimates used, which may change in response to this evolving situation. Results of future operations and liquidity could be adversely impacted by a number of factors including supply chain disruptions, varying levels of inflation, payments of outstanding receivable amounts beyond normal payment terms, workforce disruptions, and uncertain demand. As of the date of issuance of these condensed consolidated financial statements, we cannot reasonably estimate the extent to which macroeconomic conditions may impact our financial condition, liquidity, or results of operations in the foreseeable future. The ultimate impact of the pandemic and general global economic conditions on our business is highly uncertain and will depend on future developments, and such impacts could exist for an extended period of time, even after the pandemic subsides.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Our accounting policies are set forth in Note 2 to the consolidated financial statements contained in our 2023 Form 10-K. We have included certain updates to those policies below.
Accounts Receivable and Allowance for Credit Losses
Changes in the allowance for credit losses are as follows:
Three Months Ended March 31,
20242023
Allowance for credit losses, beginning of period$903 $911 
Charges to (recoveries of) costs and expenses, net1 93 
Account write-offs and other(6)(33)
Allowance for credit losses, end of period$898 $971 
Accounts Receivable Factoring
Ameresco’s wholly-owned subsidiary in Italy entered into factoring agreements to sell certain receivables to unrelated third-party financial institutions on a non-recourse basis. These transactions are accounted for in accordance with ASC Topic 860, Transfers and Servicing and result in a reduction in accounts receivable because the agreements transfer effective control over the receivables, and related risk, to the buyers. Our Italian subsidiary does not retain any interest in the underlying accounts
8

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
receivable once sold. Trade accounts receivables balances sold are removed from the condensed consolidated balance sheets, and cash received is reflected in operating activities in the condensed consolidated statements of cash flows. Factoring fees during the three months ended March 31, 2024 and 2023 were $169 and $0, respectively, and are included in other expense, net in the condensed consolidated statements of income. See Note 18. Other Expenses, Net.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist primarily of other receivables, deferred project costs, and other short-term prepaid expenditures that will be expensed within one year.
Prepaid expenses and other current assets comprised of the following:
March 31, 2024December 31, 2023
Other receivables$44,014 $74,454 
Deferred project costs65,020 38,240 
Prepaid expenses9,779 10,697 
Prepaid expenses and other current assets$118,813 $123,391 
Recent Accounting Pronouncements

Business Combinations— Joint Venture Formations
In August 2023, the FASB issued ASU 2023-05, Business Combinations— Joint Venture Formations (Subtopic 805-60) Recognition and Initial Measurement, which addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated consolidated financial statements.
Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative
In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which updates the disclosure or presentation requirements for a variety of topics in the codification. ASU 2023-06 is effective from the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. We will monitor the removal of the requirements from the current regulations and adopt the related amendments, but we do not anticipate this new guidance will have a material impact on our condensed consolidated financial statements as we are currently subject to SEC requirements.
Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures, which improves reportable segment disclosures by requiring enhanced disclosures for significant segment expenses and other segment items. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Income Taxes (Topic 740) - Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards
In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards, to clarify how to determine if a profits interest or similar award is within the scope of ASC 718 or is not a share-based payment arrangement and is within the scope of other guidance. ASU 2024-01 is effective for fiscal years
9

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Codification Improvements—Amendments to Remove References to the Concepts Statements
In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements, to remove references to various FASB Concepts Statements based on suggestions received from stakeholders on the Accounting Standards Codification and other incremental improvements to GAAP. ASU 2024-02 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
3. REVENUE FROM CONTRACTS WITH CUSTOMERS
Disaggregation of Revenue
Our reportable segments for the three months ended March 31, 2024 were North America Regions, U.S. Federal, Europe, Alternative Fuels and All Other. On January 1, 2024, we changed the structure of our internal organization, and our U.S. Regions and Canada are now included in North America Regions. Additionally, our Asset Sustainability Group was formerly included in Canada, but is now included in “All Other”. As a result, previously reported amounts have been reclassified for comparative purposes.
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2024:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$116,211 $43,479 $41,424 $3,163 $7 $204,284 
O&M revenue6,933 15,278 747 2,377  25,335 
Energy assets13,754 1,929 171 27,300  43,154 
Other1,387 204 1,780 19 22,243 25,633 
Total revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2023:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$119,231 $45,549 $17,200 $ $1,250 $183,230 
O&M revenue5,539 12,700 333 3,686  22,258 
Energy assets14,407 1,076 519 24,653 117 40,772 
Other1,365 231 1,044  22,142 24,782 
Total revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 

The following table presents information related to our revenue recognized over time:
Three Months Ended March 31,
20242023
Percentage of revenue recognized over time94%93%
The remainder of our revenue is for products and services transferred at a point in time, at which point revenue is recognized.
10

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
We attribute revenues to customers based on the location of the customer. The following table presents information related to our revenues by geographic area:
Three Months Ended March 31,
20242023
United States$239,099 $233,084 
Canada15,180 17,234 
Europe44,127 20,724 
Total revenues$298,406 $271,042 
Contract Balances
The following tables provide information about receivables, contract assets and contract liabilities from contracts with customers:
 March 31, 2024December 31, 2023
Accounts receivable, net$146,836 $153,362 
Accounts receivable retainage, net32,158 33,826 
Contract Assets:
Costs and estimated earnings in excess of billings $652,428 $636,163 
Contract Liabilities:
Billings in excess of cost and estimated earnings$61,267 $52,903 
Billings in excess of cost and estimated earnings, non-current (1)
19,883 18,688 
Total contract liabilities$81,150 $71,591 
March 31, 2023December 31, 2022
Accounts receivable, net$130,940 $174,009 
Accounts receivable retainage, net35,625 38,057 
Contract Assets:
Costs and estimated earnings in excess of billings$497,762 $576,363 
Contract Liabilities:
Billings in excess of cost and estimated earnings$39,326 $34,796 
Billings in excess of cost and estimated earnings, non-current (1)
12,510 7,617 
Total contract liabilities$51,836 $42,413 
(1) Performance obligations that are expected to be completed beyond the next twelve months and are included in other liabilities in the condensed consolidated balance sheets.
The increase in contract assets for the three months ended March 31, 2024 was primarily due to billings of $210,475 offset by revenue recognized of $203,216. Contract assets are also affected by reclassifications, primarily from contract liabilities as a result of timing of customer payments. The increase in contract liabilities was primarily driven by the receipt of advance payments from customers, and related billings, as well as reclassifications from contract assets as a result of timing of customer payments. The advance payments and reclassifications exceeded the recognition of revenue as performance obligations were satisfied. For the three months ended March 31, 2024, we recognized revenue of $60,748 and billed $46,306 to customers that had balances which were included in contract liabilities at December 31, 2023.
The decrease in contract assets for the three months ended March 31, 2023 was primarily due to billings of $286,203 offset by revenue recognized of $190,415. Contract assets also decreased due to reclassifications, primarily from contract liabilities as a result of timing of customer payments. The increase in contract liabilities was primarily driven by the receipt of advance payments from customers, and related billings, as well as reclassifications from contract assets as a result of timing of customer payments. The advance payments and reclassifications exceeded the recognition of revenue as performance obligations were satisfied.. For the three months ended March 31, 2023, we recognized revenue of $34,715 and billed $39,082 to customers that had balances which were included in the beginning balance of contract liabilities.
11

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Performance Obligations
Our remaining performance obligations (“backlog”) represent the unrecognized revenue value of our contract commitments. At March 31, 2024, we had contracted backlog of $2,658,592 of which approximately 32% is anticipated to be recognized as revenue in the next twelve months. The remaining performance obligations primarily relate to the energy efficiency and renewable energy construction projects, including long-term operations and maintenance (“O&M”) services related to these projects. The long-term services have varying initial contract terms, up to 25 years.
Project Development Costs
Project development costs of $3,120 and $2,612 were recognized in our condensed consolidated statements of (loss) income on projects that converted to customer contracts during the three months ended March 31, 2024 and 2023, respectively.
No impairment charges in connection with our project development costs were recorded during the three or three months ended March 31, 2024 and 2023.
4. BUSINESS ACQUISITIONS AND RELATED TRANSACTIONS
We account for acquisitions using the acquisition method in accordance with ASC 805, Business Combinations. The purchase price for each acquisition is allocated to the assets based on their estimated fair values at the date of acquisition. The excess purchase price over the estimated fair value of the net assets acquired, which is calculated using level 3 inputs per the fair value hierarchy as defined in Note 11, is recorded as goodwill. Intangible assets, if identified, are also recorded. See Note 5 for additional information.
Enerqos Energy Solutions S.r.l. (“Enerqos”)
On February 24, 2023, we signed a definitive purchase and sale agreement to acquire Enerqos, a renewable energy and energy efficiency company headquartered in Milan, Italy. The acquisition closed on March 30, 2023 and the total purchase consideration was $13,445, of which $9,535 has been paid. There is no contingent consideration related to this acquisition. Cash acquired was $353, debt assumed was $3,951, and a deferred tax liability, net of $931 was recorded. In accordance with the SEC’s Regulation S-X and GAAP, we evaluated and determined that Enerqos is not deemed to be a significant subsidiary, therefore, we are not presenting the pro-forma effects of this acquisition on our operations.
The estimated goodwill of $6,855 from the Enerqos acquisition consists largely of expected benefits, including the combined entities experience and the acquired workforce. This goodwill is not deductible for income tax purposes. The estimated fair value of tangible and intangible assets acquired and liabilities assumed are based on management's estimates and assumptions that are preliminary and subject to adjustments. Any measurement period adjustments made within one year from acquisition date, are recorded as adjustments to goodwill. Any adjustments made beyond the measurement period will be included in our condensed consolidated statements of income.
The results of the acquisition since the date of the acquisition have been included in our operations as presented in the accompanying condensed consolidated statements of (loss) income, condensed consolidated statements of comprehensive (loss) income and condensed consolidated statements of cash flows. For the quarter ended March 31, 2024, we recognized $4,178 of revenue and $740 of net loss relating to Enerqos.
12

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
A summary of the cumulative consideration paid and allocation of the purchase price for the Enerqos acquisition are presented in the table below:
Preliminary March 31, 2023Measurement Period AdjustmentAs Adjusted December 31, 2023
Cash$9,535 $— $9,535 
Long-term debt assumed, net of current portions3,951 — 3,951 
FX adjustment(41)— (41)
Fair value of consideration transferred$13,445 $— $13,445 
Cash and cash equivalents$190 $— $190 
Accounts receivable6,230 — 6,230 
Costs and estimated earnings in excess of billings8,985 — 8,985 
Prepaid expenses and other current assets16,504 — 16,504 
Project development costs5,140 — 5,140 
Property and equipment and energy assets1,234 — 1,234 
Intangible assets4,438 — 4,438 
Long-term restricted cash163 — 163 
Accounts payable(15,480)— (15,480)
Accrued expenses and other current liabilities(4,510)165 (4,345)
Current portions of long-term debt(15,165)— (15,165)
Deferred income tax liabilities, net(931)— (931)
Other liabilities(208)— (208)
Recognized identifiable assets acquired and liabilities assumed$6,590 $165 $6,755 
Goodwill$6,855 $(165)$6,690 
5. GOODWILL AND INTANGIBLE ASSETS, NET
Due to the change in the structure of our internal organization, a portion of our goodwill was allocated to two new reporting units based on their relative fair values as of January 1, 2024. See Note 3 for additional information about the organizational changes. The changes in the carrying value of goodwill balances by reportable segment were as follows:
North America RegionsU.S. FederalEuropeAlternative FuelsOtherTotal
Carrying Value of Goodwill
Balance, December 31, 2023$40,681 $3,981 $13,034 $ $17,891 $75,587 
Goodwill acquired during the year      
Fair value allocation(1,474)   1,474  
Currency effects(70) (206)  (276)
Balance, March 31, 2024$39,137 $3,981 $12,828 $ $19,365 $75,311 
Definite-lived intangible assets, net consisted of the following:
As of March 31, 2024As of December 31, 2023
Gross carrying amount$36,960 37,147 
Less - accumulated amortization(30,763)(30,339)
Intangible assets, net$6,197 $6,808 


13

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The table below sets forth amortization expense:
Three Months Ended March 31,
Asset typeLocation20242023
All other intangible assetsSelling, general and administrative expenses539 302 
6. ENERGY ASSETS, NET
Energy assets, net consisted of the following:
 March 31, 2024December 31, 2023
Energy assets (1)
$2,170,223 $2,054,145 
Less - accumulated depreciation and amortization(381,654)(364,721)
Energy assets, net$1,788,569 $1,689,424 
(1) Includes financing lease assets (see Note 7), capitalized interest and asset retirement obligations (“ARO”) assets (see tables below). Also includes the energy asset projects acquired in January 2024. See section below for additional information.
August 2023 Purchase and Sale Agreement
On August 4, 2023, we entered into a purchase and sale agreement to acquire an energy asset project and to acquire 100% of the stock of Bright Canyon Energy Corporation (“BCE”) in a two-phased transaction. Phase 1, the purchase of the energy asset project, closed on August 4, 2023 and did not constitute a business in accordance with ASC 805-50, Business Combinations.
The purchase price for phase 1 was $87,964, of which $5,000 was paid in cash, $46,694 was financed through a seller’s note, and we assumed a construction loan on the energy asset project for $36,270. We also acquired cash of $11,206. During the year ended December 31, 2023, we paid $18,400 in principal on the sellers note. In January 2024, the purchase price was increased by $1,147 and we paid off the seller’s note in the amount of $29,441. We also assumed a land lease for the energy asset project.
On December 28, 2023, we executed an amended and restated purchase and sale agreement, which primarily revised the timing of payments on phase 2. In the second phase, which closed on January 12, 2024, we acquired BCE, including its interest in a consolidated joint venture and its interests in project subsidiaries developing or with rights to develop solar, battery, and microgrid assets for an adjusted purchase price of $47,956, of which $9,839 was paid in cash and $32,500 was financed through a seller’s note. The remaining balance due of $5,617 is included in accrued expenses and other current liabilities at March 31, 2024. We also assumed four land leases for the energy asset projects.
Phase 2, the purchase of the energy asset projects did not constitute a business in accordance with ASC 805-50, Business Combinations.
See Note 8 for additional information about these loans, Note 7 for information on the leases and Note 10 for potential additional commitments.
Depreciation and Amortization Expense
The following table sets forth our depreciation and amortization expense on energy assets, net of deferred grant amortization:
Three Months Ended March 31,
Location20242023
Cost of revenues (2)
$17,124 $13,341 
(2) Includes depreciation and amortization on financing lease assets (see Note 7).
14

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
Capitalized Interest
The following table presents the interest costs relating to construction financing during the period of construction, which were capitalized as part of energy assets, net:
Three Months Ended March 31,
20242023
Capitalized interest$14,872 $6,376 

The following tables sets forth information related to our ARO assets and ARO liabilities:
LocationMarch 31, 2024December 31, 2023
ARO assets, netEnergy assets, net$4,619 $4,800 
ARO liabilities, non-currentOther liabilities$5,886 $5,960 

Three Months Ended March 31,
20242023
Depreciation expense of ARO assets$44 $55 
Accretion expense of ARO liabilities$66 $66 
7. LEASES
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
March 31, 2024December 31, 2023
Operating Leases:
Operating lease assets$69,348 $58,586 
Current portions of operating lease liabilities$14,220 $13,569 
Long-term portions of operating lease liabilities50,710 42,258 
Total operating lease liabilities$64,930 $55,827 
Weighted-average remaining lease term19 years18 years
Weighted-average discount rate6.6 %6.6 %
Financing Leases:
Energy assets$26,736 $27,262 
Current portions of financing lease liabilities$1,027 $871 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs12,871 13,057 
Total financing lease liabilities$13,898 $13,928 
Weighted-average remaining lease term13 years13 years
Weighted-average discount rate12.05 %12.05 %
15

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The costs related to our leases were as follows:
Three Months Ended March 31,
20242023
Operating Leases:
Operating lease costs$3,056 $2,120 
Financing Leases:
Amortization expense526 526 
Interest on lease liabilities392 444 
Total lease costs$3,974 $3,090 

Supplemental cash flow information related to our leases was as follows:
Three Months Ended March 31,
20242023
Cash paid for amounts included in the measurement of operating lease liabilities$4,932 $1,852 
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities (1)
$12,736 $1,319 
(1) Includes non-monetary lease transactions of $10,378. See disclosure below for additional information.
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
We have a future lease commitment for a ground lease which does not yet meet the criteria for recording a ROU asset or ROU liability. The net present value of this commitment totals $10,500 as of March 31, 2024 and relates to lease payments to be made over a 20-year period. We are in process of modifying the terms of this agreement such that the criteria to record a ROU asset and ROU liability may not be met.
Non-monetary Lease Transactions
We have six lease liabilities consisting of obligations that will be settled with non-monetary consideration. The lease liabilities relating to non-monetary consideration were recorded during the three months ended March 31, 2024 based on the fair market value of the project services or back up power expected to be provided, which approximate the cash payments.
Sale-leasebacks
These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities.


16

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
August 2018 Master Sale-leaseback
We enter into amendments to our August 2018 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants.
We sold and leased back one energy assets for $4,444 in cash proceeds under this facility during the three months ended March 31, 2024. As of March 31, 2024, we have available funds remaining under this lending commitment.
Net gains from amortization expense recognized in cost of revenues relating to deferred gains and losses in connection with our sale-leaseback agreements were $57 and $57 for the three months ended March 31, 2024 and 2023, respectively.
December 2020 Master Sale-leaseback
We enter into amendments to our December 2020 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants. As of March 31, 2024, we were in default under this agreement as we had failed to satisfy the insurance requirements and historical coverage ratio under this agreement. On May 3, 2024, we received a waiver of this default.
8. DEBT AND FINANCING LEASE LIABILITIES
Our debt and financing lease liabilities are comprised of the following:
March 31, 2024December 31, 2023
Senior secured revolving credit facility (1)
$160,000 $140,000 
Senior secured term loans108,750 139,900 
Energy asset construction facilities (2)
469,904 470,248 
Energy asset term loans (2)
632,883 564,530 
Sale-leasebacks (3)
185,863 185,698 
Financing lease liabilities (4)
13,898 13,928 
Total debt and financing lease liabilities1,571,298 1,514,304 
Less: current maturities539,201 322,247 
Less: unamortized discount and debt issuance costs20,521 21,982 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs$1,011,576 $1,170,075 
(1) At March 31, 2024, funds of $27,269 were available for borrowing under this facility.
(2) Most of these agreements are now using the Secured Overnight Financing Rate (“SOFR”) as the primary reference rate used to calculate interest.
(3) These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities. See Note 7 for additional disclosures.
(4) Financing lease liabilities are sale-leaseback arrangements under previous guidance. See Note 7 for additional disclosures.
Senior Secured Term Loans
On April 10, 2024, we entered into amendment number five to the fifth amended and restated senior secured credit facility to extend the maturity date of the delayed draw term loan A (“DDTLA”) from March 4, 2025 to August 15, 2024. The amendment also included the following modifications:
principal installments on the DDTLA of $5,000 at closing of the amendment and $7,500 each on or before May 15, 2024, June 15, 2024, and July 15, 2024, with the balance of $7,500 due on August 15, 2024,
the date by which we shall use commercially reasonable efforts to raise $100,000 in equity or subordinated debt financing was changed from April 15, 2024 to May 15, 2024.


17

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
October 2022, Financing Facility, 6.70%, due August 31, 2039
During the three months ended March 31, 2024, we drew down an additional $35,448 and at March 31, 2024, $376,836 was outstanding under this facility, net of unamortized debt discount and issuance costs.
April 2023, Construction Credit Facility, 6.80%, due July 31, 2024
During the three months ended March 31, 2024, we drew down an additional $5,001 and at March 31, 2024, $138,260 was outstanding under this facility, net of unamortized debt discount. At March 31, 2024, there was no availability remaining.
August 2023, Construction Credit Facility, 9.32%, due August 31, 2026
During the three months ended March 31, 2024, we drew down an additional $31,204 and at March 31, 2024, $296,931 was outstanding under this facility, net of unamortized debt discount and issuance costs. We were in default on this credit facility due to administrative errors, for which a waiver was received on April 5, 2024.
Debt Instruments - Energy Project Asset Acquisitions
As discussed in Note 6, on August 4, 2023, we acquired an energy asset project. The purchase price for phase 1 was $87,964, of which $5,000 was paid in cash, $46,694 was financed through a seller’s note, and we assumed a construction loan on the energy asset project for $36,270. During the year ended December 31, 2023, we paid $18,400 in principal on the seller’s note. In January 2024, the purchase price was increased by $1,147 and we paid off the seller’s note in the amount of $29,441.
On February 26, 2024, the construction loan in the amount of $36,270 was converted into a term loan and has a maturity date of April 2030. The term loan bears a base SOFR interest rate of 5.33% at March 31, 2024, and an applicable margin of 1.635% per annum for four years after the term conversion date and 1.76% per annum for the following two years. The interest and principal is paid quarterly commencing on March 31, 2024. We failed to achieve the final conditions required to convert the term loan on or prior to March 31, 2024, however, a waiver was obtained on May 1, 2024 and the deadline of achieving the final conditions was extended to May 31, 2024.
In the second phase, which closed on January 12, 2024, we acquired BCE, including its interest in a consolidated joint venture and its interests in project subsidiaries developing or with rights to develop solar, battery, and microgrid assets for an adjusted purchase price of $47,956, of which $9,839 was paid in cash and $32,500 was financed through a seller’s note. The note bears interest at fixed rate of 5.0% per annum and the principal and interest is due on August 2024.
April 2024, Senior Secured Notes, due June 30, 2042
On April 5, 2024, an Omnibus Amendment and Reaffirmation Agreement was executed with reference to the Note Purchase and Private Shelf Agreement, dated as of July 27, 2021, and two new series B notes (first lien and second lien) were authorized in the amounts of $92,512 and $12,657, with a maturity date of June 30, 2042. Gross proceeds from the initial issuance on April 5, 2024 were $83,282 and $12,292 with the remainder to be issued upon achieving certain permitting-related and other administrative conditions. The notes bear interest at fixed rates of 6.20% and 8.00%, respectively, per annum and the interest is payable quarterly commencing September 30, 2024. At closing, we incurred $1,052 in lenders fees and debt issuance costs. Proceeds from these notes in the amount of $86,462 were used to pay a portion of the August 2023 construction credit facility.
9. INCOME TAXES
We recorded a provision for income taxes of $0 and benefit of $503 for the three months ended March 31, 2024 and 2023, respectively.
The effective tax rate was 0.0% for the three months ended March 31, 2024, compared to a benefit of 47.7% for the three months ended March 31, 2023. The principal reasons for the higher effective rate for 2024 is due to the effects of a smaller Section 179D Energy Efficient Building deduction, offset by higher investment tax credits from solar, and storage plants placed into service or are forecasted to be placed into service during 2024, state taxes, and foreign earnings.



