| Schedule of Recognized Identified Assets Acquired and Liabilities Assumed |
The following table details the total consideration paid by the Company and the fair value of the assets acquired and liabilities assumed (in thousands): | | | | | |
|
| March 7, 2018 | Consideration | | $ | 282,548 |
| Identifiable assets acquired: | |
| Cash and cash equivalents (1) |
| $ | 10,100 |
| Restricted cash, current (1) |
| 8,325 |
| Trade receivables (1) |
| 3,005 |
| Prepaid expenses (1) |
| 2,207 |
| Other current assets (1) |
| 8,368 |
| Major equipment advances (1) |
| 1,240 |
| Restricted cash, noncurrent (1) |
| 565 |
| Deferred financing costs, net (1) |
| 1,337 |
| Property, plant and equipment |
| 263,281 |
| Construction in progress |
| 180,949 |
| Land (1) |
| 112 |
| Goodwill |
| 60,302 |
| Finite lived intangible assets |
| 103,170 |
| Other noncurrent assets (1) |
| 3,270 |
| Identifiable liabilities assumed: | |
| Accounts payable and other accrued liabilities (1) |
| (6,607 | ) | Accrued interest (1) |
| (474 | ) | Accrued construction costs (1) |
| (4,128 | ) | Contingent liabilities, current |
| (16,249 | ) | Current portion of long-term debt |
| (7,511 | ) | Other current liabilities (1) |
| (22,094 | ) | Long-term debt |
| (173,828 | ) | Deferred tax liabilities |
| (67,179 | ) | Asset retirement obligations |
| (39,872 | ) | Finite lived intangible liability |
| (9,252 | ) | Derivative liabilities |
| (5,376 | ) | Assets and liabilities assumed before noncontrolling interests |
| 293,661 |
| Less: noncontrolling interests |
| (11,113 | ) | Consideration |
| $ | 282,548 |
|
(1) Amounts recorded at carrying value which was representative of the fair value on the date of acquisition.
|
| Business Acquisition, Pro Forma Information |
The unaudited pro forma statement of operations data below gives effect to the Japan Acquisition, as if it had occurred on January 1, 2017. The 2018 pro forma net loss was adjusted to exclude nonrecurring transaction related expenses of $1.3 million. The unaudited pro forma data is presented for illustrative purposes only and is not intended to be indicative of actual results that would have been achieved had the acquisition been consummated as of January 1, 2017. The unaudited pro forma data should not be considered representative of the Company’s future financial condition or results of operations. | | | | | | | | | | | | | | | | | | Unaudited pro forma data (in thousands) | | Three Months Ended June 30, 2018 | | Three Months Ended June 30, 2017 | | Six Months Ended June 30, 2018 | | Six Months Ended June 30, 2017 | Pro forma total revenue | | $ | 139,940 |
| | $ | 115,185 |
| | $ | 255,334 |
| | $ | 222,228 |
| Pro forma total expenses | | (141,714 | ) | | (130,957 | ) | | (269,068 | ) | | (235,797 | ) | Pro forma net loss | | (1,774 | ) | | (15,772 | ) | | (13,734 | ) | | (13,569 | ) | Less: pro forma net loss attributable to noncontrolling interest | | (34,492 | ) | | (28,759 | ) | | (182,828 | ) | | (31,801 | ) | Pro forma net income attributable to Pattern Energy | | $ | 32,718 |
| | $ | 12,987 |
| | $ | 169,094 |
| | $ | 18,232 |
|
The following table presents the amounts included in the consolidated statements of operations for the acquisitions discussed above since their respective dates of acquisition: | | | | | | | | | | Unaudited data (in thousands) | | Three Months Ended June 30, 2018 | | Six Months Ended June 30, 2018 | Total revenue | | $ | 29,059 |
| | $ | 49,937 |
| Total expenses | | (26,324 | ) | | (46,829 | ) | Net income | | 2,735 |
| | 3,108 |
| Less: net loss attributable to noncontrolling interest | | (17,004 | ) | | (38,577 | ) | Net income attributable to Pattern Energy | | $ | 19,739 |
| | $ | 41,685 |
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