18

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
10. COMMITMENTS AND CONTINGENCIES
From time to time, we issue letters of credit and performance bonds with our third-party lenders, to provide collateral.
Legal Proceedings
We are involved in a variety of other claims and other legal proceedings generally incidental to our normal business activities. When we conclude that it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated, it is accrued through a charge to earnings and, if material, disclosed below. When only a range of amounts is reasonably estimable and no amount within the range is more likely than another, the low end of the range is recorded. While the ultimate amount of liability incurred in any of these matters is dependent on future developments, in our opinion, the recorded liability is adequate to cover the future payment of such liability and claims. However, the final outcome of any of these claims and legal proceedings cannot be predicted with certainty, and unfavorable or unexpected outcomes could result in additional accruals that could be significant to results of operations in a particular year or quarter. Any adjustments to the recorded liability will be reflected in earnings in the periods in which such adjustments become known. For any other claims where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimable, no accrual is established, but the matter, if potentially material, is disclosed below. We routinely review relevant information with respect to our matters and update our accruals, disclosures and estimates of reasonably possible loss based on such reviews. While the outcome of any of these matters cannot be accurately predicted, we do not believe the ultimate resolution of any of these existing matters would have a material adverse effect on our financial condition or results of operations.
In October 2021, we entered into a contract with SCE to design and build three grid scale battery energy storage system (“BESS”) at three sites near existing substation parcels throughout SCE’s service territory in California with an aggregate capacity of 537.5 megawatt (“MW”) (“the SCE Agreement”). As previously disclosed, due to supply chain delays, weather and other events, we were unable to complete the projects by August 1, 2022 (the “Guaranteed Completion Date”) and made related force majeure claims. In late 2022, SCE also instructed us to adjust the completion of the sites into 2023. Under the SCE Agreement, a failure to reach the Guaranteed Completion Date could, under certain circumstances, result in liquidated damages up to a maximum amount of $89 million being applied. We have been working with SCE to analyze the applicability and scope of force majeure relief based on our force majeure claims. In February 2024, in response to us issuing an invoice to SCE for one of the sites, SCE notified us that they intend to withhold liquidated damages for that project. Our view is that liquidated damages should not be applied. It is at least reasonably possible we may incur an obligation to pay liquidated damages up to the maximum amount.
Commitments as a Result of Acquisitions
In December 2021, we completed our acquisition of Plug Smart which provided for an earn-out based on future EBITDA targets beginning with EBITDA performance for the month of December 2021 and each fiscal year thereafter, over a five-year period through December 31, 2026. The maximum cumulative earn-out is $5,000 and we evaluated financial forecasts of the acquired business and concluded that the fair value of this earn-out was approximately $1,465 upon acquisition and as of December 31, 2023. At March 31, 2024, the fair value of the contingent consideration remained consistent at $1,465 and is included in accrued expenses and other current liabilities, and other liabilities on the condensed consolidated balance sheets. See Note 11 for additional information.
The August 4, 2023 purchase and sale agreement with BCE includes a potential earn-out that could be earned if the projects achieve specified value thresholds in certain phase 2 projects, each of which is very early in development, or if milestones are achieved on other future projects that are not yet started. The total earn-out is limited to $40,000 over a seven-year period beginning on January 12, 2024. We shall record a liability for the phase 2 earn-out payments when the amounts are probable and estimable. As of March 31, 2024, none of the earn-out amounts are considered probable and estimable.
11. FAIR VALUE MEASUREMENT
We recognize our financial assets and liabilities at fair value on a recurring basis. Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or


19

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
liability in an orderly transaction between market participants on the measurement date. Three levels of inputs that may be used to measure fair value are as follows:
Level 1: Inputs are based on unadjusted quoted prices for identical instruments traded in active markets. 
Level 2: Inputs are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
Level 3: Inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. 
The following table presents the input level used to determine the fair values of our financial instruments measured at fair value on a recurring basis:
Fair Value as of
LevelMarch 31, 2024December 31, 2023
Assets:
Interest rate swap instruments2$5,172 $3,970 
Liabilities:
Interest rate swap instruments2$ $629 
Make-whole provisions24,755 6,012 
Contingent consideration31,465 1,465 
Total liabilities$6,220 $8,106 
The following table sets forth a summary of changes in the fair value of contingent consideration liability classified as level 3:
Fair Value as of
March 31, 2024December 31, 2023
Contingent consideration liability balance at the beginning of period$1,465 $4,158 
Changes in fair value included in earnings 347 
Payment of contingent consideration (3,040)
Contingent consideration liability balance at the end of period$1,465 $1,465 
The following table sets forth the fair value and the carrying value of our long-term debt, excluding financing leases:
As of March 31, 2024As of December 31, 2023
Fair ValueCarrying ValueFair ValueCarrying Value
Long-term debt (Level 2) $1,527,006 $1,536,879 $1,466,458 $1,478,394 
The fair value of our long-term debt was estimated using discounted cash flows analysis, based on our current incremental borrowing rates for similar types of borrowing arrangements which are considered to be level two inputs. There have been no transfers in or out of level two or three financial instruments for the three months ended March 31, 2024 and the year ended December 31, 2023.
We are also required to periodically measure certain other assets at fair value on a nonrecurring basis, including long-lived assets, goodwill and other intangible assets. We calculated the fair value used in our annual goodwill impairment analysis utilizing a discounted cash flow analysis and determined that the inputs used were level 3 inputs. There were no assets recorded at fair value on a non-recurring basis as of March 31, 2024 or December 31, 2023.


20

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
12. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The following table presents information about the fair value amounts of our cash flow derivative instruments:  
 Derivatives as of
 March 31, 2024 December 31, 2023
 Balance Sheet LocationFair ValueFair Value
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther assets$1,752 $1,023 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther assets$3,420 $2,947 
Interest rate swap contractsOther liabilities$ $629 
Make-whole provisionsOther liabilities$4,755 $6,012 
As of March 31, 2024 and December 31, 2023, all but 3 of our freestanding derivatives were designated as hedging instruments.
The following table presents information about the effects of our derivative instruments on our condensed consolidated statements of income and condensed consolidated statements of comprehensive income:
Amount of (Gain) Loss Recognized in Net (Loss) Income
Location of (Gain) Loss Recognized in Net (Loss) IncomeThree Months Ended March 31,
20242023
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(276)$11 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(1,102)$458 
Make-whole provisionsOther expenses, net$(1,257)$(295)
The following table presents the changes in Accumulated Other Comprehensive Income (“AOCI”), net of taxes, from our hedging instruments:
Three Months Ended March 31, 2024
Derivatives Designated as Hedging Instruments:
Accumulated gain in AOCI at the beginning of the period$746 
Unrealized gain recognized in AOCI815 
Gain reclassified from AOCI to other expenses, net(276)
Gain on derivatives539 
Accumulated gain in AOCI at the end of the period$1,285 


21

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The following tables present all of our active derivative instruments as of March 31, 2024:
Active Interest Rate SwapsExpiration DateInitial Notional
Amount ($)
Status
11-Year, 5.77% Fixed
October 2029$9,200 Designated
15-Year, 5.24% Fixed
June 2033$10,000 Designated
10-Year, 4.74% Fixed
December 2027$14,100 Designated
8-Year, 3.49% Fixed
June 2028$14,643 Designated
8-Year, 3.49% Fixed
June 2028$10,734 Designated
13-Year, 0.72% Fixed
March 2033$9,505 Not Designated
13-Year, 0.72% Fixed
March 2033$6,968 Not Designated
17.75-Year, 3.16% Fixed
December 2040$14,084 Designated
18-Year, 3.81% Fixed
July 2041$32,021 Not Designated
Other DerivativesClassificationEffective DateExpiration DateFair Value ($)
Make-whole provisionsLiabilityJune/August 2018December 2038$169 
Make-whole provisionsLiabilityAugust 2016April 2031$35 
Make-whole provisionsLiabilityApril 2017February 2034$27 
Make-whole provisionsLiabilityNovember 2020December 2027$26 
Make-whole provisionsLiabilityOctober 2011May 2028$2 
Make-whole provisionsLiabilityMay 2021April 2045$11 
Make-whole provisionsLiabilityJuly 2021March 2046$2,085 
Make-whole provisionsLiabilityJune 2022March 2042$797 
Make-whole provisionsLiabilityMarch 2023December 2047$1,603 


22

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
13. VARIABLE INTEREST ENTITIES AND EQUITY METHOD INVESTMENTS
Variable Interest Entities
The table below presents a summary of amounts related to our consolidated investment funds and joint ventures, which we determined meet the definition of a variable interest entity (“VIE”), as of:
March 31, 2024 (1)
December 31, 2023 (1)
Investment FundsOther VIEsTotal VIEsInvestment FundsOther VIEsTotal VIEs
Cash and cash equivalents$1,556 $6,529 $8,085 $5,099 $16,780 $21,879 
Accounts receivable, net 4,645 4,645  1,977 1,977 
Costs and estimated earnings in excess of billings1,169 14,230 15,399 662 13,409 14,071 
Prepaid expenses and other current assets26 3,164 3,190 33 3,749 3,782 
Total VIE current assets2,751 28,568 31,319 5,794 35,915 41,709 
Property and equipment, net    267 267 
Energy assets, net77,768 79,394 157,162 79,104 173,808 252,912 
Operating lease assets4,708 943 5,651 4,748 12,908 17,656 
Restricted cash, non-current portion73  73 73  73 
Other assets10 537 547 10 74 84 
Total VIE assets$85,310 $109,442 $194,752 $89,729 $222,972 $312,701 
Current portions of long-term debt and financing lease liabilities$2,180 $ $2,180 $2,190 $132,427 $134,617 
Accounts payable1,406 13,940 15,346 1,440 6,490 7,930 
Accrued expenses and other current liabilities223 4,908 5,131 241 22,780 23,021 
Current portions of operating lease liabilities138 95 233 133 6,953 7,086 
Total VIE current liabilities3,947 18,943 22,890 4,004 168,650 172,654 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs16,754  16,754 17,167  17,167 
Long-term operating lease liabilities, net of current portion5,036 897 5,933 5,063 3,823 8,886 
Other liabilities301  301 356  356 
Total VIE liabilities$26,038 $19,840 $45,878 $26,590 $172,473 $199,063 
(1) The amounts in the above table are reflected in Note 1 on our condensed consolidated balance sheets.
See Note 14 for additional information on the call and put options related to our investment funds.
Non-controlling Interests
Non-controlling interests represents the equity owned by the other joint venture members of consolidated joint ventures. On February 9, 2024, we entered into an equity purchase agreement and sold a 40% interest in a consolidated joint venture for $28,864 in cash.
During the three months ended March 31, 2024, we acquired the remaining interest in one joint venture when we closed on the phase 2 acquisition of BCE as discussed in Note 6.
Equity and Cost Method Investments
Unconsolidated joint ventures are accounted for under the equity method. For these unconsolidated joint ventures, our investment balances are included in other assets on the condensed consolidated balance sheets and our pro rata share of net income or loss is included in earnings from unconsolidated entities on the condensed consolidated statements of income.



23

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
During the three months ended March 31, 2024, one of our equity method investments was sold to another company. We received distributions and net proceeds totaling $12,956 and recognized a gain on the sale in the amount of $89, which is included earnings from unconsolidated entities in the condensed consolidated statements of income.
The following table provides information about our equity and cost method investments in joint ventures:
As of
March 31, 2024December 31, 2023
Equity and cost method investments$10,927 $18,709 
14. REDEEMABLE NON-CONTROLLING INTERESTS
Our subsidiaries with membership interests in the investment funds we formed have the right to elect to require the non-controlling interest holder to sell all of its membership units to our subsidiaries, a call option. Our investment funds also include rights for the non-controlling interest holder to elect to require our subsidiaries to purchase all of the non-controlling membership interests in the fund, a put option.
The call options are exercisable beginning on the date that specified conditions are met for each respective fund. The put options for the investment funds are exercisable beginning on the date that specified conditions are met for each respective fund.
We initially record our redeemable non-controlling interests at fair value on the date of acquisition and subsequently adjust to redemption value. At both March 31, 2024 and December 31, 2023 redeemable non-controlling interests were reported at their carrying values, as the carrying value at each reporting period was greater than the estimated redemption value.
15. EARNINGS PER SHARE
Earnings Per Share
The following is a reconciliation of the numerator and denominator for the computation of basic and diluted earnings per share:
Three Months Ended March 31,
(In thousands, except per share data)20242023
Numerator:
Net (loss) income attributable to common shareholders$(2,937)$1,102 
Adjustment for accretion of tax equity financing fees(27)(27)
(Loss) income attributable to common shareholders$(2,964)$1,075 
Denominator:
Basic weighted-average shares outstanding52,289 51,963 
Effect of dilutive securities:
Stock options 1,298 
Diluted weighted-average shares outstanding52,289 53,261 
Net (loss) income per share attributable to common shareholders:
Basic$(0.06)$0.02 
Diluted$(0.06)$0.02 
Potentially dilutive shares (1)
2,676 1,901 
(1) Potentially dilutive shares attributable to stock options were excluded from the computation of diluted earnings per share as the effect would have been anti-dilutive.


24

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
16. STOCK-BASED COMPENSATION
We recorded stock-based compensation expense, including expense related to our employee stock purchase plan, as follows:
Three Months Ended March 31,
20242023
Stock-based compensation expense$3,026 $4,037 
Our stock-based compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of income. As of March 31, 2024, there was $33,866 of unrecognized compensation expense related to non-vested stock option awards that is expected to be recognized over a weighted-average period of 2.3 years.
Stock Option and Restricted Stock Units (“RSUs”) Grants
During the three months ended March 31, 2024, we granted 524 common stock options to certain employees under our 2020 Stock Incentive Plan (“2020 Plan”), which have a contractual life of ten years and vest over a five-year period. We also granted awards of 93 RSUs to certain employees and directors under our 2020 Plan. We did not grant awards to individuals who were not either an employee or director of ours during the three months ended March 31, 2024 and 2023.
17. BUSINESS SEGMENT INFORMATION
Our reportable segments for the three months ended March 31, 2024 were North America Regions, U.S. Federal, Europe, Alternative Fuels and All Other. On January 1, 2024, we changed the structure of our internal organization, and our U.S. Regions and Canada are now included in North America Regions. Additionally, our Asset Sustainability Group was formerly included in Canada, but is now included in “All Other”. As a result, previously reported amounts have been reclassified for comparative purposes.
Our North America Regions, U.S. Federal and Europe segments offer energy efficiency products and services which include the design, engineering and installation of equipment and other measures to improve the efficiency and control the operation of a facility’s energy infrastructure, renewable energy solutions and services and the development and construction of small-scale plants that Ameresco owns or develops for customers that produce electricity, gas, heat or cooling from renewable sources of energy and O&M services.
Our Alternative Fuels segment sells electricity, thermal, renewable fuel, or biomethane using biogas as a feedstock from small-scale plants that we own and operate, and provides O&M services for customer-owned small-scale plants.
The “All Other” category includes consulting services and the sale of solar PV energy products and systems which we refer to as integrated-PV.
These segments do not include results of other activities, such as corporate operating expenses not specifically allocated to the segments. Certain reportable segments are an aggregation of operating segments.


25

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The tables below present our business segment information recast for the prior-year period and a reconciliation to the condensed consolidated financial statements:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three months ended March 31, 2024
Revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
Gain on derivatives(1,256)(795) (308) (2,359)
Interest expense, net of interest income1,697 775 918 5,682  9,072 
Depreciation and amortization of intangible assets8,074 2,016 496 7,196 596 18,378 
Unallocated corporate activity— — — — — (22,143)
Income before taxes, excluding unallocated corporate activity5,593 7,357 (592)1,176 2,431 15,965 
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three Months Ended March 31, 2023
Revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 
(Gain) loss on derivatives(295)(62) 520  163 
Interest expense, net of interest income1,585 298 121 2,351 (2)4,353 
Depreciation and amortization of intangible assets6,453 1,225 175 5,868 131 13,852 
Unallocated corporate activity— — — — — (18,843)
Income before taxes, excluding unallocated corporate activity8,250 5,212 123 3,515 2,797 19,897 
See Note 3 for additional information about our revenues by product line.
18. OTHER EXPENSES, NET
The following table presents the components of other expenses, net:
Three Months Ended March 31,
20242023
(Gain) loss on derivatives$(2,359)$163 
Interest expense, net of interest income14,235 7,193 
Amortization of debt discount and debt issuance costs982 790 
Foreign currency transaction loss (gain)1,132 (157)
Government incentives12 54 
Factoring fees169  
Other expenses, net$14,171 $8,043 
19. ASSETS HELD FOR SALE
During the three months ended March 31, 2024, we determined that there were five energy asset projects under construction that were considered to be assets held for sale, since these assets were being marketed for sale and all the criteria to be classified as held for sale under ASC 360, Property, Plant and Equipment—Impairment or Disposal of Long-Lived Assets, had been met. The carrying value of these assets was $58,748 and $38,404 as of March 31, 2024 and December 31, 2023, respectively, with liabilities directly associated with assets classified as held for sale of $13,097 and $8,351 as of March 31, 2024 and December 31, 2023, respectively. Assets held for sale are measured at the lower of their carrying value or the fair value less cost to sell.


26

AMERESCO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited) (Continued)
The table below reflects the assets and liabilities associated with assets held for sale by segment:
March 31, 2024December 31, 2023
 North America RegionsU.S. FederalTotalNorth America RegionsU.S. FederalTotal
Other assets$19,835 $36,920 $56,755 $18,895 $18,253 $37,148 
Operating lease assets1,250 743 1,993 1,256  1,256 
Assets classified as held for sale$21,085 $37,663 $58,748 $20,151 $18,253 $38,404 
Accounts payable$183 $9,900 $10,083 $5,418 $601 $6,019 
Accrued expenses and other current liabilities4 13 17 14  14 
Billings in excess of cost and estimated earnings 1,015 1,015  1,088 1,088 
Long-term operating lease liabilities, net of current portion1,252 730 1,982 1,230  1,230 
Liabilities directly associated with assets classified as held for sale$1,439 $11,658 $13,097 $6,662 $1,689 $8,351 


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited condensed consolidated financial statements and the related notes thereto included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and notes thereto and management’s discussion and analysis of financial condition and results of operations for the year ended December 31, 2023 included in our Annual Report on Form 10-K (“2023 Form 10-K”) for the year ended December 31, 2023 filed on February 29, 2024 with the U.S. Securities and Exchange Commission (“SEC”). This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward looking statements include statements regarding our strategy, future operations, future financial position, future revenues, projected costs, prospects, plans, objectives of management, expected market growth and other characterizations of future events or circumstances. All statements, other than statements of historical fact, including statements that refer to our expectations as to the future growth of our business and associated expenses; our expectations as to revenue generation; the future availability of borrowings under our revolving credit facility; the expected future growth of the market for energy efficiency and renewable energy solutions; our backlog, awarded projects and recurring revenue and the timing of such matters; our expectations as to financing and acquisition activity; the impact of any restructuring; the uses of future earnings; our intention to repurchase shares of our Class A common stock; the expected energy and cost savings of our projects; the expected energy production capacity of our renewable energy plants; the impact of supply chain disruptions, shortage and cost of materials and labor, and other macroeconomic and geopolitical challenges; our expectations related to our agreement with SCE including the impact of any delays; the impact of a possible U.S. federal government shutdown and the U.S. Department of Commerce’s solar panel import investigation and other characterizations of future events or circumstances are forward-looking statements. Forward looking statements are often, but not exclusively, identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” “target,” “project,” “predict” or “continue,” and similar expressions or variations. These forward-looking statements are based on current expectations and assumptions that are subject to risks, uncertainties and other factors that could cause actual results and the timing of certain events to differ materially and adversely from future results expressed or implied by such forward-looking statements. Risks, uncertainties, and factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors,” set forth in Part I, Item 1A of our 2023 Form 10-K. Subsequent events and developments may cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so and undertake no obligation to do so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this Quarterly Report on Form 10-Q.

Overview
Ameresco is a leading clean technology integrator and renewable energy asset developer, owner, and operator. Our comprehensive portfolio includes energy efficiency, infrastructure upgrades, asset sustainability, and renewable energy supply solutions. We help organizations meet energy savings and energy management challenges with an integrated comprehensive approach to energy efficiency and renewable energy. Leveraging budget neutral solutions, including energy savings performance contracts (“ESPCs”) and power purchase agreements (“PPAs”), we aim to eliminate the financial barriers that traditionally hamper energy efficiency and renewable energy projects.
Drawing from decades of experience, Ameresco develops tailored energy management projects for its customers in the commercial, industrial, local, state, and federal government, K-12 education, higher education, healthcare, public housing sectors, and utilities.
We provide solutions primarily throughout North America and Europe and our revenues are derived principally from energy efficiency projects, which entail the design, engineering, and installation of equipment and other measures that incorporate a range of innovative technology and techniques to improve the efficiency and control the operation of a facility’s energy infrastructure; this can include designing and constructing a central plant or cogeneration system for a customer providing power, heat and/or cooling to a building, or other small-scale plant that produces electricity, gas, heat or cooling from renewable sources of energy. We also derive revenue from long-term O&M contracts, energy supply contracts for renewable energy operating assets that we own, integrated-PV, and consulting and enterprise energy management services.
In addition to organic growth, strategic acquisitions of complementary businesses and assets have been an important part of our growth enabling us to broaden our service offerings and expand our geographical reach.


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Key Factors and Trends
The Inflation Reduction Act (“IRA”)
The IRA was signed into law on August 16, 2022. The bill invests nearly $369 billion in energy and climate policies. The provisions of the IRA are intended to, among other things, incentivize domestic clean energy investment, manufacturing, and deployment. The IRA incentivizes the deployment of clean energy technologies by extending and expanding federal incentives such as the ITC and the Production Tax Credit (“PTC”). We view the enactment of the IRA as favorable for the overall business climate for the renewable energy industry. However, there is uncertainty related to the applicability of the IRA to our current and planned projects and the scope of the IRA and its interpretations may change if there is a change in the U.S. administration or if government agencies’ authority to interpret federal law is restricted as a result of the Supreme Court’s review of the Chevron doctrine under which federal government agencies have been awarded broad authority to interpret broad or ambiguous legislation. We may also continue to experience a delay in our sales cycles and new award activity as our customers consider the applicability of the IRA and as financing projects may take longer as result of this uncertainty. The IRA may increase the competition in our industry and as such increase the demand and cost for labor, equipment and commodities needed for our projects.
Supply Chain Disruptions and Other Global Factors
We continue to monitor the impact of global economic conditions on our operations, financial results, and liquidity, including the result of supply chain challenges, war in Ukraine and the Middle East, evolving relations between the U.S. and China, and other geopolitical tensions. The impact to our future operations and results of operations as a result of these global trends remains uncertain and the challenges we face, including increases in costs for logistics and supply chains, intermittent supplier delays, and shortages of certain components needed for our business, such as lithium-ion battery cells, semiconductors, and other components required for our clean energy solutions may continue or become more pronounced.
During the three months ended March 31, 2024, we were impacted by supply chain disruptions and varying levels of inflation, as a result macroeconomic conditions. These conditions caused delays in the timely delivery of material to customer sites, delays and disruptions in the completion of certain projects, increased shipping and transportation costs, and increased component and labor costs. This negatively impacted our results of operations during the three months ended March 31, 2024. We expect the trends of supply chain challenges to continue. We continue to monitor macroeconomic conditions to remain flexible and to optimize and evolve our business as appropriate to address the challenges presented from these conditions.
In August 2023, the U.S. Department of Commerce issued a final ruling in the Auxin Solar trade case related to solar tariff imports that will lead to higher tariffs on certain imported solar products from Malaysia, Vietnam, Thailand, and Cambodia beginning in June 2024. Similarly, other tariff cases, changes in trade regulations, and the enforcement of the Uyghur Forced Labor Prevention Act could disrupt the solar panel supply chain and increase the cost for solar cells, panels, and transport costs. This could ultimately impact the demand for clean energy solutions and increase our costs. We are closely monitoring the investigation and any regulations issued in connection with it.

Climate Change and Effects of Seasonality
The global emphasis on climate change and reducing carbon emissions has created opportunities for our industry. Sustainability has been at the forefront of our business since its inception, and we are committed to staying at the leading edge of innovation taking place in the energy sector. We believe the next decade will be marked by dramatic changes in the power infrastructure with resources shifting to more distributed assets, storage, and microgrids to increase overall reliability and resiliency. The sustainability efforts are impacted by regulations, and changes in the regulatory climate may impact the demand for our products and offerings. See “Our business depends in part on federal, state, provincial and local government support or the imposition of additional taxes, tariffs, duties, or other assessments on renewable energy or the equipment necessary to generate or deliver it, for energy efficiency and renewable energy, and a decline in such support could harm our business” and “Compliance with environmental laws could adversely affect our operating results” in Item 1A, Risk Factors in our 2023 Form 10-K.
Climate change also brings risks, as the impacts have caused us to experience more frequent and severe weather interferences, and this trend is expected to continue. We are subject to seasonal fluctuations and construction cycles, particularly in climates that experience colder weather during the winter months, such as the northern United States and Canada, and climates that experience extreme weather events, such as wildfires, storms or flooding, hurricanes, or at educational institutions, where large projects are typically carried out during summer months when their facilities are unoccupied. In addition, government customers, many of which have fiscal years that do not coincide with ours, typically follow annual procurement cycles and appropriate funds on a fiscal-year basis even though contract performance may take more than one year. Further, government contracting cycles can be affected by the timing of, and delays in, the legislative process related to government programs and incentives that help drive demand for energy efficiency and renewable energy projects. As a result, our revenues and operating income in the third and
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fourth quarter are typically higher, and our revenues and operating income in the first quarter are typically lower, than in other quarters of the year, however, this may become harder to predict with the potential effects of climate change. As a result of such fluctuations, we may occasionally experience declines in revenues or earnings as compared to the immediately preceding quarter, and comparisons of our operating results on a period-to-period basis may not be meaningful.
Our annual and quarterly financial results are also subject to significant fluctuations as a result of other factors, many of which are outside our control. See “Our business is affected by seasonal trends and construction cycles, and these trends and cycles could have an adverse effect on our operating results” and “Extreme weather events and other natural disasters, particularly those exacerbated by climate change, could materially affect our ability to complete our projects and develop our assets” in Item 1A, Risk Factors in our 2023 Form 10-K.
The Southern California Edison (“SCE”) Agreement
In October 2021, we entered into a contract with SCE to design and build three grid scale battery energy storage system (“BESS”) at three sites near existing substation parcels throughout SCE’s service territory in California with an aggregate capacity of 537.5 megawatt (“MW”) (“the SCE Agreement”). The engineering, procurement and construction price is approximately $892.0 million, in the aggregate, including two years of O&M revenues, subject to customary potential adjustments for changes in the work. As previously disclosed, due to supply chain delays, weather and other events, we were unable to complete the projects by August 1, 2022 (the “Guaranteed Completion Date”) and made related force majeure claims. In late 2022, SCE also instructed us to adjust the completion of the sites into 2023. Under the SCE Agreement, a failure to reach the Guaranteed Completion Date could, under certain circumstances, result in liquidated damages up to a maximum amount of $89 million being applied. We have been working with SCE to analyze the applicability and scope of force majeure relief based on our force majeure claims. In February 2024, in response to us issuing an invoice to SCE for one of the sites, SCE notified us that they intend to withhold liquidated damages for that project. Our view is that liquidated damages should not be applied. If we fail to come to an agreement with SCE about the applicability and scope of force majeure relief and liquidated damages, we may be required to pay liquidated damages up to an aggregate maximum of $89 million and may not be able to recover costs associated with the force majeure events.
We have completed performance testing and are working closely with SCE on the final checklist for substantial completion for two of the three projects. Commissioning activities have begun on the third project, which was significantly impacted by the heavy rainfall in California in 2023. This last site is expected to reach substantial completion in the summer of 2024.
A majority of our revenues under this contract were recognized in 2022 based upon costs incurred in 2022 relative to total expected costs on this project.
Stock-based Compensation
During the three months ended March 31, 2024, we granted 524,003 common stock options and 93,050 restricted stock units (“RSUs”) to certain employees and directors under our 2020 Plan. Our unrecognized stock-based compensation expense was $33.9 million at March 31, 2024 compared to $30.1 million at December 31, 2023 and is expected to be recognized over a weighted-average period of two years. See Note 16 “Stock-based Compensation” for additional information.
Backlog and Awarded Projects
Backlog is an important metric for us because we believe strong order backlogs indicate growing demand and a healthy business over the medium to long term, conversely, a declining backlog could imply lower demand.
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The following table presents our backlog:
As of March 31,
(In Thousands)20242023
Project Backlog
Fully-contracted backlog$1,459,600 $1,007,620 
Awarded, not yet signed customer contracts2,560,462 1,963,760 
Total project backlog$4,020,062 $2,971,380 
12-month project backlog$774,931 $638,550 
O&M Backlog
Fully-contracted backlog$1,198,992 $1,214,840 
12-month O&M backlog$87,890 $86,020 
Total project backlog represents energy efficiency projects that are active within our sales cycle. Our sales cycle begins with the initial contact with the customer and ends, when successful, with a signed contract, also referred to as fully-contracted backlog. Our sales cycle averages 18 to 42 months. Awarded backlog is created when a potential customer awards a project to Ameresco following a request for proposal. Once a project is awarded but not yet contracted, we typically conduct a detailed energy audit to determine the scope of the project as well as identify the savings that may be expected to be generated from upgrading the customer’s energy infrastructure. At this point, we also determine the subcontractors, what equipment will be used, and assist in arranging for third party financing, as applicable. It takes an average of 12 to 24 months to convert our awarded backlog to fully-contracted backlog. It may take longer, as it depends on the size and complexity of the project. Historically, approximately 90% of our awarded backlog projects have resulted in a signed contract. After the customer and Ameresco agree to the terms of the contract and the contract is executed, the project moves to fully-contracted backlog. The contracts reflected in our fully-contracted backlog typically have a construction period of 12 to 36 months and we typically expect to recognize revenue for such contracts over the same period.
Our O&M backlog represents expected future revenues under signed, multi-year customer contracts for the delivery of O&M services, primarily for energy efficiency and renewable energy construction projects completed by us for our customers.
We define our 12-month backlog as the estimated amount of revenues that we expect to recognize in the next twelve months from our fully-contracted backlog. See “We may not recognize all revenues from our backlog or receive all payments anticipated under awarded projects and customer contracts” and “In order to secure contracts for new projects, we typically face a long and variable selling cycle that requires significant resource commitments and requires a long lead time before we realize revenues” in Item 1A, Risk Factors in our 2023 Form 10-K.
Assets in Development
Assets in development, which represents the potential design/build project value of renewable energy plants that have been awarded or for which we have secured development rights, were estimated at $2.6 billion and $1.4 billion, net of amount attributable to a non-controlling interest at March 31, 2024 and 2023, respectively. This is another important metric because it helps us gauge our future capital expenditure needs and develop-and-sell opportunities as well as our capacity to generate electricity or deliver renewable gas fuel which contributes to our recurring revenue stream.
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Results of Operations
All financial result comparisons made below are against the same prior year period unless otherwise noted.
The following tables set forth certain financial data from the condensed consolidated statements of income for the periods indicated:
Three Months Ended March 31,
20242023Year-Over-Year Change
(In Thousands)Amount% of RevenuesAmount% of RevenuesDollar Change% Change
Revenues$298,406 100.0 %$271,042 100.0 %$27,364 10.1 %
Cost of revenues251,413 84.3 %221,094 81.6 %30,319 13.7 %
Gross profit46,993 15.7 %49,948 18.4 %(2,955)(5.9)%
Earnings from unconsolidated entities555 0.2 %450 0.2 %105 23.3 %
Selling, general and administrative expenses39,555 13.3 %41,301 15.2 %(1,746)(4.2)%
Operating income7,993 2.7 %9,097 3.4 %(1,104)(12.1)%
Other expenses, net14,171 4.7 %8,043 3.0 %6,128 76.2 %
(Loss) income before income taxes(6,178)(2.1)%1,054 0.4 %(7,232)(686.1)%
Income tax provision (benefit)— — %(503)(0.2)%(503)(100.0)%
Net (loss) income(6,178)(2.1)%1,557 0.6 %$(7,735)(496.8)%
Net loss (income) attributable to non-controlling interests and redeemable non-controlling interests3,241 1.1 %(455)(0.2)%$(3,696)(812.3)%
Net (loss) income attributable to common shareholders$(2,937)(1.0)%$1,102 0.4 %$(4,039)(366.5)%
Our results of operations for the three months ended March 31, 2024 are due to the following:
Revenues: total revenues for the three months ended March 31, 2024 increased over 2023 primarily due to a $21.1 million, or 11%, increase in our project revenues attributed to the timing of revenue recognized based upon costs incurred to date relative to total expected costs on active projects.
Cost of Revenues and Gross Profit: the increase in cost of revenues is primarily due to the increase in project revenues described above and higher depreciation expenses from the continued growth in our operating assets portfolio. Gross profit decreased due to lower revenue contribution from our SCE battery storage project and gross profit as a percent of revenues decreased due to a higher mix of lower margin projects.
Selling, General and Administrative Expenses (“SG&A”): SG&A expenses for the three months ended March 31, 2024 decreased over 2023 primarily due to lower salaries and related benefits as a result of a decrease in non-cash stock-based compensation expense, project development costs, and professional fees.
Other Expenses, Net: Other expenses, net for the three months ended March 31, 2024 increased over 2023 primarily due to higher interest expenses, net of $7.0 million related to an increase in the amount of energy asset financings outstanding and higher interest rates, foreign currency transaction losses of $1.1 million compared to a gain of $0.2 million in the prior year quarter, partially offset by gains from derivatives transactions of $2.4 million versus a loss of $0.2 million.
Income Tax Benefit: : the provision for income taxes is based on various rates set by federal, state, provincial and local authorities and is affected by permanent and temporary differences between financial accounting and tax reporting requirements. We expect the effective tax rate will be higher in 2024 as compared to 2023 primarily due to the effects of a smaller Section 179D Energy Efficient Building deduction, partially offset by higher investment tax credits from solar, and storage plants placed into service or are forecasted to be placed into service during 2024, state taxes, and foreign earnings.
Net (Loss) Income and (Loss) Earnings Per Share: Net (loss) income attributable to common shareholders decreased due to the reasons described above. Basic and diluted earnings per share for the three months ended March 31, 2024 was a loss of $(0.06), a decrease of $0.08 per share compared to the same period of 2023.
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Business Segment Analysis
Our reportable segments for the three months ended March 31, 2024 were North America Regions, U.S. Federal, Europe, Alternative Fuels and All Other. On January 1, 2024, we changed the structure of our internal organization, and our U.S. Regions and Canada are now included in North America Regions. Additionally, our Asset Sustainability Group was formerly included in Canada, but is now included in “All Other”. As a result, previously reported amounts have been reclassified for comparative purposes. These segments do not include results of other activities, such as corporate operating expenses not specifically allocated to the segments. See Note 17 “Business Segment Information” for additional information about our segments.
All financial result comparisons made below relate to the three-month period and are against the same prior year period unless otherwise noted.
Revenues
Three Months Ended March 31,
(In Thousands)20242023Dollar Change% Change
North America Regions$138,285 $140,542 $(2,257)(1.6)%
U.S. Federal60,890 59,556 1,334 2.2 
Europe44,122 19,096 25,026 131.1 
Alternative Fuels32,859 28,339 4,520 15.9 
All Other22,250 23,509 (1,259)(5.4)
Total revenues$298,406 $271,042 $27,364 10.1 %
North America Regions: revenues decreased primarily due to lower project revenues of $3.0 million resulting from the timing of revenue recognized based upon costs incurred to date relative to total expected costs on active projects, including lower revenue contribution from our SCE battery storage projects.
U.S. Federal: the increase in revenue versus the prior year is primarily due to higher O&M revenue attributed to the timing of activity on certain long-term contracts and higher energy asset revenue partially offset by lower project revenues. Project revenues decreased year-over-year resulting from the timing of revenue recognized based upon costs incurred to date relative to total expected costs on active projects.
Europe: revenues increased primarily due to higher project revenues resulting from the timing of revenue recognized based upon costs incurred to date relative to total expected costs on active projects compared to the prior period including revenues related to the addition of our Enerqos acquisition in Italy.
Alternative Fuels: the increase is primarily due to increase in energy asset revenues resulting from the continued growth of our operating portfolio, increased production levels and stronger pricing on renewable identification numbers (“RIN’s”) generated from our renewable natural gas facilities, and higher project revenues.
All Other: All other revenues decreased year-over-year primarily due to lower project and integrated-PV revenues partially offset by increased consulting revenue.
(Loss) Income before Taxes and Unallocated Corporate Activity
Three Months Ended March 31,
(In Thousands)20242023Dollar Change% Change
North America Regions$5,593 $8,250 $(2,657)(32.2)%
U.S. Federal7,357 5,212 2,145 41.2 
Europe(592)123 (715)(581.3)
Alternative Fuels1,176 3,515 (2,339)(66.5)
All Other2,431 2,797 (366)(13.1)
Unallocated corporate activity(22,143)(18,843)(3,300)(17.5)
(Loss) Income before taxes$(6,178)$1,054 $(7,232)(686.1)%
North America Regions: the decrease is primarily due to the lower revenues and gross profit as a percent of revenues described above, partially offset by lower SG&A expenses and other expenses, net.
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U.S. Federal: the increase is primarily due to the higher revenues described above and higher gross profit as a percent of revenues partially offset by increased SG&A expenses.
Europe: the decrease is primarily due to the higher SG&A expenses and other expenses, net partially offset by higher revenues described above.
Alternative Fuels: the decrease is primarily due to higher interest expenses.
All Other: the decrease is primarily due to lower revenues described above, partially offset by lower SG&A expenses.
Unallocated corporate activity includes all corporate level selling, general and administrative expenses and other expenses not allocated to the segments. We do not allocate any indirect expenses to the segments. Corporate activity increased primarily due to higher interest expenses, net and foreign currency transaction losses partially offset by lower salaries and related benefits.

Liquidity and Capital Resources
Overview
Since inception, we have funded operations primarily through cash flow from operations, advances from Federal ESPC projects, our senior secured credit facility, and various forms of other debt and equity offerings. See Note 8 “Debt and Financing Lease Liabilities” for additional information.
Working capital requirements can be susceptible to fluctuations during the year due to timing differences between costs incurred, the timing of milestone-based customer invoices and actual cash collections. Working capital may also be affected by seasonality, growth rate of revenue, long lead-time equipment purchase patterns, advances from Federal ESPC projects, and payment terms for payables relative to customer receivables.
We expect to incur additional expenditures in connection with the following activities:
equity investments, project asset acquisitions and business acquisitions that we may fund from time to time
capital investment in current and future energy assets
material, equipment, and other expenditures for large projects
We regularly monitor and assess our ability to meet funding requirements. We believe that cash and cash equivalents, working capital and availability under our revolving senior secured credit facility, combined with our right (subject to lender consent) to increase our revolving credit facility by $100.0 million, plus asset sales, tax equity transfers, and our general access to credit and equity markets, will be sufficient to fund our operations through at least May 2025 and thereafter.
We continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that our business can continue to operate and that we can meet our capital and debt service requirements. This may include limiting discretionary spending across the organization and re-prioritizing our capital projects amid times of political unrest, the duration of supply challenges, the rate and duration of the inflationary pressures, and other events affecting our liquidity. For example, recent increases in inflation and interest rates have impacted overall market returns on assets. We have therefore been particularly prudent in our capital commitments over the past few quarters, ensuring that our assets in development continue to align with our hurdle rates.
August 2023 Purchase and Sale Agreement

On August 4, 2023, we entered into a purchase and sale agreement to acquire an energy asset project and to acquire 100% of the stock of Bright Canyon Energy Corporation (“BCE”) in a two-phased transaction. Phase 1, the purchase of the energy asset project, closed on August 4, 2023 and did not constitute a business in accordance with ASC 805-50, Business Combinations.

The purchase price for phase 1 was $88.0 million, of which $5.0 million was paid in cash, $46.7 million was financed through a seller’s note, and we assumed a construction loan on the energy asset project for $36.3 million. We also acquired $11.2 million cash. During the year ended December 31, 2023, we paid $18.4 million in principal on the seller’s note. In January 2024, the purchase price was increased by $1.1 million, and we paid off the seller’s note in the amount of $29.4 million. We agreed to sell back to the seller investment tax credits for the project acquired as part of this transaction for the fair market value of these credits in early in 2024 and received $21.0 million in cash during the three months ended March 31, 2024.
In the second phase, which closed on January 12, 2024, we acquired BCE, including its interest in a consolidated joint venture and its interests in project subsidiaries developing or with rights to develop solar, battery, and microgrid assets for an adjusted purchase price of $48.0 million, of which $9.8 million was paid in cash, and $32.5 million was financed through a seller’s note.
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The remaining balance due of $5.6 million is included in accrued expenses and other current liabilities at March 31, 2024. We also assumed four land leases for the energy asset projects.
Senior Secured Term Loans
On April 10, 2024, we entered into amendment number five to the fifth amended and restated senior secured credit facility to extend the maturity date of the delayed draw term loan A (“DDTLA”) from March 4, 2025 to August 15, 2024. The amendment also included the following modifications:
principal installments on the DDTLA of $5 million when we entered into the amendment and $8 million each on or before May 15, 2024, June 15, 2024, and July 15, 2024, with the balance of $7,500 due on August 15, 2024,
the date by which we shall use commercially reasonable efforts to raise $100 million in equity or subordinated debt financing was changed from April 15, 2024 to May 15, 2024.
As of March 31, 2024, the balance on the senior secured term loans was $108.8 million, the balance on the senior secured revolving credit facility was $160.0 million, and we had funds available of $27.3 million.
Energy Asset Financing
Energy Asset Construction Facilities, Financing Facilities, and Term Loans
We have entered into a number of construction and term loan agreements for the purpose of constructing and owning certain renewable energy plants. The physical assets and the operating agreements related to the renewable energy plants are generally owned by wholly owned, single member “special purpose” subsidiaries of Ameresco. These construction and term loans are structured as project financings made directly to a subsidiary, and upon commercial operation and achieving certain milestones in the credit agreement, the related construction loan converts into a term loan. While we are required under generally accepted accounting principles (“GAAP”) to reflect these loans as liabilities on our consolidated balance sheets, they are generally non-recourse and not direct obligations of Ameresco, Inc., except to the extent of completion guarantees and EPC contracts and certain equity contribution obligations under our August 2023 Construction Credit Facility as described in more detail below.
Our project financing facilities contain various financial and other covenant requirements which include debt service coverage ratios and total funded debt to EBITDA, as defined in the facilities. Any failure to comply with the financial or other covenants of our project financings would result in inability to distribute funds from the wholly-owned subsidiary to Ameresco, Inc. or constitute an event of default in which the lenders may have the ability to accelerate the amounts outstanding, including all accrued interest and unpaid fees.
Material energy asset construction and term loan financings during the quarter ended March 31, 2024 were as follows:
October 2022, Financing Facility, 8.51% - we drew down an additional $35.4 million
August 2023, Construction Credit Facility, 9.32% - we drew down an additional $31.2 million
Net proceeds from energy asset construction facilities and term loans during the three months ended March 31, 2024 totaled $80.7 million.
Sale-leasebacks and Financing Leases
During the three months ended March 31, 2024, we sold and leased back one energy assets for $4.4 million in cash proceeds under our master sale-leaseback agreements.
Federal ESPC Liabilities
We have arrangements with certain third-parties to provide advances to us during the construction or installation of projects for certain customers, typically federal governmental entities, in exchange for our assignment to the lenders of our rights to the long-term receivables arising from the ESPCs related to such projects. These financings totaled $504.7 million as of March 31, 2024. Under the terms of these financing arrangements, we are required to complete the construction or installation of the project in accordance with the contract with our customer, and the liability remains on our condensed consolidated balance sheets until the completed project is accepted by the customer.
We are the primary obligor for financing received, but only until final acceptance of the work by the customer. At this point recourse to us ceases and the ESPC receivables are transferred to the investor. The transfers of receivables under these agreements do not qualify for sales accounting until final customer acceptance of the work, so the advances from the investors are not classified as operating cash flows. Cash draws that we received under these ESPC agreements were $19.6 million during the three
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months ended March 31, 2024, and are recorded as financing cash inflows. The use of the cash received under these arrangements is to pay project costs classified as operating cash flows and totaled $26.4 million during the three months ended March 31, 2024. Due to the manner in which the ESPC contracts with the third-party investors are structured, our reported operating cash flows are materially impacted by the fact that operating cash flows only reflect the ESPC contract expenditure outflows and do not reflect any inflows from the corresponding contract revenues. Upon acceptance of the project by the federal customer the ESPC receivable and corresponding ESPC liability are removed from our condensed consolidated balance sheets as a non-cash settlement.
Cash Flows
The following table summarizes our cash flows from operating, investing, and financing activities:
Three Months Ended March 31,
(In Thousands)20242023$ Change
Cash flows from operating activities$20,817 $58,772 $(37,955)
Cash flows from investing activities(103,770)(101,253)(2,517)
Cash flows from financing activities77,374 106,128 (28,754)
Effect of exchange rate changes on cash(126)42 (168)
Total net cash flows$(5,705)$63,689 $(69,394)
Our service offering also includes the development, construction, and operation of small-scale renewable energy plants. Small-scale renewable energy projects, or energy assets, can either be developed for the portfolio of assets that we own and operate or designed and built for customers. Expenditures related to projects that we own are recorded as cash outflows from investing activities. Expenditures related to projects that we build for customers are recorded as cash outflows from operating activities as cost of revenues.
Cash Flows from Operating Activities
Our cash flows from operating activities during the three months ended March 31, 2024 decreased over the same period last year primarily due to an increase of $93.6 million in unbilled revenue (costs and estimated earnings in excess of billings) due to the timing of when certain projects are invoiced, including our SCE battery storage project and a $53.1 million increase in accounts receivable, which were partially offset by increases of $106.1 million in accounts payable, accrued expenses and other current liabilities when compared to the prior year period.
Cash Flows from Investing Activities
During the three months ended March 31, 2024 we made capital investments of $105.6 million in new energy assets and $5.4 million in major maintenance of energy assets compared to $89.8 million and $0.6 million, respectively, in 2023.
We currently plan to invest approximately $235 million to $285 million in additional capital expenditures during the remainder of 2024, principally for the construction or acquisition of new renewable energy plants, the majority of which we expect to fund with project finance debt.
Cash Flows from Financing Activities
Our primary sources of financing for the three months ended March 31, 2024 were net proceeds from long-term debt of $88.7 million, contributions from a non-controlling interest of $28.9 million, net proceeds received from Federal ESPC projects and energy asset receivable financing arrangements of $24.3 million, net proceeds from our senior secured credit facility of $20.1 million partially offset by payments on long-term debt of $55.2 million and the seller’s note for the BCE phase 1 acquisition of $29.4 million.
We currently plan additional project financings of approximately $220 million to $270 million during the remainder of 2024 to fund the construction or the acquisition of new renewable energy plants as discussed above.
Critical Accounting Estimates
Preparing our condensed consolidated financial statements in accordance with GAAP involves us making estimates and assumptions that affect reported amounts of assets and liabilities, net sales and expenses, and related disclosures in the accompanying notes at the date of our financial statements. We base our estimates on historical experience, industry and market
36

trends, and on various other assumptions that we believe to be reasonable under the circumstances. However, by their nature, estimates are subject to various assumptions and uncertainties, and changes in circumstances could cause actual results to differ from these estimates, sometimes materially.
Income Taxes
We have reviewed all tax positions taken as of March 31, 2024 and there were no additional uncertain tax positions taken during the three months ended March 31, 2024. We believe our current tax reserves are adequate to cover all known tax uncertainties.
Other than as noted above, there have been no material changes in our critical accounting estimates from those disclosed in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2023 Form 10-K. In addition, refer to Note 2 “Summary of Significant Accounting Policies” for updates to critical accounting policies.
Recent Accounting Pronouncements
See Note 2, “Summary of Significant Accounting Policies” for a discussion of recent accounting pronouncements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As of March 31, 2024, there have been no significant changes in market risk exposures that materially affected the quantitative and qualitative disclosures as described in Item 7A to our 2023 Form 10-K.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this quarterly report, or the evaluation date. Disclosure controls and procedures are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosures. Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our management, after evaluating the effectiveness of our disclosure controls and procedures as of the evaluation date, concluded that as of the evaluation date, our disclosure controls and procedures were effective at a reasonable assurance level.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
37

PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In the ordinary conduct of our business, we are subject to periodic lawsuits, investigations, and claims. Although we cannot predict with certainty the ultimate resolution of such lawsuits, investigations and claims against us, we do not believe that any currently pending or threatened legal proceedings to which we are a party will have a material adverse effect on our business, results of operations or financial condition.
For additional information about certain proceedings, please refer to Note 10, Commitments and Contingencies, to our condensed consolidated financial statements included under Part I, Item 1 of this Quarterly Report on Form 10-Q, which is incorporated into this item by reference.
Item 1A. Risk Factors
Our business is subject to numerous risks, a number of which are described below and under “Risk Factors” in Part I, Item 1A of our 2023 Form 10-K.
You should carefully consider these risks together with the other information set forth in this report, which could materially affect our business, financial condition and future results. The risks described in Part I, Item 1A of our 2023 Form 10-K are not the only risks we face. Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and operating results.
Item 2. Unregistered Sales of Equity and Use of Proceeds
Stock Repurchase Program
We did not repurchase any shares of our common stock under our stock repurchase program authorized by the Board of Directors on April 27, 2016 (the “Repurchase Program”) during the three months ended March 31, 2024. Under the Repurchase Program, we are authorized to repurchase up to $17.6 million of our Class A common stock. As of March 31, 2024, there were shares having a dollar value of approximately $5.9 million that may yet be purchased under the Repurchase Program.
Item 5. Other Information
During the quarter ended March 31, 2024, none of our directors or officers adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408(a) of Regulation S-K.





38

Item 6. Exhibits
Exhibit Index
Exhibit
Number
Description
10.1
31.1*
31.2*
32.1**
101*
The following condensed consolidated financial statements from Ameresco, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets (ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statement of Changes in Redeemable Non-Controlling Interests and Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*Filed herewith.
**Furnished herewith.



39


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMERESCO, INC.
Date:May 7, 2024By:/s/ Spencer Doran Hole
Spencer Doran Hole
Executive Vice President and Chief Financial Officer
(duly authorized and principal financial officer)

40

Exhibit 31.1
PRINCIPAL EXECUTIVE OFFICER CERTIFICATION
I, George P. Sakellaris, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Ameresco, Inc. (the “Registrant”);
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;
4.The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and
5.The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.
  
Date: May 7, 2024
/s/ George P. Sakellaris
George P. Sakellaris
President and Chief Executive Officer
(principal executive officer)



Exhibit 31.2
PRINCIPAL FINANCIAL OFFICER CERTIFICATION
I, Spencer Doran Hole, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Ameresco, Inc. (the “Registrant”);
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;
4.The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and
5.The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.
  
Date: May 7, 2024
/s/ Spencer Doran Hole
Spencer Doran Hole
Executive Vice President and Chief Financial Officer
(duly authorized and principal financial officer)



Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT
TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q of Ameresco, Inc. (the “Company”) to which this certification is attached and as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company hereby certifies, pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: May 7, 2024
/s/ George P. Sakellaris
George P. Sakellaris
President and Chief Executive Officer
(principal executive officer)
Date: May 7, 2024
/s/ Spencer Doran Hole
Spencer Doran Hole
Executive Vice President and Chief Financial Officer
(duly authorized and principal financial officer)


v3.24.1.u1
Cover Page - shares
3 Months Ended
Mar. 31, 2024
May 01, 2024
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 001-34811  
Entity Registrant Name Ameresco, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 04-3512838  
Entity Address, Address Line One 111 Speen Street  
Entity Address, Address Line Two Suite 410  
Entity Address, City or Town Framingham  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 01701  
City Area Code 508  
Local Phone Number 661-2200  
Title of 12(b) Security Class A Common Stock, par value $0.0001 per share  
Trading Symbol AMRC  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001488139  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Class A Common Stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding (in shares)   34,338,602
Class B Common Stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding (in shares)   18,000,000
v3.24.1.u1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents [1] $ 77,681 $ 79,271
Restricted cash [1] 57,737 62,311
Accounts receivable, net of allowance of $897 and $903, respectively [1] 146,836 153,362
Accounts receivable retainage, net 32,158 33,826
Costs and estimated earnings in excess of billings [1] 652,428 636,163
Inventory, net 13,076 13,637
Prepaid expenses and other current assets [1] 118,813 123,391
Income tax receivable 4,836 5,775
Project development costs, net 22,907 20,735
Total current assets [1] 1,126,472 1,128,471
Federal ESPC receivable 577,651 609,265
Property and equipment, net [1] 17,170 17,395
Energy assets, net [1] 1,788,569 1,689,424
Deferred income tax assets, net 25,677 26,411
Goodwill, net 75,311 75,587
Intangible assets, net 6,197 6,808
Operating lease assets [1] 69,348 58,586
Restricted cash, non-current portion [1] 12,553 12,094
Other assets [1] 104,318 89,735
Total assets [1] 3,803,266 3,713,776
Current liabilities:    
Current portions of long-term debt and financing lease liabilities, net [1] 539,201 322,247
Accounts payable [1] 437,240 402,752
Accrued expenses and other current liabilities [1] 109,954 108,831
Current portions of operating lease liabilities [1] 14,220 13,569
Billings in excess of cost and estimated earnings 61,267 52,903
Income taxes payable 398 1,169
Total current liabilities [1] 1,162,280 901,471
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs [1] 1,011,576 1,170,075
Federal ESPC liabilities 504,689 533,054
Deferred income tax liabilities, net 4,584 4,479
Deferred grant income 6,737 6,974
Long-term operating lease liabilities, net of current portion [1] 50,710 42,258
Other liabilities [1] 88,619 82,714
Commitments and contingencies (Note 10)
Redeemable non-controlling interests, net 43,908 46,865
Stockholders’ equity:    
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding at March 31, 2024 and December 31, 2023 0 0
Additional paid-in capital 327,367 320,892
Retained earnings 592,947 595,911
Accumulated other comprehensive loss, net (3,592) (3,045)
Treasury stock, at cost, 2,101,795 shares at March 31, 2024 and December 31, 2023 (11,788) (11,788)
Stockholders’ equity before non-controlling interest 904,939 901,975
Non-controlling interests 25,224 23,911
Total stockholders’ equity 930,163 925,886
Total liabilities, redeemable non-controlling interests, and stockholders’ equity 3,803,266 3,713,776
Class A Common Stock    
Stockholders’ equity:    
Common stock 3 3
Class B Common Stock    
Stockholders’ equity:    
Common stock $ 2 $ 2
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Accounts receivable, allowance for credit loss, current $ 898 $ 903
Total VIE assets [1] $ 3,803,266 $ 3,713,776
Preferred stock, par value (in usd per share) $ 0.0001 $ 0.0001
Preferred stock, shares authorized (in shares) 5,000,000 5,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Treasury stock (in shares) 2,101,795 2,101,795
Class A Common Stock    
Common stock, par value (in usd per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 500,000,000 500,000,000
Common stock, shares issued (in shares) 36,421,956 36,378,990
Common stock, shares outstanding (in shares) 34,320,161 34,277,195
Class B Common Stock    
Common stock, par value (in usd per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 144,000,000 144,000,000
Common stock, shares issued (in shares) 18,000,000 18,000,000
Common stock, shares outstanding (in shares) 18,000,000 18,000,000
Variable Interest Entity, Primary Beneficiary    
Total VIE assets $ 194,752 $ 312,701
Total VIE liabilities $ 45,878 $ 199,063
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Condensed Consolidated Statements of (Loss) Income - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Statement [Abstract]    
Revenues $ 298,406 $ 271,042
Cost of revenues 251,413 221,094
Gross profit 46,993 49,948
Earnings from unconsolidated entities 555 450
Selling, general and administrative expenses 39,555 41,301
Operating income 7,993 9,097
Other expenses, net 14,171 8,043
(Loss) income before income taxes (6,178) 1,054
Income tax provision (benefit) 0 (503)
Net (loss) income (6,178) 1,557
Net loss (income) attributable to non-controlling interests and redeemable non-controlling interests 3,241 (455)
Net (loss) income attributable to common shareholders $ (2,937) $ 1,102
Net (loss) income per share attributable to common shareholders:    
Basic (in usd per share) $ (0.06) $ 0.02
Diluted (in usd per share) $ (0.06) $ 0.02
Weighted average common shares outstanding:    
Basic (in shares) 52,289 51,963
Diluted (in shares) 52,289 53,261
v3.24.1.u1
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Statement of Comprehensive Income [Abstract]    
Net (loss) income $ (6,178) $ 1,557
Other comprehensive income (loss):    
Unrealized gain from interest rate hedges, net of tax 539 (868)
Foreign currency translation adjustments (1,162) 282
Total other comprehensive loss (623) (586)
Comprehensive (loss) income (6,801) 971
Comprehensive income attributable to non-controlling interests and redeemable non-controlling interests:    
Net loss (income) 3,241 (455)
Foreign currency translation adjustments 76 (8)
Comprehensive loss (income) attributable to non-controlling interests and redeemable non-controlling interests 3,317 (463)
Comprehensive (loss) income attributable to common shareholders $ (3,484) $ 508
v3.24.1.u1
Condensed Consolidated Statements of Changes in Redeemable Non-Controlling Interests and Stockholders' Equity - USD ($)
$ in Thousands
Total
Class A Common Stock
Class B Common Stock
Common Stock
Class A Common Stock
Common Stock
Class B Common Stock
Additional Paid-in Capital
Retained Earnings
Accumulated Other Comprehensive Loss
Treasury Stock
Non-controlling Interests
Redeemable non-controlling interests, beginning balance at Dec. 31, 2022 $ 46,623                  
Redeemable Non-controlling Interests                    
Distributions to redeemable non-controlling interests (178)                  
Accretion of tax equity financing fees 27                  
Investment fund call option exercise 196                  
Net income (loss) 32                  
Redeemable non-controlling interests, ending balance at Mar. 31, 2023 46,700                  
Beginning balance (in shares) at Dec. 31, 2022       33,948,362 18,000,000          
Treasury stock, beginning balance (in shares) at Dec. 31, 2022                 2,101,795  
Beginning balance at Dec. 31, 2022 873,031     $ 3 $ 2 $ 306,314 $ 533,549 $ (4,051) $ (11,788) $ 49,002
Increase (Decrease) in Stockholders' Equity [Roll Forward]                    
Exercise of stock options (in shares)       82,000            
Exercise of stock options 571         571        
Stock-based compensation expense 4,037         4,037        
Unrealized gain (loss) from interest rate hedges, net (868)             (868)    
Foreign currency translation adjustment 282             274   8
Accretion of tax equity financing fees (27)           (27)      
Investment fund call option exercise (196)         (196)        
Contributions from non-controlling interests 16,417                 16,417
Net income (loss) 1,525           1,102     423
Ending balance (in shares) at Mar. 31, 2023       34,030,362 18,000,000          
Treasury stock, ending balance (in shares) at Mar. 31, 2023                 2,101,795  
Ending balance at Mar. 31, 2023 894,772     $ 3 $ 2 310,726 534,624 (4,645) $ (11,788) 65,850
Redeemable non-controlling interests, beginning balance at Dec. 31, 2023 46,865                  
Redeemable Non-controlling Interests                    
Distributions to redeemable non-controlling interests (129)                  
Accretion of tax equity financing fees 27                  
Net income (loss) (2,855)                  
Redeemable non-controlling interests, ending balance at Mar. 31, 2024 $ 43,908                  
Beginning balance (in shares) at Dec. 31, 2023   34,277,195 18,000,000 34,277,195 18,000,000          
Treasury stock, beginning balance (in shares) at Dec. 31, 2023 2,101,795               2,101,795  
Beginning balance at Dec. 31, 2023 $ 925,886     $ 3 $ 2 320,892 595,911 (3,045) $ (11,788) 23,911
Increase (Decrease) in Stockholders' Equity [Roll Forward]                    
Exercise of stock options (in shares)       31,889            
Exercise of stock options 183         183        
Stock-based compensation expense 3,026         3,026        
Restricted stock units released (in shares)       11,077            
Unrealized gain (loss) from interest rate hedges, net 539             539    
Foreign currency translation adjustment (1,162)             (1,086)   (76)
Accretion of tax equity financing fees (27)           (27)      
Contributions from non-controlling interests 28,864         3,040       25,824
Distributions to non-controlling interest (63)                 (63)
Purchase of shares from non-controlling interest (23,760)         226       (23,986)
Net income (loss) $ (3,323)           (2,937)     (386)
Ending balance (in shares) at Mar. 31, 2024   34,320,161 18,000,000 34,320,161 18,000,000          
Treasury stock, ending balance (in shares) at Mar. 31, 2024 2,101,795               2,101,795  
Ending balance at Mar. 31, 2024 $ 930,163     $ 3 $ 2 $ 327,367 $ 592,947 $ (3,592) $ (11,788) $ 25,224
v3.24.1.u1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Cash flows from operating activities:      
Net (loss) income $ (6,178) $ 1,557  
Adjustments to reconcile net (loss) income to net cash flows from operating activities:      
Depreciation of energy assets, net 17,124 13,341  
Depreciation of property and equipment 1,175 644  
Increase in contingent consideration 0 121  
Accretion of ARO liabilities 66 66  
Amortization of debt discount and debt issuance costs 982 790  
Amortization of intangible assets 539 302  
Provision for bad debts 1 93  
Loss on write-off of long-lived assets 0 18  
Non-cash project revenue related to in-kind leases (775) 0  
Earnings from unconsolidated entities (555) (450)  
Net (gain) loss from derivatives (2,359) 163  
Stock-based compensation expense 3,026 4,037  
Deferred income taxes, net 687 (7,142)  
Unrealized foreign exchange loss (gain) 806 (29)  
Changes in operating assets and liabilities:      
Accounts receivable 5,899 58,954  
Accounts receivable retainage 1,580 2,439  
Federal ESPC receivable (26,395) (33,736)  
Inventory, net 561 608  
Costs and estimated earnings in excess of billings (7,842) 85,748  
Prepaid expenses and other current assets 104 929  
Income taxes receivable, net 180 6,380  
Project development costs (1,728) (1,812)  
Other assets (1,413) (1,903)  
Accounts payable, accrued expenses and other current liabilities 23,849 (82,266)  
Billings in excess of cost and estimated earnings 9,160 9,398  
Other liabilities 2,323 522  
Cash flows from operating activities 20,817 58,772  
Cash flows from investing activities:      
Purchases of property and equipment (962) (1,657)  
Capital investment in energy assets (105,633) (89,787)  
Capital investment in major maintenance of energy assets (5,355) (589)  
Net proceeds from equity method investment 12,956 0  
Contributions to equity method investments (4,776) 0  
Acquisitions, net of cash received 0 (9,182)  
Loans to joint venture investments 0 (38)  
Cash flows from investing activities (103,770) (101,253)  
Cash flows from financing activities:      
Payments of debt discount and debt issuance costs (590) (366)  
Proceeds from exercises of options and ESPP 183 571  
Proceeds from senior secured revolving credit facility, net 20,100 0  
Proceeds from long-term debt financings 89,321 58,188  
Proceeds from Federal ESPC projects 19,581 42,309  
Net proceeds from energy asset receivable financing arrangements 4,748 4,438  
Contributions from non-controlling interests 28,864 16,308  
Distributions to non-controlling interest (63) 0  
Distributions to redeemable non-controlling interests, net (133) (161)  
Payment on seller's promissory note (29,441) 0  
Payments on long-term debt and financing leases (55,196) (15,159)  
Cash flows from financing activities 77,374 106,128  
Effect of exchange rate changes on cash (126) 42  
Net (decrease) increase in cash, cash equivalents, and restricted cash (5,705) 63,689  
Cash, cash equivalents, and restricted cash, beginning of period 153,676 149,888 $ 149,888
Cash, cash equivalents, and restricted cash, end of period 147,971 213,577 $ 153,676
Supplemental disclosures of cash flow information:      
Cash paid for interest 26,911 13,135  
Cash paid for income taxes 59 323  
Non-cash Federal ESPC settlement 49,926 0  
Accrued purchases of energy assets 88,447 97,542  
Non-cash contributions from non-controlling interest 0 109  
Non-cash financing for energy asset project acquisition $ 32,500 $ 0  
v3.24.1.u1
Basis of Presentation
3 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
BASIS OF PRESENTATION BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Ameresco, Inc. (including its subsidiaries, the “Company,” “Ameresco,” “we,” “our,” or “us”) are unaudited, according to certain rules and regulations of the Securities and Exchange Commission, and include, in our opinion, normal recurring adjustments necessary for a fair presentation in conformity with accounting principles generally accepted in the United States (“GAAP”) of the results for the periods indicated.
The results of operations for the three months ended March 31, 2024 are not necessarily indicative of results which may be expected for the full year. The December 31, 2023 consolidated balance sheet data was derived from audited financial statements, but certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. The interim condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2023, included in our annual report on Form 10-K (“2023 Form 10-K”) filed with the Securities and Exchange Commission on February 29, 2024.
Reclassification and Rounding
Certain prior period amounts were reclassified to conform to the presentation in the current period. We round amounts in the condensed consolidated financial statements to thousands and calculate all percentages and per-share data from the underlying whole-dollar amounts. Thus, certain amounts may not foot, crossfoot, or recalculate based on reported numbers due to rounding.
Significant Risks and Uncertainties
Global factors have continued to result in global supply chain disruptions and inflationary pressures.
We have considered the impact of general global economic conditions on the assumptions and estimates used, which may change in response to this evolving situation. Results of future operations and liquidity could be adversely impacted by a number of factors including supply chain disruptions, varying levels of inflation, payments of outstanding receivable amounts beyond normal payment terms, workforce disruptions, and uncertain demand. As of the date of issuance of these condensed consolidated financial statements, we cannot reasonably estimate the extent to which macroeconomic conditions may impact our financial condition, liquidity, or results of operations in the foreseeable future. The ultimate impact of the pandemic and general global economic conditions on our business is highly uncertain and will depend on future developments, and such impacts could exist for an extended period of time, even after the pandemic subsides.
v3.24.1.u1
Summary of Significant Accounting Policies
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Our accounting policies are set forth in Note 2 to the consolidated financial statements contained in our 2023 Form 10-K. We have included certain updates to those policies below.
Accounts Receivable and Allowance for Credit Losses
Changes in the allowance for credit losses are as follows:
Three Months Ended March 31,
20242023
Allowance for credit losses, beginning of period$903 $911 
Charges to (recoveries of) costs and expenses, net93 
Account write-offs and other(6)(33)
Allowance for credit losses, end of period$898 $971 
Accounts Receivable Factoring
Ameresco’s wholly-owned subsidiary in Italy entered into factoring agreements to sell certain receivables to unrelated third-party financial institutions on a non-recourse basis. These transactions are accounted for in accordance with ASC Topic 860, Transfers and Servicing and result in a reduction in accounts receivable because the agreements transfer effective control over the receivables, and related risk, to the buyers. Our Italian subsidiary does not retain any interest in the underlying accounts
receivable once sold. Trade accounts receivables balances sold are removed from the condensed consolidated balance sheets, and cash received is reflected in operating activities in the condensed consolidated statements of cash flows. Factoring fees during the three months ended March 31, 2024 and 2023 were $169 and $0, respectively, and are included in other expense, net in the condensed consolidated statements of income. See Note 18. Other Expenses, Net.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist primarily of other receivables, deferred project costs, and other short-term prepaid expenditures that will be expensed within one year.
Prepaid expenses and other current assets comprised of the following:
March 31, 2024December 31, 2023
Other receivables$44,014 $74,454 
Deferred project costs65,020 38,240 
Prepaid expenses9,779 10,697 
Prepaid expenses and other current assets$118,813 $123,391 
Recent Accounting Pronouncements

Business Combinations— Joint Venture Formations
In August 2023, the FASB issued ASU 2023-05, Business Combinations— Joint Venture Formations (Subtopic 805-60) Recognition and Initial Measurement, which addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated consolidated financial statements.
Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative
In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which updates the disclosure or presentation requirements for a variety of topics in the codification. ASU 2023-06 is effective from the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. We will monitor the removal of the requirements from the current regulations and adopt the related amendments, but we do not anticipate this new guidance will have a material impact on our condensed consolidated financial statements as we are currently subject to SEC requirements.
Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures, which improves reportable segment disclosures by requiring enhanced disclosures for significant segment expenses and other segment items. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Income Taxes (Topic 740) - Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards
In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards, to clarify how to determine if a profits interest or similar award is within the scope of ASC 718 or is not a share-based payment arrangement and is within the scope of other guidance. ASU 2024-01 is effective for fiscal years
beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Codification Improvements—Amendments to Remove References to the Concepts Statements
In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements, to remove references to various FASB Concepts Statements based on suggestions received from stakeholders on the Accounting Standards Codification and other incremental improvements to GAAP. ASU 2024-02 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
v3.24.1.u1
Revenue from Contracts with Customers
3 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
REVENUE FROM CONTRACTS WITH CUSTOMER REVENUE FROM CONTRACTS WITH CUSTOMERS
Disaggregation of Revenue
Our reportable segments for the three months ended March 31, 2024 were North America Regions, U.S. Federal, Europe, Alternative Fuels and All Other. On January 1, 2024, we changed the structure of our internal organization, and our U.S. Regions and Canada are now included in North America Regions. Additionally, our Asset Sustainability Group was formerly included in Canada, but is now included in “All Other”. As a result, previously reported amounts have been reclassified for comparative purposes.
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2024:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$116,211 $43,479 $41,424 $3,163 $$204,284 
O&M revenue6,933 15,278 747 2,377 — 25,335 
Energy assets13,754 1,929 171 27,300 — 43,154 
Other1,387 204 1,780 19 22,243 25,633 
Total revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2023:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$119,231 $45,549 $17,200 $— $1,250 $183,230 
O&M revenue5,539 12,700 333 3,686 — 22,258 
Energy assets14,407 1,076 519 24,653 117 40,772 
Other1,365 231 1,044 — 22,142 24,782 
Total revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 

The following table presents information related to our revenue recognized over time:
Three Months Ended March 31,
20242023
Percentage of revenue recognized over time94%93%
The remainder of our revenue is for products and services transferred at a point in time, at which point revenue is recognized.
We attribute revenues to customers based on the location of the customer. The following table presents information related to our revenues by geographic area:
Three Months Ended March 31,
20242023
United States$239,099 $233,084 
Canada15,180 17,234 
Europe44,127 20,724 
Total revenues$298,406 $271,042 
Contract Balances
The following tables provide information about receivables, contract assets and contract liabilities from contracts with customers:
 March 31, 2024December 31, 2023
Accounts receivable, net$146,836 $153,362 
Accounts receivable retainage, net32,158 33,826 
Contract Assets:
Costs and estimated earnings in excess of billings $652,428 $636,163 
Contract Liabilities:
Billings in excess of cost and estimated earnings$61,267 $52,903 
Billings in excess of cost and estimated earnings, non-current (1)
19,883 18,688 
Total contract liabilities$81,150 $71,591 
March 31, 2023December 31, 2022
Accounts receivable, net$130,940 $174,009 
Accounts receivable retainage, net35,625 38,057 
Contract Assets:
Costs and estimated earnings in excess of billings$497,762 $576,363 
Contract Liabilities:
Billings in excess of cost and estimated earnings$39,326 $34,796 
Billings in excess of cost and estimated earnings, non-current (1)
12,510 7,617 
Total contract liabilities$51,836 $42,413 
(1) Performance obligations that are expected to be completed beyond the next twelve months and are included in other liabilities in the condensed consolidated balance sheets.
The increase in contract assets for the three months ended March 31, 2024 was primarily due to billings of $210,475 offset by revenue recognized of $203,216. Contract assets are also affected by reclassifications, primarily from contract liabilities as a result of timing of customer payments. The increase in contract liabilities was primarily driven by the receipt of advance payments from customers, and related billings, as well as reclassifications from contract assets as a result of timing of customer payments. The advance payments and reclassifications exceeded the recognition of revenue as performance obligations were satisfied. For the three months ended March 31, 2024, we recognized revenue of $60,748 and billed $46,306 to customers that had balances which were included in contract liabilities at December 31, 2023.
The decrease in contract assets for the three months ended March 31, 2023 was primarily due to billings of $286,203 offset by revenue recognized of $190,415. Contract assets also decreased due to reclassifications, primarily from contract liabilities as a result of timing of customer payments. The increase in contract liabilities was primarily driven by the receipt of advance payments from customers, and related billings, as well as reclassifications from contract assets as a result of timing of customer payments. The advance payments and reclassifications exceeded the recognition of revenue as performance obligations were satisfied.. For the three months ended March 31, 2023, we recognized revenue of $34,715 and billed $39,082 to customers that had balances which were included in the beginning balance of contract liabilities.
Performance Obligations
Our remaining performance obligations (“backlog”) represent the unrecognized revenue value of our contract commitments. At March 31, 2024, we had contracted backlog of $2,658,592 of which approximately 32% is anticipated to be recognized as revenue in the next twelve months. The remaining performance obligations primarily relate to the energy efficiency and renewable energy construction projects, including long-term operations and maintenance (“O&M”) services related to these projects. The long-term services have varying initial contract terms, up to 25 years.
Project Development Costs
Project development costs of $3,120 and $2,612 were recognized in our condensed consolidated statements of (loss) income on projects that converted to customer contracts during the three months ended March 31, 2024 and 2023, respectively.
No impairment charges in connection with our project development costs were recorded during the three or three months ended March 31, 2024 and 2023.
v3.24.1.u1
Business Acquisitions and Related Transactions
3 Months Ended
Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]  
BUSINESS ACQUISITIONS AND RELATED TRANSACTIONS BUSINESS ACQUISITIONS AND RELATED TRANSACTIONS
We account for acquisitions using the acquisition method in accordance with ASC 805, Business Combinations. The purchase price for each acquisition is allocated to the assets based on their estimated fair values at the date of acquisition. The excess purchase price over the estimated fair value of the net assets acquired, which is calculated using level 3 inputs per the fair value hierarchy as defined in Note 11, is recorded as goodwill. Intangible assets, if identified, are also recorded. See Note 5 for additional information.
Enerqos Energy Solutions S.r.l. (“Enerqos”)
On February 24, 2023, we signed a definitive purchase and sale agreement to acquire Enerqos, a renewable energy and energy efficiency company headquartered in Milan, Italy. The acquisition closed on March 30, 2023 and the total purchase consideration was $13,445, of which $9,535 has been paid. There is no contingent consideration related to this acquisition. Cash acquired was $353, debt assumed was $3,951, and a deferred tax liability, net of $931 was recorded. In accordance with the SEC’s Regulation S-X and GAAP, we evaluated and determined that Enerqos is not deemed to be a significant subsidiary, therefore, we are not presenting the pro-forma effects of this acquisition on our operations.
The estimated goodwill of $6,855 from the Enerqos acquisition consists largely of expected benefits, including the combined entities experience and the acquired workforce. This goodwill is not deductible for income tax purposes. The estimated fair value of tangible and intangible assets acquired and liabilities assumed are based on management's estimates and assumptions that are preliminary and subject to adjustments. Any measurement period adjustments made within one year from acquisition date, are recorded as adjustments to goodwill. Any adjustments made beyond the measurement period will be included in our condensed consolidated statements of income.
The results of the acquisition since the date of the acquisition have been included in our operations as presented in the accompanying condensed consolidated statements of (loss) income, condensed consolidated statements of comprehensive (loss) income and condensed consolidated statements of cash flows. For the quarter ended March 31, 2024, we recognized $4,178 of revenue and $740 of net loss relating to Enerqos.
A summary of the cumulative consideration paid and allocation of the purchase price for the Enerqos acquisition are presented in the table below:
Preliminary March 31, 2023Measurement Period AdjustmentAs Adjusted December 31, 2023
Cash$9,535 $— $9,535 
Long-term debt assumed, net of current portions3,951 — 3,951 
FX adjustment(41)— (41)
Fair value of consideration transferred$13,445 $— $13,445 
Cash and cash equivalents$190 $— $190 
Accounts receivable6,230 — 6,230 
Costs and estimated earnings in excess of billings8,985 — 8,985 
Prepaid expenses and other current assets16,504 — 16,504 
Project development costs5,140 — 5,140 
Property and equipment and energy assets1,234 — 1,234 
Intangible assets4,438 — 4,438 
Long-term restricted cash163 — 163 
Accounts payable(15,480)— (15,480)
Accrued expenses and other current liabilities(4,510)165 (4,345)
Current portions of long-term debt(15,165)— (15,165)
Deferred income tax liabilities, net(931)— (931)
Other liabilities(208)— (208)
Recognized identifiable assets acquired and liabilities assumed$6,590 $165 $6,755 
Goodwill$6,855 $(165)$6,690 
v3.24.1.u1
Goodwill and Intangible Assets, Net
3 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS, NET GOODWILL AND INTANGIBLE ASSETS, NET
Due to the change in the structure of our internal organization, a portion of our goodwill was allocated to two new reporting units based on their relative fair values as of January 1, 2024. See Note 3 for additional information about the organizational changes. The changes in the carrying value of goodwill balances by reportable segment were as follows:
North America RegionsU.S. FederalEuropeAlternative FuelsOtherTotal
Carrying Value of Goodwill
Balance, December 31, 2023$40,681 $3,981 $13,034 $— $17,891 $75,587 
Goodwill acquired during the year— — — — — — 
Fair value allocation(1,474)— — — 1,474 — 
Currency effects(70)— (206)— — (276)
Balance, March 31, 2024$39,137 $3,981 $12,828 $— $19,365 $75,311 
Definite-lived intangible assets, net consisted of the following:
As of March 31, 2024As of December 31, 2023
Gross carrying amount$36,960 37,147 
Less - accumulated amortization(30,763)(30,339)
Intangible assets, net$6,197 $6,808 
The table below sets forth amortization expense:
Three Months Ended March 31,
Asset typeLocation20242023
All other intangible assetsSelling, general and administrative expenses539 302 
v3.24.1.u1
Energy Assets, Net
3 Months Ended
Mar. 31, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
ENERGY ASSETS, NET ENERGY ASSETS, NET
Energy assets, net consisted of the following:
 March 31, 2024December 31, 2023
Energy assets (1)
$2,170,223 $2,054,145 
Less - accumulated depreciation and amortization(381,654)(364,721)
Energy assets, net$1,788,569 $1,689,424 
(1) Includes financing lease assets (see Note 7), capitalized interest and asset retirement obligations (“ARO”) assets (see tables below). Also includes the energy asset projects acquired in January 2024. See section below for additional information.
August 2023 Purchase and Sale Agreement
On August 4, 2023, we entered into a purchase and sale agreement to acquire an energy asset project and to acquire 100% of the stock of Bright Canyon Energy Corporation (“BCE”) in a two-phased transaction. Phase 1, the purchase of the energy asset project, closed on August 4, 2023 and did not constitute a business in accordance with ASC 805-50, Business Combinations.
The purchase price for phase 1 was $87,964, of which $5,000 was paid in cash, $46,694 was financed through a seller’s note, and we assumed a construction loan on the energy asset project for $36,270. We also acquired cash of $11,206. During the year ended December 31, 2023, we paid $18,400 in principal on the sellers note. In January 2024, the purchase price was increased by $1,147 and we paid off the seller’s note in the amount of $29,441. We also assumed a land lease for the energy asset project.
On December 28, 2023, we executed an amended and restated purchase and sale agreement, which primarily revised the timing of payments on phase 2. In the second phase, which closed on January 12, 2024, we acquired BCE, including its interest in a consolidated joint venture and its interests in project subsidiaries developing or with rights to develop solar, battery, and microgrid assets for an adjusted purchase price of $47,956, of which $9,839 was paid in cash and $32,500 was financed through a seller’s note. The remaining balance due of $5,617 is included in accrued expenses and other current liabilities at March 31, 2024. We also assumed four land leases for the energy asset projects.
Phase 2, the purchase of the energy asset projects did not constitute a business in accordance with ASC 805-50, Business Combinations.
See Note 8 for additional information about these loans, Note 7 for information on the leases and Note 10 for potential additional commitments.
Depreciation and Amortization Expense
The following table sets forth our depreciation and amortization expense on energy assets, net of deferred grant amortization:
Three Months Ended March 31,
Location20242023
Cost of revenues (2)
$17,124 $13,341 
(2) Includes depreciation and amortization on financing lease assets (see Note 7).
Capitalized Interest
The following table presents the interest costs relating to construction financing during the period of construction, which were capitalized as part of energy assets, net:
Three Months Ended March 31,
20242023
Capitalized interest$14,872 $6,376 

The following tables sets forth information related to our ARO assets and ARO liabilities:
LocationMarch 31, 2024December 31, 2023
ARO assets, netEnergy assets, net$4,619 $4,800 
ARO liabilities, non-currentOther liabilities$5,886 $5,960 

Three Months Ended March 31,
20242023
Depreciation expense of ARO assets$44 $55 
Accretion expense of ARO liabilities$66 $66 
v3.24.1.u1
Leases
3 Months Ended
Mar. 31, 2024
Leases [Abstract]  
LEASES LEASES
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
March 31, 2024December 31, 2023
Operating Leases:
Operating lease assets$69,348 $58,586 
Current portions of operating lease liabilities$14,220 $13,569 
Long-term portions of operating lease liabilities50,710 42,258 
Total operating lease liabilities$64,930 $55,827 
Weighted-average remaining lease term19 years18 years
Weighted-average discount rate6.6 %6.6 %
Financing Leases:
Energy assets$26,736 $27,262 
Current portions of financing lease liabilities$1,027 $871 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs12,871 13,057 
Total financing lease liabilities$13,898 $13,928 
Weighted-average remaining lease term13 years13 years
Weighted-average discount rate12.05 %12.05 %
The costs related to our leases were as follows:
Three Months Ended March 31,
20242023
Operating Leases:
Operating lease costs$3,056 $2,120 
Financing Leases:
Amortization expense526 526 
Interest on lease liabilities392 444 
Total lease costs$3,974 $3,090 

Supplemental cash flow information related to our leases was as follows:
Three Months Ended March 31,
20242023
Cash paid for amounts included in the measurement of operating lease liabilities$4,932 $1,852 
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities (1)
$12,736 $1,319 
(1) Includes non-monetary lease transactions of $10,378. See disclosure below for additional information.
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
We have a future lease commitment for a ground lease which does not yet meet the criteria for recording a ROU asset or ROU liability. The net present value of this commitment totals $10,500 as of March 31, 2024 and relates to lease payments to be made over a 20-year period. We are in process of modifying the terms of this agreement such that the criteria to record a ROU asset and ROU liability may not be met.
Non-monetary Lease Transactions
We have six lease liabilities consisting of obligations that will be settled with non-monetary consideration. The lease liabilities relating to non-monetary consideration were recorded during the three months ended March 31, 2024 based on the fair market value of the project services or back up power expected to be provided, which approximate the cash payments.
Sale-leasebacks
These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities.
August 2018 Master Sale-leaseback
We enter into amendments to our August 2018 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants.
We sold and leased back one energy assets for $4,444 in cash proceeds under this facility during the three months ended March 31, 2024. As of March 31, 2024, we have available funds remaining under this lending commitment.
Net gains from amortization expense recognized in cost of revenues relating to deferred gains and losses in connection with our sale-leaseback agreements were $57 and $57 for the three months ended March 31, 2024 and 2023, respectively.
December 2020 Master Sale-leaseback
We enter into amendments to our December 2020 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants. As of March 31, 2024, we were in default under this agreement as we had failed to satisfy the insurance requirements and historical coverage ratio under this agreement. On May 3, 2024, we received a waiver of this default.
LEASES LEASES
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
March 31, 2024December 31, 2023
Operating Leases:
Operating lease assets$69,348 $58,586 
Current portions of operating lease liabilities$14,220 $13,569 
Long-term portions of operating lease liabilities50,710 42,258 
Total operating lease liabilities$64,930 $55,827 
Weighted-average remaining lease term19 years18 years
Weighted-average discount rate6.6 %6.6 %
Financing Leases:
Energy assets$26,736 $27,262 
Current portions of financing lease liabilities$1,027 $871 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs12,871 13,057 
Total financing lease liabilities$13,898 $13,928 
Weighted-average remaining lease term13 years13 years
Weighted-average discount rate12.05 %12.05 %
The costs related to our leases were as follows:
Three Months Ended March 31,
20242023
Operating Leases:
Operating lease costs$3,056 $2,120 
Financing Leases:
Amortization expense526 526 
Interest on lease liabilities392 444 
Total lease costs$3,974 $3,090 

Supplemental cash flow information related to our leases was as follows:
Three Months Ended March 31,
20242023
Cash paid for amounts included in the measurement of operating lease liabilities$4,932 $1,852 
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities (1)
$12,736 $1,319 
(1) Includes non-monetary lease transactions of $10,378. See disclosure below for additional information.
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
We have a future lease commitment for a ground lease which does not yet meet the criteria for recording a ROU asset or ROU liability. The net present value of this commitment totals $10,500 as of March 31, 2024 and relates to lease payments to be made over a 20-year period. We are in process of modifying the terms of this agreement such that the criteria to record a ROU asset and ROU liability may not be met.
Non-monetary Lease Transactions
We have six lease liabilities consisting of obligations that will be settled with non-monetary consideration. The lease liabilities relating to non-monetary consideration were recorded during the three months ended March 31, 2024 based on the fair market value of the project services or back up power expected to be provided, which approximate the cash payments.
Sale-leasebacks
These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities.
August 2018 Master Sale-leaseback
We enter into amendments to our August 2018 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants.
We sold and leased back one energy assets for $4,444 in cash proceeds under this facility during the three months ended March 31, 2024. As of March 31, 2024, we have available funds remaining under this lending commitment.
Net gains from amortization expense recognized in cost of revenues relating to deferred gains and losses in connection with our sale-leaseback agreements were $57 and $57 for the three months ended March 31, 2024 and 2023, respectively.
December 2020 Master Sale-leaseback
We enter into amendments to our December 2020 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants. As of March 31, 2024, we were in default under this agreement as we had failed to satisfy the insurance requirements and historical coverage ratio under this agreement. On May 3, 2024, we received a waiver of this default.
LEASES LEASES
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
March 31, 2024December 31, 2023
Operating Leases:
Operating lease assets$69,348 $58,586 
Current portions of operating lease liabilities$14,220 $13,569 
Long-term portions of operating lease liabilities50,710 42,258 
Total operating lease liabilities$64,930 $55,827 
Weighted-average remaining lease term19 years18 years
Weighted-average discount rate6.6 %6.6 %
Financing Leases:
Energy assets$26,736 $27,262 
Current portions of financing lease liabilities$1,027 $871 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs12,871 13,057 
Total financing lease liabilities$13,898 $13,928 
Weighted-average remaining lease term13 years13 years
Weighted-average discount rate12.05 %12.05 %
The costs related to our leases were as follows:
Three Months Ended March 31,
20242023
Operating Leases:
Operating lease costs$3,056 $2,120 
Financing Leases:
Amortization expense526 526 
Interest on lease liabilities392 444 
Total lease costs$3,974 $3,090 

Supplemental cash flow information related to our leases was as follows:
Three Months Ended March 31,
20242023
Cash paid for amounts included in the measurement of operating lease liabilities$4,932 $1,852 
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities (1)
$12,736 $1,319 
(1) Includes non-monetary lease transactions of $10,378. See disclosure below for additional information.
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
We have a future lease commitment for a ground lease which does not yet meet the criteria for recording a ROU asset or ROU liability. The net present value of this commitment totals $10,500 as of March 31, 2024 and relates to lease payments to be made over a 20-year period. We are in process of modifying the terms of this agreement such that the criteria to record a ROU asset and ROU liability may not be met.
Non-monetary Lease Transactions
We have six lease liabilities consisting of obligations that will be settled with non-monetary consideration. The lease liabilities relating to non-monetary consideration were recorded during the three months ended March 31, 2024 based on the fair market value of the project services or back up power expected to be provided, which approximate the cash payments.
Sale-leasebacks
These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities.
August 2018 Master Sale-leaseback
We enter into amendments to our August 2018 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants.
We sold and leased back one energy assets for $4,444 in cash proceeds under this facility during the three months ended March 31, 2024. As of March 31, 2024, we have available funds remaining under this lending commitment.
Net gains from amortization expense recognized in cost of revenues relating to deferred gains and losses in connection with our sale-leaseback agreements were $57 and $57 for the three months ended March 31, 2024 and 2023, respectively.
December 2020 Master Sale-leaseback
We enter into amendments to our December 2020 master lease and participation agreement from to time to time, which may extend the maturity date, increase the availability, or modify other covenants. As of March 31, 2024, we were in default under this agreement as we had failed to satisfy the insurance requirements and historical coverage ratio under this agreement. On May 3, 2024, we received a waiver of this default.
v3.24.1.u1
Debt and Financing Lease Liabilities
3 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
DEBT AND FINANCING LEASE LIABILITIES DEBT AND FINANCING LEASE LIABILITIES
Our debt and financing lease liabilities are comprised of the following:
March 31, 2024December 31, 2023
Senior secured revolving credit facility (1)
$160,000 $140,000 
Senior secured term loans108,750 139,900 
Energy asset construction facilities (2)
469,904 470,248 
Energy asset term loans (2)
632,883 564,530 
Sale-leasebacks (3)
185,863 185,698 
Financing lease liabilities (4)
13,898 13,928 
Total debt and financing lease liabilities1,571,298 1,514,304 
Less: current maturities539,201 322,247 
Less: unamortized discount and debt issuance costs20,521 21,982 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs$1,011,576 $1,170,075 
(1) At March 31, 2024, funds of $27,269 were available for borrowing under this facility.
(2) Most of these agreements are now using the Secured Overnight Financing Rate (“SOFR”) as the primary reference rate used to calculate interest.
(3) These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities. See Note 7 for additional disclosures.
(4) Financing lease liabilities are sale-leaseback arrangements under previous guidance. See Note 7 for additional disclosures.
Senior Secured Term Loans
On April 10, 2024, we entered into amendment number five to the fifth amended and restated senior secured credit facility to extend the maturity date of the delayed draw term loan A (“DDTLA”) from March 4, 2025 to August 15, 2024. The amendment also included the following modifications:
principal installments on the DDTLA of $5,000 at closing of the amendment and $7,500 each on or before May 15, 2024, June 15, 2024, and July 15, 2024, with the balance of $7,500 due on August 15, 2024,
the date by which we shall use commercially reasonable efforts to raise $100,000 in equity or subordinated debt financing was changed from April 15, 2024 to May 15, 2024.
October 2022, Financing Facility, 6.70%, due August 31, 2039
During the three months ended March 31, 2024, we drew down an additional $35,448 and at March 31, 2024, $376,836 was outstanding under this facility, net of unamortized debt discount and issuance costs.
April 2023, Construction Credit Facility, 6.80%, due July 31, 2024
During the three months ended March 31, 2024, we drew down an additional $5,001 and at March 31, 2024, $138,260 was outstanding under this facility, net of unamortized debt discount. At March 31, 2024, there was no availability remaining.
August 2023, Construction Credit Facility, 9.32%, due August 31, 2026
During the three months ended March 31, 2024, we drew down an additional $31,204 and at March 31, 2024, $296,931 was outstanding under this facility, net of unamortized debt discount and issuance costs. We were in default on this credit facility due to administrative errors, for which a waiver was received on April 5, 2024.
Debt Instruments - Energy Project Asset Acquisitions
As discussed in Note 6, on August 4, 2023, we acquired an energy asset project. The purchase price for phase 1 was $87,964, of which $5,000 was paid in cash, $46,694 was financed through a seller’s note, and we assumed a construction loan on the energy asset project for $36,270. During the year ended December 31, 2023, we paid $18,400 in principal on the seller’s note. In January 2024, the purchase price was increased by $1,147 and we paid off the seller’s note in the amount of $29,441.
On February 26, 2024, the construction loan in the amount of $36,270 was converted into a term loan and has a maturity date of April 2030. The term loan bears a base SOFR interest rate of 5.33% at March 31, 2024, and an applicable margin of 1.635% per annum for four years after the term conversion date and 1.76% per annum for the following two years. The interest and principal is paid quarterly commencing on March 31, 2024. We failed to achieve the final conditions required to convert the term loan on or prior to March 31, 2024, however, a waiver was obtained on May 1, 2024 and the deadline of achieving the final conditions was extended to May 31, 2024.
In the second phase, which closed on January 12, 2024, we acquired BCE, including its interest in a consolidated joint venture and its interests in project subsidiaries developing or with rights to develop solar, battery, and microgrid assets for an adjusted purchase price of $47,956, of which $9,839 was paid in cash and $32,500 was financed through a seller’s note. The note bears interest at fixed rate of 5.0% per annum and the principal and interest is due on August 2024.
April 2024, Senior Secured Notes, due June 30, 2042
On April 5, 2024, an Omnibus Amendment and Reaffirmation Agreement was executed with reference to the Note Purchase and Private Shelf Agreement, dated as of July 27, 2021, and two new series B notes (first lien and second lien) were authorized in the amounts of $92,512 and $12,657, with a maturity date of June 30, 2042. Gross proceeds from the initial issuance on April 5, 2024 were $83,282 and $12,292 with the remainder to be issued upon achieving certain permitting-related and other administrative conditions. The notes bear interest at fixed rates of 6.20% and 8.00%, respectively, per annum and the interest is payable quarterly commencing September 30, 2024. At closing, we incurred $1,052 in lenders fees and debt issuance costs. Proceeds from these notes in the amount of $86,462 were used to pay a portion of the August 2023 construction credit facility.
v3.24.1.u1
Income Taxes
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
We recorded a provision for income taxes of $0 and benefit of $503 for the three months ended March 31, 2024 and 2023, respectively.
The effective tax rate was 0.0% for the three months ended March 31, 2024, compared to a benefit of 47.7% for the three months ended March 31, 2023. The principal reasons for the higher effective rate for 2024 is due to the effects of a smaller Section 179D Energy Efficient Building deduction, offset by higher investment tax credits from solar, and storage plants placed into service or are forecasted to be placed into service during 2024, state taxes, and foreign earnings.
v3.24.1.u1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
From time to time, we issue letters of credit and performance bonds with our third-party lenders, to provide collateral.
Legal Proceedings
We are involved in a variety of other claims and other legal proceedings generally incidental to our normal business activities. When we conclude that it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated, it is accrued through a charge to earnings and, if material, disclosed below. When only a range of amounts is reasonably estimable and no amount within the range is more likely than another, the low end of the range is recorded. While the ultimate amount of liability incurred in any of these matters is dependent on future developments, in our opinion, the recorded liability is adequate to cover the future payment of such liability and claims. However, the final outcome of any of these claims and legal proceedings cannot be predicted with certainty, and unfavorable or unexpected outcomes could result in additional accruals that could be significant to results of operations in a particular year or quarter. Any adjustments to the recorded liability will be reflected in earnings in the periods in which such adjustments become known. For any other claims where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimable, no accrual is established, but the matter, if potentially material, is disclosed below. We routinely review relevant information with respect to our matters and update our accruals, disclosures and estimates of reasonably possible loss based on such reviews. While the outcome of any of these matters cannot be accurately predicted, we do not believe the ultimate resolution of any of these existing matters would have a material adverse effect on our financial condition or results of operations.
In October 2021, we entered into a contract with SCE to design and build three grid scale battery energy storage system (“BESS”) at three sites near existing substation parcels throughout SCE’s service territory in California with an aggregate capacity of 537.5 megawatt (“MW”) (“the SCE Agreement”). As previously disclosed, due to supply chain delays, weather and other events, we were unable to complete the projects by August 1, 2022 (the “Guaranteed Completion Date”) and made related force majeure claims. In late 2022, SCE also instructed us to adjust the completion of the sites into 2023. Under the SCE Agreement, a failure to reach the Guaranteed Completion Date could, under certain circumstances, result in liquidated damages up to a maximum amount of $89 million being applied. We have been working with SCE to analyze the applicability and scope of force majeure relief based on our force majeure claims. In February 2024, in response to us issuing an invoice to SCE for one of the sites, SCE notified us that they intend to withhold liquidated damages for that project. Our view is that liquidated damages should not be applied. It is at least reasonably possible we may incur an obligation to pay liquidated damages up to the maximum amount.
Commitments as a Result of Acquisitions
In December 2021, we completed our acquisition of Plug Smart which provided for an earn-out based on future EBITDA targets beginning with EBITDA performance for the month of December 2021 and each fiscal year thereafter, over a five-year period through December 31, 2026. The maximum cumulative earn-out is $5,000 and we evaluated financial forecasts of the acquired business and concluded that the fair value of this earn-out was approximately $1,465 upon acquisition and as of December 31, 2023. At March 31, 2024, the fair value of the contingent consideration remained consistent at $1,465 and is included in accrued expenses and other current liabilities, and other liabilities on the condensed consolidated balance sheets. See Note 11 for additional information.
The August 4, 2023 purchase and sale agreement with BCE includes a potential earn-out that could be earned if the projects achieve specified value thresholds in certain phase 2 projects, each of which is very early in development, or if milestones are achieved on other future projects that are not yet started. The total earn-out is limited to $40,000 over a seven-year period beginning on January 12, 2024. We shall record a liability for the phase 2 earn-out payments when the amounts are probable and estimable. As of March 31, 2024, none of the earn-out amounts are considered probable and estimable.
v3.24.1.u1
Fair Value Measurement
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENT FAIR VALUE MEASUREMENT
We recognize our financial assets and liabilities at fair value on a recurring basis. Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or
liability in an orderly transaction between market participants on the measurement date. Three levels of inputs that may be used to measure fair value are as follows:
Level 1: Inputs are based on unadjusted quoted prices for identical instruments traded in active markets. 
Level 2: Inputs are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
Level 3: Inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. 
The following table presents the input level used to determine the fair values of our financial instruments measured at fair value on a recurring basis:
Fair Value as of
LevelMarch 31, 2024December 31, 2023
Assets:
Interest rate swap instruments2$5,172 $3,970 
Liabilities:
Interest rate swap instruments2$— $629 
Make-whole provisions24,755 6,012 
Contingent consideration31,465 1,465 
Total liabilities$6,220 $8,106 
The following table sets forth a summary of changes in the fair value of contingent consideration liability classified as level 3:
Fair Value as of
March 31, 2024December 31, 2023
Contingent consideration liability balance at the beginning of period$1,465 $4,158 
Changes in fair value included in earnings— 347 
Payment of contingent consideration— (3,040)
Contingent consideration liability balance at the end of period$1,465 $1,465 
The following table sets forth the fair value and the carrying value of our long-term debt, excluding financing leases:
As of March 31, 2024As of December 31, 2023
Fair ValueCarrying ValueFair ValueCarrying Value
Long-term debt (Level 2) $1,527,006 $1,536,879 $1,466,458 $1,478,394 
The fair value of our long-term debt was estimated using discounted cash flows analysis, based on our current incremental borrowing rates for similar types of borrowing arrangements which are considered to be level two inputs. There have been no transfers in or out of level two or three financial instruments for the three months ended March 31, 2024 and the year ended December 31, 2023.
We are also required to periodically measure certain other assets at fair value on a nonrecurring basis, including long-lived assets, goodwill and other intangible assets. We calculated the fair value used in our annual goodwill impairment analysis utilizing a discounted cash flow analysis and determined that the inputs used were level 3 inputs. There were no assets recorded at fair value on a non-recurring basis as of March 31, 2024 or December 31, 2023.
v3.24.1.u1
Derivative Instruments and Hedging Activities
3 Months Ended
Mar. 31, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The following table presents information about the fair value amounts of our cash flow derivative instruments:  
 Derivatives as of
 March 31, 2024 December 31, 2023
 Balance Sheet LocationFair ValueFair Value
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther assets$1,752 $1,023 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther assets$3,420 $2,947 
Interest rate swap contractsOther liabilities$— $629 
Make-whole provisionsOther liabilities$4,755 $6,012 
As of March 31, 2024 and December 31, 2023, all but 3 of our freestanding derivatives were designated as hedging instruments.
The following table presents information about the effects of our derivative instruments on our condensed consolidated statements of income and condensed consolidated statements of comprehensive income:
Amount of (Gain) Loss Recognized in Net (Loss) Income
Location of (Gain) Loss Recognized in Net (Loss) IncomeThree Months Ended March 31,
20242023
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(276)$11 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(1,102)$458 
Make-whole provisionsOther expenses, net$(1,257)$(295)
The following table presents the changes in Accumulated Other Comprehensive Income (“AOCI”), net of taxes, from our hedging instruments:
Three Months Ended March 31, 2024
Derivatives Designated as Hedging Instruments:
Accumulated gain in AOCI at the beginning of the period$746 
Unrealized gain recognized in AOCI815 
Gain reclassified from AOCI to other expenses, net(276)
Gain on derivatives539 
Accumulated gain in AOCI at the end of the period$1,285 
The following tables present all of our active derivative instruments as of March 31, 2024:
Active Interest Rate SwapsExpiration DateInitial Notional
Amount ($)
Status
11-Year, 5.77% Fixed
October 2029$9,200 Designated
15-Year, 5.24% Fixed
June 2033$10,000 Designated
10-Year, 4.74% Fixed
December 2027$14,100 Designated
8-Year, 3.49% Fixed
June 2028$14,643 Designated
8-Year, 3.49% Fixed
June 2028$10,734 Designated
13-Year, 0.72% Fixed
March 2033$9,505 Not Designated
13-Year, 0.72% Fixed
March 2033$6,968 Not Designated
17.75-Year, 3.16% Fixed
December 2040$14,084 Designated
18-Year, 3.81% Fixed
July 2041$32,021 Not Designated
Other DerivativesClassificationEffective DateExpiration DateFair Value ($)
Make-whole provisionsLiabilityJune/August 2018December 2038$169 
Make-whole provisionsLiabilityAugust 2016April 2031$35 
Make-whole provisionsLiabilityApril 2017February 2034$27 
Make-whole provisionsLiabilityNovember 2020December 2027$26 
Make-whole provisionsLiabilityOctober 2011May 2028$
Make-whole provisionsLiabilityMay 2021April 2045$11 
Make-whole provisionsLiabilityJuly 2021March 2046$2,085 
Make-whole provisionsLiabilityJune 2022March 2042$797 
Make-whole provisionsLiabilityMarch 2023December 2047$1,603 
v3.24.1.u1
Variable Interest Entities And Equity Method Investments
3 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
VARIABLE INTEREST ENTITIES AND EQUITY METHOD INVESTMENTS VARIABLE INTEREST ENTITIES AND EQUITY METHOD INVESTMENTS
Variable Interest Entities
The table below presents a summary of amounts related to our consolidated investment funds and joint ventures, which we determined meet the definition of a variable interest entity (“VIE”), as of:
March 31, 2024 (1)
December 31, 2023 (1)
Investment FundsOther VIEsTotal VIEsInvestment FundsOther VIEsTotal VIEs
Cash and cash equivalents$1,556 $6,529 $8,085 $5,099 $16,780 $21,879 
Accounts receivable, net— 4,645 4,645 — 1,977 1,977 
Costs and estimated earnings in excess of billings1,169 14,230 15,399 662 13,409 14,071 
Prepaid expenses and other current assets26 3,164 3,190 33 3,749 3,782 
Total VIE current assets2,751 28,568 31,319 5,794 35,915 41,709 
Property and equipment, net— — — — 267 267 
Energy assets, net77,768 79,394 157,162 79,104 173,808 252,912 
Operating lease assets4,708 943 5,651 4,748 12,908 17,656 
Restricted cash, non-current portion73 — 73 73 — 73 
Other assets10 537 547 10 74 84 
Total VIE assets$85,310 $109,442 $194,752 $89,729 $222,972 $312,701 
Current portions of long-term debt and financing lease liabilities$2,180 $— $2,180 $2,190 $132,427 $134,617 
Accounts payable1,406 13,940 15,346 1,440 6,490 7,930 
Accrued expenses and other current liabilities223 4,908 5,131 241 22,780 23,021 
Current portions of operating lease liabilities138 95 233 133 6,953 7,086 
Total VIE current liabilities3,947 18,943 22,890 4,004 168,650 172,654 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs16,754 — 16,754 17,167 — 17,167 
Long-term operating lease liabilities, net of current portion5,036 897 5,933 5,063 3,823 8,886 
Other liabilities301 — 301 356 — 356 
Total VIE liabilities$26,038 $19,840 $45,878 $26,590 $172,473 $199,063 
(1) The amounts in the above table are reflected in Note 1 on our condensed consolidated balance sheets.
See Note 14 for additional information on the call and put options related to our investment funds.
Non-controlling Interests
Non-controlling interests represents the equity owned by the other joint venture members of consolidated joint ventures. On February 9, 2024, we entered into an equity purchase agreement and sold a 40% interest in a consolidated joint venture for $28,864 in cash.
During the three months ended March 31, 2024, we acquired the remaining interest in one joint venture when we closed on the phase 2 acquisition of BCE as discussed in Note 6.
Equity and Cost Method Investments
Unconsolidated joint ventures are accounted for under the equity method. For these unconsolidated joint ventures, our investment balances are included in other assets on the condensed consolidated balance sheets and our pro rata share of net income or loss is included in earnings from unconsolidated entities on the condensed consolidated statements of income.
During the three months ended March 31, 2024, one of our equity method investments was sold to another company. We received distributions and net proceeds totaling $12,956 and recognized a gain on the sale in the amount of $89, which is included earnings from unconsolidated entities in the condensed consolidated statements of income.
The following table provides information about our equity and cost method investments in joint ventures:
As of
March 31, 2024December 31, 2023
Equity and cost method investments$10,927 $18,709 
v3.24.1.u1
Redeemable Non-controlling Interests
3 Months Ended
Mar. 31, 2024
Noncontrolling Interest [Abstract]  
REDEEMABLE NON-CONTROLLING INTERESTS REDEEMABLE NON-CONTROLLING INTERESTS
Our subsidiaries with membership interests in the investment funds we formed have the right to elect to require the non-controlling interest holder to sell all of its membership units to our subsidiaries, a call option. Our investment funds also include rights for the non-controlling interest holder to elect to require our subsidiaries to purchase all of the non-controlling membership interests in the fund, a put option.
The call options are exercisable beginning on the date that specified conditions are met for each respective fund. The put options for the investment funds are exercisable beginning on the date that specified conditions are met for each respective fund.
We initially record our redeemable non-controlling interests at fair value on the date of acquisition and subsequently adjust to redemption value. At both March 31, 2024 and December 31, 2023 redeemable non-controlling interests were reported at their carrying values, as the carrying value at each reporting period was greater than the estimated redemption value.
v3.24.1.u1
Earnings Per Share
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Earnings Per Share
The following is a reconciliation of the numerator and denominator for the computation of basic and diluted earnings per share:
Three Months Ended March 31,
(In thousands, except per share data)20242023
Numerator:
Net (loss) income attributable to common shareholders$(2,937)$1,102 
Adjustment for accretion of tax equity financing fees(27)(27)
(Loss) income attributable to common shareholders$(2,964)$1,075 
Denominator:
Basic weighted-average shares outstanding52,289 51,963 
Effect of dilutive securities:
Stock options— 1,298 
Diluted weighted-average shares outstanding52,289 53,261 
Net (loss) income per share attributable to common shareholders:
Basic$(0.06)$0.02 
Diluted$(0.06)$0.02 
Potentially dilutive shares (1)
2,676 1,901 
(1) Potentially dilutive shares attributable to stock options were excluded from the computation of diluted earnings per share as the effect would have been anti-dilutive.
v3.24.1.u1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
We recorded stock-based compensation expense, including expense related to our employee stock purchase plan, as follows:
Three Months Ended March 31,
20242023
Stock-based compensation expense$3,026 $4,037 
Our stock-based compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of income. As of March 31, 2024, there was $33,866 of unrecognized compensation expense related to non-vested stock option awards that is expected to be recognized over a weighted-average period of 2.3 years.
Stock Option and Restricted Stock Units (“RSUs”) Grants
During the three months ended March 31, 2024, we granted 524 common stock options to certain employees under our 2020 Stock Incentive Plan (“2020 Plan”), which have a contractual life of ten years and vest over a five-year period. We also granted awards of 93 RSUs to certain employees and directors under our 2020 Plan. We did not grant awards to individuals who were not either an employee or director of ours during the three months ended March 31, 2024 and 2023.
v3.24.1.u1
Business Segment Information
3 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
BUSINESS SEGMENT INFORMATION BUSINESS SEGMENT INFORMATION
Our reportable segments for the three months ended March 31, 2024 were North America Regions, U.S. Federal, Europe, Alternative Fuels and All Other. On January 1, 2024, we changed the structure of our internal organization, and our U.S. Regions and Canada are now included in North America Regions. Additionally, our Asset Sustainability Group was formerly included in Canada, but is now included in “All Other”. As a result, previously reported amounts have been reclassified for comparative purposes.
Our North America Regions, U.S. Federal and Europe segments offer energy efficiency products and services which include the design, engineering and installation of equipment and other measures to improve the efficiency and control the operation of a facility’s energy infrastructure, renewable energy solutions and services and the development and construction of small-scale plants that Ameresco owns or develops for customers that produce electricity, gas, heat or cooling from renewable sources of energy and O&M services.
Our Alternative Fuels segment sells electricity, thermal, renewable fuel, or biomethane using biogas as a feedstock from small-scale plants that we own and operate, and provides O&M services for customer-owned small-scale plants.
The “All Other” category includes consulting services and the sale of solar PV energy products and systems which we refer to as integrated-PV.
These segments do not include results of other activities, such as corporate operating expenses not specifically allocated to the segments. Certain reportable segments are an aggregation of operating segments.
The tables below present our business segment information recast for the prior-year period and a reconciliation to the condensed consolidated financial statements:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three months ended March 31, 2024
Revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
Gain on derivatives(1,256)(795)— (308)— (2,359)
Interest expense, net of interest income1,697 775 918 5,682 — 9,072 
Depreciation and amortization of intangible assets8,074 2,016 496 7,196 596 18,378 
Unallocated corporate activity— — — — — (22,143)
Income before taxes, excluding unallocated corporate activity5,593 7,357 (592)1,176 2,431 15,965 
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three Months Ended March 31, 2023
Revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 
(Gain) loss on derivatives(295)(62)— 520 — 163 
Interest expense, net of interest income1,585 298 121 2,351 (2)4,353 
Depreciation and amortization of intangible assets6,453 1,225 175 5,868 131 13,852 
Unallocated corporate activity— — — — — (18,843)
Income before taxes, excluding unallocated corporate activity8,250 5,212 123 3,515 2,797 19,897 
See Note 3 for additional information about our revenues by product line.
v3.24.1.u1
Other Expenses, Net
3 Months Ended
Mar. 31, 2024
Other Income and Expenses [Abstract]  
OTHER EXPENSES, NET OTHER EXPENSES, NET
The following table presents the components of other expenses, net:
Three Months Ended March 31,
20242023
(Gain) loss on derivatives$(2,359)$163 
Interest expense, net of interest income14,235 7,193 
Amortization of debt discount and debt issuance costs982 790 
Foreign currency transaction loss (gain)1,132 (157)
Government incentives12 54 
Factoring fees169 — 
Other expenses, net$14,171 $8,043 
v3.24.1.u1
Assets Held For Sale
3 Months Ended
Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]  
ASSETS HELD FOR SALE ASSETS HELD FOR SALE
During the three months ended March 31, 2024, we determined that there were five energy asset projects under construction that were considered to be assets held for sale, since these assets were being marketed for sale and all the criteria to be classified as held for sale under ASC 360, Property, Plant and Equipment—Impairment or Disposal of Long-Lived Assets, had been met. The carrying value of these assets was $58,748 and $38,404 as of March 31, 2024 and December 31, 2023, respectively, with liabilities directly associated with assets classified as held for sale of $13,097 and $8,351 as of March 31, 2024 and December 31, 2023, respectively. Assets held for sale are measured at the lower of their carrying value or the fair value less cost to sell.
The table below reflects the assets and liabilities associated with assets held for sale by segment:
March 31, 2024December 31, 2023
 North America RegionsU.S. FederalTotalNorth America RegionsU.S. FederalTotal
Other assets$19,835 $36,920 $56,755 $18,895 $18,253 $37,148 
Operating lease assets1,250 743 1,993 1,256 — 1,256 
Assets classified as held for sale$21,085 $37,663 $58,748 $20,151 $18,253 $38,404 
Accounts payable$183 $9,900 $10,083 $5,418 $601 $6,019 
Accrued expenses and other current liabilities13 17 14 — 14 
Billings in excess of cost and estimated earnings— 1,015 1,015 — 1,088 1,088 
Long-term operating lease liabilities, net of current portion1,252 730 1,982 1,230 — 1,230 
Liabilities directly associated with assets classified as held for sale$1,439 $11,658 $13,097 $6,662 $1,689 $8,351 
v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Pay vs Performance Disclosure    
Net (loss) income attributable to common shareholders $ (2,937) $ 1,102
v3.24.1.u1
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.1.u1
Summary of Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Ameresco, Inc. (including its subsidiaries, the “Company,” “Ameresco,” “we,” “our,” or “us”) are unaudited, according to certain rules and regulations of the Securities and Exchange Commission, and include, in our opinion, normal recurring adjustments necessary for a fair presentation in conformity with accounting principles generally accepted in the United States (“GAAP”) of the results for the periods indicated.
Reclassification and Rounding
Reclassification and Rounding
Certain prior period amounts were reclassified to conform to the presentation in the current period. We round amounts in the condensed consolidated financial statements to thousands and calculate all percentages and per-share data from the underlying whole-dollar amounts. Thus, certain amounts may not foot, crossfoot, or recalculate based on reported numbers due to rounding.
Accounts Receivable Factoring
Accounts Receivable Factoring
Ameresco’s wholly-owned subsidiary in Italy entered into factoring agreements to sell certain receivables to unrelated third-party financial institutions on a non-recourse basis. These transactions are accounted for in accordance with ASC Topic 860, Transfers and Servicing and result in a reduction in accounts receivable because the agreements transfer effective control over the receivables, and related risk, to the buyers. Our Italian subsidiary does not retain any interest in the underlying accounts
receivable once sold. Trade accounts receivables balances sold are removed from the condensed consolidated balance sheets, and cash received is reflected in operating activities in the condensed consolidated statements of cash flows. Factoring fees during the three months ended March 31, 2024 and 2023 were $169 and $0, respectively, and are included in other expense, net in the condensed consolidated statements of income.
Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist primarily of other receivables, deferred project costs, and other short-term prepaid expenditures that will be expensed within one year.
Recent Accounting Pronouncements
Recent Accounting Pronouncements

Business Combinations— Joint Venture Formations
In August 2023, the FASB issued ASU 2023-05, Business Combinations— Joint Venture Formations (Subtopic 805-60) Recognition and Initial Measurement, which addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture’s separate financial statements. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated consolidated financial statements.
Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative
In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which updates the disclosure or presentation requirements for a variety of topics in the codification. ASU 2023-06 is effective from the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. We will monitor the removal of the requirements from the current regulations and adopt the related amendments, but we do not anticipate this new guidance will have a material impact on our condensed consolidated financial statements as we are currently subject to SEC requirements.
Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 820) - Improvements to Reportable Segment Disclosures, which improves reportable segment disclosures by requiring enhanced disclosures for significant segment expenses and other segment items. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Income Taxes (Topic 740) - Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to enhance the income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards
In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards, to clarify how to determine if a profits interest or similar award is within the scope of ASC 718 or is not a share-based payment arrangement and is within the scope of other guidance. ASU 2024-01 is effective for fiscal years
beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
Codification Improvements—Amendments to Remove References to the Concepts Statements
In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements, to remove references to various FASB Concepts Statements based on suggestions received from stakeholders on the Accounting Standards Codification and other incremental improvements to GAAP. ASU 2024-02 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact that adopting this new accounting standard would have on our condensed consolidated financial statements.
v3.24.1.u1
Summary of Significant Accounting Policies (Tables)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Summary of Allowance for Credit Loss
Changes in the allowance for credit losses are as follows:
Three Months Ended March 31,
20242023
Allowance for credit losses, beginning of period$903 $911 
Charges to (recoveries of) costs and expenses, net93 
Account write-offs and other(6)(33)
Allowance for credit losses, end of period$898 $971 
Prepaid Expenses And Other Current Assets
Prepaid expenses and other current assets comprised of the following:
March 31, 2024December 31, 2023
Other receivables$44,014 $74,454 
Deferred project costs65,020 38,240 
Prepaid expenses9,779 10,697 
Prepaid expenses and other current assets$118,813 $123,391 
v3.24.1.u1
Revenue from Contracts with Customers (Tables)
3 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
Summary of Disaggregation of Revenue
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2024:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$116,211 $43,479 $41,424 $3,163 $$204,284 
O&M revenue6,933 15,278 747 2,377 — 25,335 
Energy assets13,754 1,929 171 27,300 — 43,154 
Other1,387 204 1,780 19 22,243 25,633 
Total revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
The following table presents our revenue disaggregated by line of business and reportable segment for the three months ended March 31, 2023:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal
Project revenue$119,231 $45,549 $17,200 $— $1,250 $183,230 
O&M revenue5,539 12,700 333 3,686 — 22,258 
Energy assets14,407 1,076 519 24,653 117 40,772 
Other1,365 231 1,044 — 22,142 24,782 
Total revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 

The following table presents information related to our revenue recognized over time:
Three Months Ended March 31,
20242023
Percentage of revenue recognized over time94%93%
The remainder of our revenue is for products and services transferred at a point in time, at which point revenue is recognized.
We attribute revenues to customers based on the location of the customer. The following table presents information related to our revenues by geographic area:
Three Months Ended March 31,
20242023
United States$239,099 $233,084 
Canada15,180 17,234 
Europe44,127 20,724 
Total revenues$298,406 $271,042 
Summary of Contract with Customer, Asset and Liability
The following tables provide information about receivables, contract assets and contract liabilities from contracts with customers:
 March 31, 2024December 31, 2023
Accounts receivable, net$146,836 $153,362 
Accounts receivable retainage, net32,158 33,826 
Contract Assets:
Costs and estimated earnings in excess of billings $652,428 $636,163 
Contract Liabilities:
Billings in excess of cost and estimated earnings$61,267 $52,903 
Billings in excess of cost and estimated earnings, non-current (1)
19,883 18,688 
Total contract liabilities$81,150 $71,591 
March 31, 2023December 31, 2022
Accounts receivable, net$130,940 $174,009 
Accounts receivable retainage, net35,625 38,057 
Contract Assets:
Costs and estimated earnings in excess of billings$497,762 $576,363 
Contract Liabilities:
Billings in excess of cost and estimated earnings$39,326 $34,796 
Billings in excess of cost and estimated earnings, non-current (1)
12,510 7,617 
Total contract liabilities$51,836 $42,413 
(1) Performance obligations that are expected to be completed beyond the next twelve months and are included in other liabilities in the condensed consolidated balance sheets.
v3.24.1.u1
Business Acquisitions and Related Transactions (Tables)
3 Months Ended
Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]  
Summary of Purchase Price Allocation by Acquisitions
A summary of the cumulative consideration paid and allocation of the purchase price for the Enerqos acquisition are presented in the table below:
Preliminary March 31, 2023Measurement Period AdjustmentAs Adjusted December 31, 2023
Cash$9,535 $— $9,535 
Long-term debt assumed, net of current portions3,951 — 3,951 
FX adjustment(41)— (41)
Fair value of consideration transferred$13,445 $— $13,445 
Cash and cash equivalents$190 $— $190 
Accounts receivable6,230 — 6,230 
Costs and estimated earnings in excess of billings8,985 — 8,985 
Prepaid expenses and other current assets16,504 — 16,504 
Project development costs5,140 — 5,140 
Property and equipment and energy assets1,234 — 1,234 
Intangible assets4,438 — 4,438 
Long-term restricted cash163 — 163 
Accounts payable(15,480)— (15,480)
Accrued expenses and other current liabilities(4,510)165 (4,345)
Current portions of long-term debt(15,165)— (15,165)
Deferred income tax liabilities, net(931)— (931)
Other liabilities(208)— (208)
Recognized identifiable assets acquired and liabilities assumed$6,590 $165 $6,755 
Goodwill$6,855 $(165)$6,690 
Summary of Purchase Price Allocation by Acquisitions
A summary of the cumulative consideration paid and allocation of the purchase price for the Enerqos acquisition are presented in the table below:
Preliminary March 31, 2023Measurement Period AdjustmentAs Adjusted December 31, 2023
Cash$9,535 $— $9,535 
Long-term debt assumed, net of current portions3,951 — 3,951 
FX adjustment(41)— (41)
Fair value of consideration transferred$13,445 $— $13,445 
Cash and cash equivalents$190 $— $190 
Accounts receivable6,230 — 6,230 
Costs and estimated earnings in excess of billings8,985 — 8,985 
Prepaid expenses and other current assets16,504 — 16,504 
Project development costs5,140 — 5,140 
Property and equipment and energy assets1,234 — 1,234 
Intangible assets4,438 — 4,438 
Long-term restricted cash163 — 163 
Accounts payable(15,480)— (15,480)
Accrued expenses and other current liabilities(4,510)165 (4,345)
Current portions of long-term debt(15,165)— (15,165)
Deferred income tax liabilities, net(931)— (931)
Other liabilities(208)— (208)
Recognized identifiable assets acquired and liabilities assumed$6,590 $165 $6,755 
Goodwill$6,855 $(165)$6,690 
v3.24.1.u1
Goodwill and Intangible Assets, Net (Tables)
3 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Carrying Value of Goodwill Attributable to Each Reportable Segment The changes in the carrying value of goodwill balances by reportable segment were as follows:
North America RegionsU.S. FederalEuropeAlternative FuelsOtherTotal
Carrying Value of Goodwill
Balance, December 31, 2023$40,681 $3,981 $13,034 $— $17,891 $75,587 
Goodwill acquired during the year— — — — — — 
Fair value allocation(1,474)— — — 1,474 — 
Currency effects(70)— (206)— — (276)
Balance, March 31, 2024$39,137 $3,981 $12,828 $— $19,365 $75,311 
Summary of Gross Carrying Amount and Accumulated Amortization of Intangible Assets
Definite-lived intangible assets, net consisted of the following:
As of March 31, 2024As of December 31, 2023
Gross carrying amount$36,960 37,147 
Less - accumulated amortization(30,763)(30,339)
Intangible assets, net$6,197 $6,808 
Summary of Amortization Expense
The table below sets forth amortization expense:
Three Months Ended March 31,
Asset typeLocation20242023
All other intangible assetsSelling, general and administrative expenses539 302 
v3.24.1.u1
Energy Assets, Net (Tables)
3 Months Ended
Mar. 31, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Energy Assets
Energy assets, net consisted of the following:
 March 31, 2024December 31, 2023
Energy assets (1)
$2,170,223 $2,054,145 
Less - accumulated depreciation and amortization(381,654)(364,721)
Energy assets, net$1,788,569 $1,689,424 
(1) Includes financing lease assets (see Note 7), capitalized interest and asset retirement obligations (“ARO”) assets (see tables below). Also includes the energy asset projects acquired in January 2024. See section below for additional information.
Schedule of Depreciation and Amortization Expense of Energy Assets
The following table sets forth our depreciation and amortization expense on energy assets, net of deferred grant amortization:
Three Months Ended March 31,
Location20242023
Cost of revenues (2)
$17,124 $13,341 
(2) Includes depreciation and amortization on financing lease assets (see Note 7).
Schedule of Capitalized Interest
The following table presents the interest costs relating to construction financing during the period of construction, which were capitalized as part of energy assets, net:
Three Months Ended March 31,
20242023
Capitalized interest$14,872 $6,376 
Schedule Of Asset And Liabilities Retirement Obligations
The following tables sets forth information related to our ARO assets and ARO liabilities:
LocationMarch 31, 2024December 31, 2023
ARO assets, netEnergy assets, net$4,619 $4,800 
ARO liabilities, non-currentOther liabilities$5,886 $5,960 

Three Months Ended March 31,
20242023
Depreciation expense of ARO assets$44 $55 
Accretion expense of ARO liabilities$66 $66 
v3.24.1.u1
Leases (Tables)
3 Months Ended
Mar. 31, 2024
Leases [Abstract]  
Schedule of Assets and Liabilities, Lessee
The table below sets forth supplemental condensed consolidated balance sheet information related to our leases:
March 31, 2024December 31, 2023
Operating Leases:
Operating lease assets$69,348 $58,586 
Current portions of operating lease liabilities$14,220 $13,569 
Long-term portions of operating lease liabilities50,710 42,258 
Total operating lease liabilities$64,930 $55,827 
Weighted-average remaining lease term19 years18 years
Weighted-average discount rate6.6 %6.6 %
Financing Leases:
Energy assets$26,736 $27,262 
Current portions of financing lease liabilities$1,027 $871 
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs12,871 13,057 
Total financing lease liabilities$13,898 $13,928 
Weighted-average remaining lease term13 years13 years
Weighted-average discount rate12.05 %12.05 %
Schedule of Other Lease Cost Details
The costs related to our leases were as follows:
Three Months Ended March 31,
20242023
Operating Leases:
Operating lease costs$3,056 $2,120 
Financing Leases:
Amortization expense526 526 
Interest on lease liabilities392 444 
Total lease costs$3,974 $3,090 

Supplemental cash flow information related to our leases was as follows:
Three Months Ended March 31,
20242023
Cash paid for amounts included in the measurement of operating lease liabilities$4,932 $1,852 
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities (1)
$12,736 $1,319 
(1) Includes non-monetary lease transactions of $10,378. See disclosure below for additional information.
Schedule of Operating Lease Liability Maturity
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
Schedule of Finance Lease Liability Maturity
The table below sets forth our estimated minimum future lease obligations under our leases:
 Operating LeasesFinancing Leases
Year ended December 31, 
2024$12,766 $2,207 
202512,403 2,213 
20267,093 2,054 
20276,006 1,922 
20285,061 1,955 
Thereafter61,421 15,935 
Total minimum lease payments104,750 26,286 
Less: interest39,820 12,388 
Present value of lease liabilities$64,930 $13,898 
v3.24.1.u1
Debt and Financing Lease Liabilities (Tables)
3 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
Summary of Debt and Financing Lease Liabilities
Our debt and financing lease liabilities are comprised of the following:
March 31, 2024December 31, 2023
Senior secured revolving credit facility (1)
$160,000 $140,000 
Senior secured term loans108,750 139,900 
Energy asset construction facilities (2)
469,904 470,248 
Energy asset term loans (2)
632,883 564,530 
Sale-leasebacks (3)
185,863 185,698 
Financing lease liabilities (4)
13,898 13,928 
Total debt and financing lease liabilities1,571,298 1,514,304 
Less: current maturities539,201 322,247 
Less: unamortized discount and debt issuance costs20,521 21,982 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs$1,011,576 $1,170,075 
(1) At March 31, 2024, funds of $27,269 were available for borrowing under this facility.
(2) Most of these agreements are now using the Secured Overnight Financing Rate (“SOFR”) as the primary reference rate used to calculate interest.
(3) These facilities are accounted for as failed sale leasebacks and are classified as long-term financing facilities. See Note 7 for additional disclosures.
(4) Financing lease liabilities are sale-leaseback arrangements under previous guidance. See Note 7 for additional disclosures.
v3.24.1.u1
Fair Value Measurement (Tables)
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Summary of Changes in Fair Value by Balance Sheet Grouping
The following table presents the input level used to determine the fair values of our financial instruments measured at fair value on a recurring basis:
Fair Value as of
LevelMarch 31, 2024December 31, 2023
Assets:
Interest rate swap instruments2$5,172 $3,970 
Liabilities:
Interest rate swap instruments2$— $629 
Make-whole provisions24,755 6,012 
Contingent consideration31,465 1,465 
Total liabilities$6,220 $8,106 
Summary of Changes in Fair Value of Contingent Liabilities Classified as Level 3
The following table sets forth a summary of changes in the fair value of contingent consideration liability classified as level 3:
Fair Value as of
March 31, 2024December 31, 2023
Contingent consideration liability balance at the beginning of period$1,465 $4,158 
Changes in fair value included in earnings— 347 
Payment of contingent consideration— (3,040)
Contingent consideration liability balance at the end of period$1,465 $1,465 
Summary of Fair Value and Carrying Value of Long-Term Debt
The following table sets forth the fair value and the carrying value of our long-term debt, excluding financing leases:
As of March 31, 2024As of December 31, 2023
Fair ValueCarrying ValueFair ValueCarrying Value
Long-term debt (Level 2) $1,527,006 $1,536,879 $1,466,458 $1,478,394 
v3.24.1.u1
Derivative Instruments and Hedging Activities (Tables)
3 Months Ended
Mar. 31, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Summary of Fair Value of Derivative Instruments
The following table presents information about the fair value amounts of our cash flow derivative instruments:  
 Derivatives as of
 March 31, 2024 December 31, 2023
 Balance Sheet LocationFair ValueFair Value
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther assets$1,752 $1,023 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther assets$3,420 $2,947 
Interest rate swap contractsOther liabilities$— $629 
Make-whole provisionsOther liabilities$4,755 $6,012 
Summary of Derivative Effect on Consolidated Statements of Income (Loss)
The following table presents information about the effects of our derivative instruments on our condensed consolidated statements of income and condensed consolidated statements of comprehensive income:
Amount of (Gain) Loss Recognized in Net (Loss) Income
Location of (Gain) Loss Recognized in Net (Loss) IncomeThree Months Ended March 31,
20242023
Derivatives Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(276)$11 
Derivatives Not Designated as Hedging Instruments:
Interest rate swap contractsOther expenses, net$(1,102)$458 
Make-whole provisionsOther expenses, net$(1,257)$(295)
Summary of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)
The following table presents the changes in Accumulated Other Comprehensive Income (“AOCI”), net of taxes, from our hedging instruments:
Three Months Ended March 31, 2024
Derivatives Designated as Hedging Instruments:
Accumulated gain in AOCI at the beginning of the period$746 
Unrealized gain recognized in AOCI815 
Gain reclassified from AOCI to other expenses, net(276)
Gain on derivatives539 
Accumulated gain in AOCI at the end of the period$1,285 
Summary of Active Derivative Instruments
The following tables present all of our active derivative instruments as of March 31, 2024:
Active Interest Rate SwapsExpiration DateInitial Notional
Amount ($)
Status
11-Year, 5.77% Fixed
October 2029$9,200 Designated
15-Year, 5.24% Fixed
June 2033$10,000 Designated
10-Year, 4.74% Fixed
December 2027$14,100 Designated
8-Year, 3.49% Fixed
June 2028$14,643 Designated
8-Year, 3.49% Fixed
June 2028$10,734 Designated
13-Year, 0.72% Fixed
March 2033$9,505 Not Designated
13-Year, 0.72% Fixed
March 2033$6,968 Not Designated
17.75-Year, 3.16% Fixed
December 2040$14,084 Designated
18-Year, 3.81% Fixed
July 2041$32,021 Not Designated
Other DerivativesClassificationEffective DateExpiration DateFair Value ($)
Make-whole provisionsLiabilityJune/August 2018December 2038$169 
Make-whole provisionsLiabilityAugust 2016April 2031$35 
Make-whole provisionsLiabilityApril 2017February 2034$27 
Make-whole provisionsLiabilityNovember 2020December 2027$26 
Make-whole provisionsLiabilityOctober 2011May 2028$
Make-whole provisionsLiabilityMay 2021April 2045$11 
Make-whole provisionsLiabilityJuly 2021March 2046$2,085 
Make-whole provisionsLiabilityJune 2022March 2042$797 
Make-whole provisionsLiabilityMarch 2023December 2047$1,603 
v3.24.1.u1
Variable Interest Entities And Equity Method Investments (Tables)
3 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Summary of Variable Interest Entities
The table below presents a summary of amounts related to our consolidated investment funds and joint ventures, which we determined meet the definition of a variable interest entity (“VIE”), as of:
March 31, 2024 (1)
December 31, 2023 (1)
Investment FundsOther VIEsTotal VIEsInvestment FundsOther VIEsTotal VIEs
Cash and cash equivalents$1,556 $6,529 $8,085 $5,099 $16,780 $21,879 
Accounts receivable, net— 4,645 4,645 — 1,977 1,977 
Costs and estimated earnings in excess of billings1,169 14,230 15,399 662 13,409 14,071 
Prepaid expenses and other current assets26 3,164 3,190 33 3,749 3,782 
Total VIE current assets2,751 28,568 31,319 5,794 35,915 41,709 
Property and equipment, net— — — — 267 267 
Energy assets, net77,768 79,394 157,162 79,104 173,808 252,912 
Operating lease assets4,708 943 5,651 4,748 12,908 17,656 
Restricted cash, non-current portion73 — 73 73 — 73 
Other assets10 537 547 10 74 84 
Total VIE assets$85,310 $109,442 $194,752 $89,729 $222,972 $312,701 
Current portions of long-term debt and financing lease liabilities$2,180 $— $2,180 $2,190 $132,427 $134,617 
Accounts payable1,406 13,940 15,346 1,440 6,490 7,930 
Accrued expenses and other current liabilities223 4,908 5,131 241 22,780 23,021 
Current portions of operating lease liabilities138 95 233 133 6,953 7,086 
Total VIE current liabilities3,947 18,943 22,890 4,004 168,650 172,654 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs16,754 — 16,754 17,167 — 17,167 
Long-term operating lease liabilities, net of current portion5,036 897 5,933 5,063 3,823 8,886 
Other liabilities301 — 301 356 — 356 
Total VIE liabilities$26,038 $19,840 $45,878 $26,590 $172,473 $199,063 
(1) The amounts in the above table are reflected in Note 1 on our condensed consolidated balance sheets.
Summary of Equity Method Investments
The following table provides information about our equity and cost method investments in joint ventures:
As of
March 31, 2024December 31, 2023
Equity and cost method investments$10,927 $18,709 
v3.24.1.u1
Earnings Per Share (Tables)
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Summary of Earnings Per Share, Basic and Diluted
The following is a reconciliation of the numerator and denominator for the computation of basic and diluted earnings per share:
Three Months Ended March 31,
(In thousands, except per share data)20242023
Numerator:
Net (loss) income attributable to common shareholders$(2,937)$1,102 
Adjustment for accretion of tax equity financing fees(27)(27)
(Loss) income attributable to common shareholders$(2,964)$1,075 
Denominator:
Basic weighted-average shares outstanding52,289 51,963 
Effect of dilutive securities:
Stock options— 1,298 
Diluted weighted-average shares outstanding52,289 53,261 
Net (loss) income per share attributable to common shareholders:
Basic$(0.06)$0.02 
Diluted$(0.06)$0.02 
Potentially dilutive shares (1)
2,676 1,901 
(1) Potentially dilutive shares attributable to stock options were excluded from the computation of diluted earnings per share as the effect would have been anti-dilutive.
v3.24.1.u1
Stock-Based Compensation (Tables)
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Summary of Share-based Compensation Expense
We recorded stock-based compensation expense, including expense related to our employee stock purchase plan, as follows:
Three Months Ended March 31,
20242023
Stock-based compensation expense$3,026 $4,037 
v3.24.1.u1
Business Segment Information (Tables)
3 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
Summary of Operational Results by Business Segments
The tables below present our business segment information recast for the prior-year period and a reconciliation to the condensed consolidated financial statements:
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three months ended March 31, 2024
Revenues$138,285 $60,890 $44,122 $32,859 $22,250 $298,406 
Gain on derivatives(1,256)(795)— (308)— (2,359)
Interest expense, net of interest income1,697 775 918 5,682 — 9,072 
Depreciation and amortization of intangible assets8,074 2,016 496 7,196 596 18,378 
Unallocated corporate activity— — — — — (22,143)
Income before taxes, excluding unallocated corporate activity5,593 7,357 (592)1,176 2,431 15,965 
North America RegionsU.S. FederalEuropeAlternative FuelsAll OtherTotal Consolidated
Three Months Ended March 31, 2023
Revenues$140,542 $59,556 $19,096 $28,339 $23,509 $271,042 
(Gain) loss on derivatives(295)(62)— 520 — 163 
Interest expense, net of interest income1,585 298 121 2,351 (2)4,353 
Depreciation and amortization of intangible assets6,453 1,225 175 5,868 131 13,852 
Unallocated corporate activity— — — — — (18,843)
Income before taxes, excluding unallocated corporate activity8,250 5,212 123 3,515 2,797 19,897 
v3.24.1.u1
Other Expenses, Net (Tables)
3 Months Ended
Mar. 31, 2024
Other Income and Expenses [Abstract]  
Summary of Other Expenses, Net
The following table presents the components of other expenses, net:
Three Months Ended March 31,
20242023
(Gain) loss on derivatives$(2,359)$163 
Interest expense, net of interest income14,235 7,193 
Amortization of debt discount and debt issuance costs982 790 
Foreign currency transaction loss (gain)1,132 (157)
Government incentives12 54 
Factoring fees169 — 
Other expenses, net$14,171 $8,043 
v3.24.1.u1
Assets Held For Sale (Tables)
3 Months Ended
Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Assets and Liabilities
The table below reflects the assets and liabilities associated with assets held for sale by segment:
March 31, 2024December 31, 2023
 North America RegionsU.S. FederalTotalNorth America RegionsU.S. FederalTotal
Other assets$19,835 $36,920 $56,755 $18,895 $18,253 $37,148 
Operating lease assets1,250 743 1,993 1,256 — 1,256 
Assets classified as held for sale$21,085 $37,663 $58,748 $20,151 $18,253 $38,404 
Accounts payable$183 $9,900 $10,083 $5,418 $601 $6,019 
Accrued expenses and other current liabilities13 17 14 — 14 
Billings in excess of cost and estimated earnings— 1,015 1,015 — 1,088 1,088 
Long-term operating lease liabilities, net of current portion1,252 730 1,982 1,230 — 1,230 
Liabilities directly associated with assets classified as held for sale$1,439 $11,658 $13,097 $6,662 $1,689 $8,351 
v3.24.1.u1
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Accounting Policies [Abstract]    
Factoring fees $ 169 $ 0
v3.24.1.u1
Summary of Significant Accounting Policies - Allowance for Credit Losses (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Allowance for credit losses, beginning of period $ 903 $ 911
Charges to (recoveries of) costs and expenses, net 1 93
Account write-offs and other (6) (33)
Allowance for credit losses, end of period $ 898 $ 971
v3.24.1.u1
Summary of Significant Accounting Policies - Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Accounting Policies [Abstract]    
Other receivables $ 44,014 $ 74,454
Deferred project costs 65,020 38,240
Prepaid expenses 9,779 10,697
Prepaid expenses and other current assets [1] $ 118,813 $ 123,391
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Disaggregation of Revenue [Line Items]    
Revenues $ 298,406 $ 271,042
Percentage of revenue recognized over time 94.00% 93.00%
United States    
Disaggregation of Revenue [Line Items]    
Revenues $ 239,099 $ 233,084
Canada    
Disaggregation of Revenue [Line Items]    
Revenues 15,180 17,234
Europe    
Disaggregation of Revenue [Line Items]    
Revenues 44,127 20,724
Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 204,284 183,230
O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 25,335 22,258
Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 43,154 40,772
Other    
Disaggregation of Revenue [Line Items]    
Revenues 25,633 24,782
North America Regions    
Disaggregation of Revenue [Line Items]    
Revenues 138,285 140,542
North America Regions | Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 116,211 119,231
North America Regions | O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 6,933 5,539
North America Regions | Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 13,754 14,407
North America Regions | Other    
Disaggregation of Revenue [Line Items]    
Revenues 1,387 1,365
U.S. Federal    
Disaggregation of Revenue [Line Items]    
Revenues 60,890 59,556
U.S. Federal | Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 43,479 45,549
U.S. Federal | O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 15,278 12,700
U.S. Federal | Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 1,929 1,076
U.S. Federal | Other    
Disaggregation of Revenue [Line Items]    
Revenues 204 231
Europe    
Disaggregation of Revenue [Line Items]    
Revenues 44,122 19,096
Europe | Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 41,424 17,200
Europe | O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 747 333
Europe | Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 171 519
Europe | Other    
Disaggregation of Revenue [Line Items]    
Revenues 1,780 1,044
Alternative Fuels    
Disaggregation of Revenue [Line Items]    
Revenues 32,859 28,339
Alternative Fuels | Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 3,163 0
Alternative Fuels | O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 2,377 3,686
Alternative Fuels | Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 27,300 24,653
Alternative Fuels | Other    
Disaggregation of Revenue [Line Items]    
Revenues 19 0
All Other    
Disaggregation of Revenue [Line Items]    
Revenues 22,250 23,509
All Other | Project revenue    
Disaggregation of Revenue [Line Items]    
Revenues 7 1,250
All Other | O&M revenue    
Disaggregation of Revenue [Line Items]    
Revenues 0 0
All Other | Energy assets    
Disaggregation of Revenue [Line Items]    
Revenues 0 117
All Other | Other    
Disaggregation of Revenue [Line Items]    
Revenues $ 22,243 $ 22,142
v3.24.1.u1
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]        
Accounts receivable, net $ 146,836 [1] $ 153,362 [1] $ 130,940 $ 174,009
Accounts receivable retainage, net 32,158 33,826 35,625 38,057
Contract Assets:        
Costs and estimated earnings in excess of billings 652,428 [1] 636,163 [1] 497,762 576,363
Contract Liabilities:        
Billings in excess of cost and estimated earnings 61,267 52,903 39,326 34,796
Billings in excess of cost and estimated earnings, non-current 19,883 18,688 12,510 7,617
Total contract liabilities $ 81,150 $ 71,591 $ 51,836 $ 42,413
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Revenue from Contracts with Customers - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Revenue from Contract with Customer [Abstract]    
Contract with customer, asset, reclassified to receivable $ 210,475,000 $ 286,203,000
Contract with customer, asset, revenue recognized 203,216,000 190,415,000
Revenue recognized 60,748,000 34,715,000
Contract with customer, liability, billings 46,306,000 39,082,000
Revenue, remaining performance obligation $ 2,658,592,000  
Contract term 25 years  
Capitalized contract cost, project development costs $ 3,120,000 2,612,000
Capitalized contract cost, impairment loss $ 0 $ 0
v3.24.1.u1
Revenue from Contracts with Customers - Performance Obligation (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01
Mar. 31, 2024
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, remaining performance obligation, percentage 32.00%
Revenue, remaining performance obligation, remaining satisfaction 12 months
v3.24.1.u1
Business Acquisitions and Related Transactions - Additional Information (Details) - USD ($)
3 Months Ended
Dec. 31, 2023
Mar. 31, 2023
Mar. 30, 2023
Mar. 31, 2024
Business Acquisition [Line Items]        
Goodwill, net $ 75,587,000     $ 75,311,000
Enerqos        
Business Acquisition [Line Items]        
Fair value of consideration 13,445,000 $ 13,445,000 $ 13,445,000  
Payments to acquire businesses, gross 9,535,000 9,535,000 9,535,000  
Contingent consideration     0  
Cash acquired from acquisition     353,000  
Long-term debt assumed, net of current portions 3,951,000 3,951,000 3,951,000  
Deferred tax liability 931,000 931,000 931,000  
Goodwill, net $ 6,690,000 $ 6,855,000 $ 6,855,000  
Revenue       4,178,000
Net loss       $ 740,000
v3.24.1.u1
Business Acquisitions and Related Transactions - Consideration Paid and the Allocation of the Purchase Price (Details) - USD ($)
$ in Thousands
9 Months Ended
Dec. 31, 2023
Mar. 31, 2023
Mar. 30, 2023
Dec. 31, 2023
Mar. 31, 2024
Business Acquisition [Line Items]          
Goodwill $ 75,587     $ 75,587 $ 75,311
Enerqos          
Business Acquisition [Line Items]          
Cash 9,535 $ 9,535 $ 9,535    
Long-term debt assumed, net of current portions 3,951 3,951 3,951    
FX adjustment (41) (41)      
Fair value of consideration transferred 13,445 13,445 13,445    
Cash and cash equivalents 190 190   190  
Accounts receivable 6,230 6,230   6,230  
Costs and estimated earnings in excess of billings 8,985 8,985   8,985  
Prepaid expenses and other current assets 16,504 16,504   16,504  
Project development costs 5,140 5,140   5,140  
Property and equipment and energy assets 1,234 1,234   1,234  
Intangible assets 4,438 4,438   4,438  
Long-term restricted cash 163 163   163  
Accounts payable (15,480) (15,480)   (15,480)  
Accrued expenses and other current liabilities (4,345) (4,510)   (4,345)  
Measurement period adjustment, Accrued expenses and other current liabilities       165  
Current portions of long-term debt (15,165) (15,165)   (15,165)  
Deferred income tax liabilities, net (931) (931) (931) (931)  
Other liabilities (208) (208)   (208)  
Recognized identifiable assets acquired and liabilities assumed 6,755 6,590   6,755  
Measurement period adjustment, Recognized identifiable assets acquired and liabilities assumed       165  
Goodwill $ 6,690 $ 6,855 $ 6,855 6,690  
Measurement period adjustment, Goodwill       $ (165)  
v3.24.1.u1
Goodwill and Intangible Assets, Net - Additional Information (Details)
Jan. 01, 2024
reporting_unit
Goodwill and Intangible Assets Disclosure [Abstract]  
Number of reporting units 2
v3.24.1.u1
Goodwill and Intangible Assets, Net - Goodwill (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2024
USD ($)
Carrying Value of Goodwill  
Beginning Balance $ 75,587
Goodwill acquired during the year 0
Fair value allocation 0
Currency effects (276)
Ending Balance 75,311
North America Regions  
Carrying Value of Goodwill  
Beginning Balance 40,681
Goodwill acquired during the year 0
Fair value allocation (1,474)
Currency effects (70)
Ending Balance 39,137
U.S. Federal  
Carrying Value of Goodwill  
Beginning Balance 3,981
Goodwill acquired during the year 0
Fair value allocation 0
Currency effects 0
Ending Balance 3,981
Europe  
Carrying Value of Goodwill  
Beginning Balance 13,034
Goodwill acquired during the year 0
Fair value allocation 0
Currency effects (206)
Ending Balance 12,828
Alternative Fuels  
Carrying Value of Goodwill  
Beginning Balance 0
Goodwill acquired during the year 0
Fair value allocation 0
Currency effects 0
Ending Balance 0
Other  
Carrying Value of Goodwill  
Beginning Balance 17,891
Goodwill acquired during the year 0
Fair value allocation 1,474
Currency effects 0
Ending Balance $ 19,365
v3.24.1.u1
Goodwill and Intangible Assets, Net - Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Gross carrying amount $ 36,960 $ 37,147
Less - accumulated amortization (30,763) (30,339)
Intangible assets, net $ 6,197 $ 6,808
v3.24.1.u1
Goodwill and Intangible Assets, Net - Amortization (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Total amortization expense $ 539 $ 302
All other intangible assets    
Finite-Lived Intangible Assets [Line Items]    
Total amortization expense $ 539 $ 302
v3.24.1.u1
Energy Assets, Net - Energy Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Energy assets, net [1] $ 1,788,569 $ 1,689,424
Energy Assets    
Property, Plant and Equipment [Line Items]    
Energy assets 2,170,223 2,054,145
Less - accumulated depreciation and amortization (381,654) (364,721)
Energy assets, net $ 1,788,569 $ 1,689,424
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Energy Assets, Net - August 2023 Purchase and Sale Agreement (Details)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Jan. 12, 2024
USD ($)
Dec. 28, 2023
land_lease
Aug. 04, 2023
USD ($)
Jan. 31, 2024
USD ($)
Mar. 31, 2024
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Business Acquisition [Line Items]              
Payment on seller's promissory note         $ 29,441 $ 0  
Number of land leases acquired | land_lease   4          
Bright Canyon Corporation              
Business Acquisition [Line Items]              
Percentage of stock acquired     100.00%        
Asset acquisition, total purchase price $ 47,956   $ 87,964        
Cash payment for asset acquisition 9,839   5,000        
Payable to seller $ 32,500   46,694   $ 5,617    
Asset acquisition, debt assumed     36,270        
Cash acquired     $ 11,206        
Payment on seller's promissory note       $ 29,441     $ 18,400
Adjustment, consideration transferred       $ 1,147      
v3.24.1.u1
Energy Assets, Net - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Business Acquisition [Line Items]      
Cost of revenues $ 17,124 $ 13,341  
Capitalized interest 14,872 6,376  
ARO assets, net 4,619   $ 4,800
ARO liabilities, non-current 5,886   $ 5,960
Depreciation expense of ARO assets 1,175 644  
Accretion expense of ARO liabilities 66 66  
ARO Assets      
Business Acquisition [Line Items]      
Depreciation expense of ARO assets $ 44 $ 55  
v3.24.1.u1
Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Operating Leases:    
Operating lease assets [1] $ 69,348 $ 58,586
Current portions of operating lease liabilities [1] 14,220 13,569
Long-term portions of operating lease liabilities [1] 50,710 42,258
Total operating lease liabilities $ 64,930 $ 55,827
Weighted-average remaining lease term 19 years 18 years
Weighted-average discount rate 6.60% 6.60%
Financing Leases:    
Energy assets $ 26,736 $ 27,262
Current portions of financing lease liabilities 1,027 871
Long-term financing lease liabilities, net of current portion, unamortized discount and debt issuance costs 12,871 13,057
Total financing lease liabilities $ 13,898 $ 13,928
Weighted-average remaining lease term 13 years 13 years
Weighted-average discount rate 12.05% 12.05%
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Energy assets, net Energy assets, net
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Current portions of long-term debt and financing lease liabilities Current portions of long-term debt and financing lease liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Leases - Lease Cost (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Operating Leases:    
Operating lease costs $ 3,056 $ 2,120
Financing Leases:    
Amortization expense 526 526
Interest on lease liabilities 392 444
Total lease costs $ 3,974 $ 3,090
v3.24.1.u1
Leases - Supplemental Cash Flows (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Leases [Abstract]    
Cash paid for amounts included in the measurement of operating lease liabilities $ 4,932 $ 1,852
Right-of-use assets (“ROU”) obtained in exchange for new operating lease liabilities 12,736 $ 1,319
Non-monetary lease transactions $ 10,378  
v3.24.1.u1
Leases - Minimum Future Lease Obligations (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Operating Leases    
2024 $ 12,766  
2025 12,403  
2026 7,093  
2027 6,006  
2028 5,061  
Thereafter 61,421  
Total minimum lease payments 104,750  
Less: interest 39,820  
Present value of lease liabilities 64,930 $ 55,827
Financing Leases    
2024 2,207  
2025 2,213  
2026 2,054  
2027 1,922  
2028 1,955  
Thereafter 15,935  
Total minimum lease payments 26,286  
Less: interest 12,388  
Present value of lease liabilities $ 13,898 $ 13,928
v3.24.1.u1
Leases - Additional Information (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2024
USD ($)
lease_liability
project
Mar. 31, 2023
USD ($)
Lessee, Lease, Description [Line Items]    
Number of lease liabilities | lease_liability 6  
Net amortization expense $ 57 $ 57
Ground Lease    
Lessee, Lease, Description [Line Items]    
Commitment for future lease payments for leases that do not yet meet the criteria of a ROU asset or liability $ 10,500  
Lease term 20 years  
August 2018 Long Term Finance Liability | Solar Photovoltaic Projects    
Lessee, Lease, Description [Line Items]    
Solar PV projects sold | project 1  
Investment fund call option exercise $ 4,444  
v3.24.1.u1
Debt and Financing Lease Liabilities - Schedule of Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Financing lease liabilities $ 13,898 $ 13,928
Total debt and financing lease liabilities 1,571,298 1,514,304
Less: current maturities 539,201 322,247
Less: unamortized discount and debt issuance costs 20,521 21,982
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs [1] 1,011,576 1,170,075
Secured Debt | Senior secured term loans    
Debt Instrument [Line Items]    
Long-term debt, gross 108,750 139,900
Secured Debt | Energy asset term loans    
Debt Instrument [Line Items]    
Long-term debt, gross 632,883 564,530
Financing Facility | Long-term financing facilities    
Debt Instrument [Line Items]    
Long-term debt, gross 185,863 185,698
Revolving Senior Secured Credit Facility | Line of Credit    
Debt Instrument [Line Items]    
Long-term debt, gross 160,000 140,000
Revolving Credit Facility | Line of Credit    
Debt Instrument [Line Items]    
Funds available for borrowing 27,269  
Revolving Credit Facility | Line of Credit | Energy asset construction facilities    
Debt Instrument [Line Items]    
Long-term debt, gross $ 469,904 $ 470,248
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Debt and Financing Lease Liabilities - Additional Information (Details)
1 Months Ended 3 Months Ended 12 Months Ended
Apr. 10, 2024
USD ($)
Apr. 05, 2024
USD ($)
note
Feb. 26, 2024
USD ($)
Jan. 12, 2024
USD ($)
Aug. 04, 2023
USD ($)
Jan. 31, 2024
USD ($)
Mar. 31, 2024
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Debt Instrument [Line Items]                  
Payment on seller's promissory note             $ 29,441,000 $ 0  
Bright Canyon Corporation                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage       5.00%          
Asset acquisition, total purchase price       $ 47,956,000 $ 87,964,000        
Cash payment for asset acquisition       9,839,000 5,000,000        
Payable to seller       $ 32,500,000 46,694,000   5,617,000    
Asset acquisition, debt assumed         $ 36,270,000        
Payment on seller's promissory note           $ 29,441,000     $ 18,400,000
Adjustment, consideration transferred           $ 1,147,000      
Secured Debt | Bright Canyon Corporation                  
Debt Instrument [Line Items]                  
Asset acquisition, debt assumed     $ 36,270,000            
Secured Debt | Bright Canyon Corporation | Secured Overnight Financing Rate (SOFR), 4 Year Term                  
Debt Instrument [Line Items]                  
Interest rate     1.635%            
Secured Debt | Bright Canyon Corporation | Secured Overnight Financing Rate (SOFR), 2 Year Term                  
Debt Instrument [Line Items]                  
Interest rate     1.76%            
Senior secured term loans | Secured Debt | Subsequent Event                  
Debt Instrument [Line Items]                  
Repayments of secured debt $ 5,000,000                
Principal amount 7,500,000                
Subordinated debt $ 100,000,000                
Senior Secured Notes, Due June 2042 | Senior Notes | Subsequent Event                  
Debt Instrument [Line Items]                  
Number of notes | note   2              
Debt issuance costs   $ 1,052,000              
Senior Secured Notes, Due June 2042, First Lien | Senior Notes | Subsequent Event                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage   6.20%              
Original principal amount   $ 92,512,000              
Proceeds from issuance of senior long-term debt   $ 83,282,000              
Senior Secured Notes, Due June 2042, Second Lien | Senior Notes | Subsequent Event                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage   8.00%              
Original principal amount   $ 12,657,000              
Proceeds from issuance of senior long-term debt   12,292,000              
Revolving Credit Facility | Line of Credit                  
Debt Instrument [Line Items]                  
Funds available for borrowing             $ 27,269,000    
Revolving Credit Facility | Fixed Rate Note, Due August, 2039 | Line of Credit                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage             6.70%    
Proceeds from lines of credit             $ 35,448,000    
Line of credit             $ 376,836,000    
Revolving Credit Facility | Construction Credit Facility, Due July 204 | Line of Credit                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage             6.80%    
Proceeds from lines of credit             $ 5,001,000    
Funds available for borrowing             0    
Line of credit             $ 138,260,000    
Revolving Credit Facility | Construction Credit Facility, Due August 2026 | Line of Credit                  
Debt Instrument [Line Items]                  
Fixed interest rate, percentage             9.32%    
Proceeds from lines of credit             $ 31,204,000    
Line of credit             $ 296,931,000    
Revolving Credit Facility | Construction Credit Facility, Due August 2026 | Line of Credit | Subsequent Event                  
Debt Instrument [Line Items]                  
Repayments of long-term line of credit   $ 86,462,000              
v3.24.1.u1
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Tax Disclosure [Abstract]    
Income tax provision (benefit) $ 0 $ (503)
Effective tax rate, percentage 0.00% (47.70%)
v3.24.1.u1
Commitments and Contingencies (Details) - USD ($)
$ in Thousands
1 Months Ended
Aug. 04, 2023
Dec. 31, 2021
Oct. 31, 2021
Mar. 31, 2024
Dec. 31, 2023
Loss Contingencies [Line Items]          
Liquidated damages up to a maximum amount     $ 89,000    
Bright Canyon Corporation          
Loss Contingencies [Line Items]          
Consideration transferred, contingent consideration $ 40,000        
Contingent consideration, term 7 years        
Plug Smart          
Loss Contingencies [Line Items]          
Contingent consideration, liability, revenue earn-outs, payment period (in years)   5 years      
Maximum cumulative earn-out   $ 5,000      
Contingent consideration, liability       $ 1,465 $ 1,465
v3.24.1.u1
Fair Value Measurement - Fair Value of Assets and Liabilities Measured on a Recurring Basis (Details) - Recurring - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Liabilities:    
Total liabilities $ 6,220 $ 8,106
Level 2 | Interest rate swap instruments    
Assets:    
Interest rate swap instruments 5,172 3,970
Liabilities:    
Liability derivatives 0 629
Level 2 | Make-whole provisions    
Liabilities:    
Liability derivatives 4,755 6,012
Level 3    
Liabilities:    
Contingent consideration $ 1,465 $ 1,465
v3.24.1.u1
Fair Value Measurement - Changes in Contingent Liabilities (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2024
Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Contingent consideration liability balance at the beginning of period $ 1,465 $ 4,158
Changes in fair value included in earnings 0 347
Payment of contingent consideration 0 (3,040)
Contingent consideration liability balance at the end of period $ 1,465 $ 1,465
v3.24.1.u1
Fair Value Measurement - Fair Value and Carrying Value of Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Fair Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Long-term debt (Level 2) $ 1,527,006 $ 1,466,458
Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Long-term debt (Level 2) $ 1,536,879 $ 1,478,394
v3.24.1.u1
Fair Value Measurement - Narrative (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Fair Value, Measurements, Nonrecurring    
Fair Value Measurement Inputs and Valuation Techniques [Line Items]    
Assets, fair value disclosure, nonrecurring $ 0 $ 0
v3.24.1.u1
Derivative Instruments and Hedging Activities - Fair Value of Derivative Instruments on the Balance Sheet (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Derivatives Designated as Hedging Instruments: | Interest rate swap contracts | Other assets    
Derivatives, Fair Value [Line Items]    
Asset derivatives $ 1,752 $ 1,023
Derivatives Not Designated as Hedging Instruments: | Interest rate swap contracts | Other assets    
Derivatives, Fair Value [Line Items]    
Asset derivatives 3,420 2,947
Derivatives Not Designated as Hedging Instruments: | Interest rate swap contracts | Other liabilities    
Derivatives, Fair Value [Line Items]    
Liability derivatives 0 629
Derivatives Not Designated as Hedging Instruments: | Make-whole provisions | Other liabilities    
Derivatives, Fair Value [Line Items]    
Liability derivatives $ 4,755 $ 6,012
v3.24.1.u1
Derivative Instruments and Hedging Activities - Additional Information (Details) - derivative_instrument
Mar. 31, 2024
Dec. 31, 2023
Not Designated    
Derivative [Line Items]    
Number of instruments held 3 3
v3.24.1.u1
Derivative Instruments and Hedging Activities - Effects on Statements of Income (Loss) and Consolidated Statements of Comprehensive Loss (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Derivative Instruments, Gain (Loss) [Line Items]    
Amount of (Gain) Loss Recognized in Net (Loss) Income $ (2,359) $ 163
Derivatives Designated as Hedging Instruments: | Other expenses, net | Interest rate swap contracts    
Derivative Instruments, Gain (Loss) [Line Items]    
Amount of (Gain) Loss Recognized in Net (Loss) Income (276) 11
Derivatives Not Designated as Hedging Instruments: | Other expenses, net | Interest rate swap contracts    
Derivative Instruments, Gain (Loss) [Line Items]    
Amount of (Gain) Loss Recognized in Net (Loss) Income (1,102) 458
Derivatives Not Designated as Hedging Instruments: | Other expenses, net | Make-whole provisions    
Derivative Instruments, Gain (Loss) [Line Items]    
Amount of (Gain) Loss Recognized in Net (Loss) Income $ (1,257) $ (295)
v3.24.1.u1
Derivative Instruments and Hedging Activities - Effects of Derivative Instruments in Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance $ 925,886 $ 873,031
Total other comprehensive loss (623) (586)
Ending balance 930,163 $ 894,772
Accumulated Gain (Loss), Net, Cash Flow Hedge    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance 746  
Unrealized gain recognized in AOCI 815  
Gain reclassified from AOCI to other expenses, net (276)  
Total other comprehensive loss 539  
Ending balance $ 1,285  
v3.24.1.u1
Derivative Instruments and Hedging Activities - Schedule of Active Derivative Instruments (Details)
3 Months Ended
Mar. 31, 2024
USD ($)
Designated | Interest Rate Swap October 2029  
Derivative [Line Items]  
Term of contract, years 11 years
Fixed interest rate, percentage 5.77%
Initial Notional Amount ($) $ 9,200,000
Designated | Interest Rate Swap June 2033  
Derivative [Line Items]  
Term of contract, years 15 years
Fixed interest rate, percentage 5.24%
Initial Notional Amount ($) $ 10,000,000
Designated | Interest Rate Swap - December 2027  
Derivative [Line Items]  
Term of contract, years 10 years
Fixed interest rate, percentage 4.74%
Initial Notional Amount ($) $ 14,100,000
Designated | Interest Rate Swap - June 2028  
Derivative [Line Items]  
Term of contract, years 8 years
Fixed interest rate, percentage 3.49%
Initial Notional Amount ($) $ 14,643,000
Designated | Interest Rate Swap - June 2028  
Derivative [Line Items]  
Term of contract, years 8 years
Fixed interest rate, percentage 3.49%
Initial Notional Amount ($) $ 10,734,000
Designated | Interest Rate Swap - December 2040  
Derivative [Line Items]  
Term of contract, years 17 years 9 months
Fixed interest rate, percentage 3.16%
Initial Notional Amount ($) $ 14,084,000
Not Designated | Interest Rate Swap March 2033  
Derivative [Line Items]  
Term of contract, years 13 years
Fixed interest rate, percentage 0.72%
Initial Notional Amount ($) $ 9,505,000
Not Designated | Interest Rate Swap March 2033  
Derivative [Line Items]  
Term of contract, years 13 years
Fixed interest rate, percentage 0.72%
Initial Notional Amount ($) $ 6,968,000
Not Designated | Interest Rate Swap - July 2041  
Derivative [Line Items]  
Term of contract, years 18 years
Fixed interest rate, percentage 3.81%
Initial Notional Amount ($) $ 32,021,000
Not Designated | Make-whole Provisions December 2038 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 169,000
Not Designated | Make-whole Provisions April 2031 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 35,000
Not Designated | Make-whole Provisions February 2034 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 27,000
Not Designated | Make-whole Provision December 2027 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 26,000
Not Designated | Make-whole Provision May 2028 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 2,000
Not Designated | Make-whole Provision April 2045 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 11,000
Not Designated | Make-whole Provision March 2046 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 2,085,000
Not Designated | Make-whole Provision March 2042 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value 797,000
Not Designated | Make-whole Provision December 2047 | Other liabilities  
Derivative [Line Items]  
Liability derivatives, fair value $ 1,603,000
v3.24.1.u1
Variable Interest Entities And Equity Method Investments - Schedule of Variable Interest Entity Financial Information (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Dec. 31, 2022
Current assets:        
Cash and cash equivalents [1] $ 77,681 $ 79,271    
Accounts receivable, net 146,836 [1] 153,362 [1] $ 130,940 $ 174,009
Costs and estimated earnings in excess of billings 652,428 [1] 636,163 [1] $ 497,762 $ 576,363
Prepaid expenses and other current assets 9,779 10,697    
Total current assets [1] 1,126,472 1,128,471    
Property and equipment, net [1] 17,170 17,395    
Energy assets, net [1] 1,788,569 1,689,424    
Operating lease assets [1] 69,348 58,586    
Restricted cash, non-current portion [1] 12,553 12,094    
Other assets [1] 104,318 89,735    
Total assets [1] 3,803,266 3,713,776    
Current liabilities:        
Current portions of long-term debt and financing lease liabilities [1] 539,201 322,247    
Accounts payable [1] 437,240 402,752    
Accrued expenses and other current liabilities [1] 109,954 108,831    
Current portions of operating lease liabilities [1] 14,220 13,569    
Total current liabilities [1] 1,162,280 901,471    
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs [1] 1,011,576 1,170,075    
Long-term operating lease liabilities, net of current portion [1] 50,710 42,258    
Other liabilities [1] 88,619 82,714    
Variable Interest Entity, Primary Beneficiary        
Current assets:        
Cash and cash equivalents 8,085 21,879    
Accounts receivable, net 4,645 1,977    
Costs and estimated earnings in excess of billings 15,399 14,071    
Prepaid expenses and other current assets 3,190 3,782    
Total current assets 31,319 41,709    
Property and equipment, net 0 267    
Energy assets, net 157,162 252,912    
Operating lease assets 5,651 17,656    
Restricted cash, non-current portion 73 73    
Other assets 547 84    
Total assets 194,752 312,701    
Current liabilities:        
Current portions of long-term debt and financing lease liabilities 2,180 134,617    
Accounts payable 15,346 7,930    
Accrued expenses and other current liabilities 5,131 23,021    
Current portions of operating lease liabilities 233 7,086    
Total current liabilities 22,890 172,654    
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs 16,754 17,167    
Long-term operating lease liabilities, net of current portion 5,933 8,886    
Other liabilities 301 356    
Total VIE liabilities 45,878 199,063    
Variable Interest Entity, Primary Beneficiary | Investment Funds        
Current assets:        
Cash and cash equivalents 1,556 5,099    
Accounts receivable, net 0 0    
Costs and estimated earnings in excess of billings 1,169 662    
Prepaid expenses and other current assets 26 33    
Total current assets 2,751 5,794    
Property and equipment, net 0 0    
Energy assets, net 77,768 79,104    
Operating lease assets 4,708 4,748    
Restricted cash, non-current portion 73 73    
Other assets 10 10    
Total assets 85,310 89,729    
Current liabilities:        
Current portions of long-term debt and financing lease liabilities 2,180 2,190    
Accounts payable 1,406 1,440    
Accrued expenses and other current liabilities 223 241    
Current portions of operating lease liabilities 138 133    
Total current liabilities 3,947 4,004    
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs 16,754 17,167    
Long-term operating lease liabilities, net of current portion 5,036 5,063    
Other liabilities 301 356    
Total VIE liabilities 26,038 26,590    
Variable Interest Entity, Primary Beneficiary | Other VIEs        
Current assets:        
Cash and cash equivalents 6,529 16,780    
Accounts receivable, net 4,645 1,977    
Costs and estimated earnings in excess of billings 14,230 13,409    
Prepaid expenses and other current assets 3,164 3,749    
Total current assets 28,568 35,915    
Property and equipment, net 0 267    
Energy assets, net 79,394 173,808    
Operating lease assets 943 12,908    
Restricted cash, non-current portion 0 0    
Other assets 537 74    
Total assets 109,442 222,972    
Current liabilities:        
Current portions of long-term debt and financing lease liabilities 0 132,427    
Accounts payable 13,940 6,490    
Accrued expenses and other current liabilities 4,908 22,780    
Current portions of operating lease liabilities 95 6,953    
Total current liabilities 18,943 168,650    
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs 0 0    
Long-term operating lease liabilities, net of current portion 897 3,823    
Other liabilities 0 0    
Total VIE liabilities $ 19,840 $ 172,473    
[1] Includes restricted assets of consolidated variable interest entities (“VIEs”) at March 31, 2024 and December 31, 2023 of $194,752 and $312,701, respectively. Includes liabilities of consolidated VIEs at March 31, 2024 and December 31, 2023 of $45,878 and 199,063, respectively. See Note 13.
v3.24.1.u1
Variable Interest Entities And Equity Method Investments - Additional Information (Details)
$ in Thousands
3 Months Ended
Feb. 09, 2024
USD ($)
Mar. 31, 2024
USD ($)
equity_investment
joint_venture
Mar. 31, 2023
USD ($)
Variable Interest Entity [Line Items]      
Join venture for cash   $ 12,956 $ 0
Number of joint ventures | joint_venture   1  
Number of equity method investments disposed of | equity_investment   1  
Gain on sale amount   $ 89  
Corporate Joint Venture      
Variable Interest Entity [Line Items]      
Equity method investment ownership percentage disposed of 40.00%    
Join venture for cash $ 28,864    
v3.24.1.u1
Variable Interest Entities And Equity Method Investments - Investment in Joint Ventures (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Equity and cost method investments $ 10,927 $ 18,709
v3.24.1.u1
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Numerator:    
Net (loss) income attributable to common shareholders $ (2,937) $ 1,102
Adjustment for accretion of tax equity financing fees (27) (27)
(Loss) income attributable to common shareholders $ (2,964) $ 1,075
Denominator:    
Basic weighted-average shares outstanding (in shares) 52,289 51,963
Effect of dilutive securities:    
Stock options (in shares) 0 1,298
Diluted weighted-average shares outstanding (in shares) 52,289 53,261
Net (loss) income per share attributable to common shareholders:    
Basic (in usd per share) $ (0.06) $ 0.02
Diluted (in usd per share) $ (0.06) $ 0.02
Potentially dilutive shares (in shares) 2,676 1,901
v3.24.1.u1
Stock-Based Compensation - Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]    
Stock-based compensation expense $ 3,026 $ 4,037
v3.24.1.u1
Stock-Based Compensation - Additional Information (Details)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2024
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Non-vested stock options unrecognized compensation expense | $ $ 33,866
2020 Stock Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Options granted in period (in shares) 524
Stock Options  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Weighted-average period 2 years 3 months 18 days
Stock Options | 2020 Stock Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Stock options, contractual period 10 years
Stock options, vesting period 5 years
Restricted Stock Units (RSUs) | 2020 Stock Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Awards granted in period (in shares) 93
v3.24.1.u1
Business Segment Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Segment Reporting Information [Line Items]    
Revenues $ 298,406 $ 271,042
(Gain) loss on derivatives (2,359) 163
Interest expense, net of interest income 9,072 4,353
Depreciation and amortization of intangible assets 18,378 13,852
Income before taxes, excluding unallocated corporate activity 15,965 19,897
North America Regions    
Segment Reporting Information [Line Items]    
Revenues 138,285 140,542
U.S. Federal    
Segment Reporting Information [Line Items]    
Revenues 60,890 59,556
Europe    
Segment Reporting Information [Line Items]    
Revenues 44,122 19,096
Alternative Fuels    
Segment Reporting Information [Line Items]    
Revenues 32,859 28,339
All Other    
Segment Reporting Information [Line Items]    
Revenues 22,250 23,509
Operating Segments | North America Regions    
Segment Reporting Information [Line Items]    
Revenues 138,285 140,542
(Gain) loss on derivatives (1,256) (295)
Interest expense, net of interest income 1,697 1,585
Depreciation and amortization of intangible assets 8,074 6,453
Income before taxes, excluding unallocated corporate activity 5,593 8,250
Operating Segments | U.S. Federal    
Segment Reporting Information [Line Items]    
Revenues 60,890 59,556
(Gain) loss on derivatives (795) (62)
Interest expense, net of interest income 775 298
Depreciation and amortization of intangible assets 2,016 1,225
Income before taxes, excluding unallocated corporate activity 7,357 5,212
Operating Segments | Europe    
Segment Reporting Information [Line Items]    
Revenues 44,122 19,096
(Gain) loss on derivatives 0 0
Interest expense, net of interest income 918 121
Depreciation and amortization of intangible assets 496 175
Income before taxes, excluding unallocated corporate activity (592) 123
Operating Segments | Alternative Fuels    
Segment Reporting Information [Line Items]    
Revenues 32,859 28,339
(Gain) loss on derivatives (308) 520
Interest expense, net of interest income 5,682 2,351
Depreciation and amortization of intangible assets 7,196 5,868
Income before taxes, excluding unallocated corporate activity 1,176 3,515
Operating Segments | All Other    
Segment Reporting Information [Line Items]    
Revenues 22,250 23,509
(Gain) loss on derivatives 0 0
Interest expense, net of interest income 0 (2)
Depreciation and amortization of intangible assets 596 131
Income before taxes, excluding unallocated corporate activity 2,431 2,797
Unallocated corporate activity    
Segment Reporting Information [Line Items]    
Unallocated corporate activity $ (22,143) $ (18,843)
v3.24.1.u1
Other Expenses, Net (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Other Income and Expenses [Abstract]    
(Gain) loss on derivatives $ (2,359) $ 163
Interest expense, net of interest income 14,235 7,193
Amortization of debt discount and debt issuance costs 982 790
Foreign currency transaction loss (gain) 1,132 (157)
Government incentives 12 54
Factoring fees 169 0
Other expenses, net $ 14,171 $ 8,043
v3.24.1.u1
Assets Held For Sale - Additional Information (Details) - Disposal Group, Held-for-Sale, Not Discontinued Operations - Five Energy Asset Projects
$ in Thousands
3 Months Ended
Mar. 31, 2024
USD ($)
energy_asset
Dec. 31, 2023
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Energy asset projects held for sale | energy_asset 5  
Assets held for sale $ 58,748 $ 38,404
Liabilities held for sale $ 13,097 $ 8,351
v3.24.1.u1
Assets Held For Sale - Assets and Liabilities (Details) - Disposal Group, Held-for-Sale, Not Discontinued Operations - Five Energy Asset Projects - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other assets $ 56,755 $ 37,148
Operating lease assets 1,993 1,256
Assets classified as held for sale 58,748 38,404
Accounts payable 10,083 6,019
Accrued expenses and other current liabilities 17 14
Billings in excess of cost and estimated earnings 1,015 1,088
Long-term operating lease liabilities, net of current portion 1,982 1,230
Liabilities directly associated with assets classified as held for sale 13,097 8,351
North America Regions    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other assets 19,835 18,895
Operating lease assets 1,250 1,256
Assets classified as held for sale 21,085 20,151
Accounts payable 183 5,418
Accrued expenses and other current liabilities 4 14
Billings in excess of cost and estimated earnings 0 0
Long-term operating lease liabilities, net of current portion 1,252 1,230
Liabilities directly associated with assets classified as held for sale 1,439 6,662
U.S. Federal    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other assets 36,920 18,253
Operating lease assets 743 0
Assets classified as held for sale 37,663 18,253
Accounts payable 9,900 601
Accrued expenses and other current liabilities 13 0
Billings in excess of cost and estimated earnings 1,015 1,088
Long-term operating lease liabilities, net of current portion 730 0
Liabilities directly associated with assets classified as held for sale $ 11,658 $ 1,689

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