Pattern Energy Reports First Quarter 2018 Financial Results

Pattern Energy Reports First Quarter 2018 Financial Results

- Declares dividend of $0.4220 per Class A common share for second quarter 2018 -

SAN FRANCISCO, May 10, 2018 /PRNewswire/ -- Pattern Energy Group Inc. (the "Company" or "Pattern Energy") (NASDAQ & TSX: PEGI) today announced its financial results for the 2018 first quarter.

Highlights
(Figures reported below are for the first quarter of fiscal 2017, unless otherwise noted)

    --  Proportional gigawatt hours ("GWh") sold of 2,127 GWh, up 4%
    --  Net cash provided by operating activities of $27.8 million
    --  Cash available for distribution ("CAFD") of $43.1 million, and on track
        to meet full year guidance((1))
    --  Net loss of $12.6 million
    --  Adjusted EBITDA of $104.2 million
    --  Revenue of $111.7 million, up 11%
    --  Declared a second quarter dividend of $0.4220 per Class A common share
        or $1.688 on an annualized basis, subsequent to the end of the period,
        unchanged from the previous quarter's dividend
    --  Acquired 206 megawatts ("MW") of owned capacity in five Japanese
        projects which represents the Company's entry into Japan, one of the
        most robust renewables markets in the world
    --  Invested $27 million in Pattern Energy Group 2 LP's ("Pattern
        Development 2.0") acquisition of the majority interest in Green Power
        Investments ("GPI") and the Japanese development pipeline from Pattern
        Energy Group LP ("Pattern Development 1.0")
    --  Commenced commercial operations at two projects, the 33 MW Ohorayama
        Wind power facility in Japan and, subsequent to the end of the period,
        the 143 MW Mont Sainte-Marguerite Wind power facility in Quebec which
        Pattern Energy has agreed to acquire with closing expected in the coming
        weeks

"Our solid performance in Q1 puts us right on track for our targeted CAFD((1)) for the year and is the result of our portfolio continuing to operate at the top end of the industry," said Mike Garland, President and CEO of Pattern Energy. "In addition, we were able to successfully acquire five assets in Japan, one of the best renewable markets in the world, that form a strong platform to grow our business there and to improve the value of the projects over time. The Company is in an excellent position to make further acquisitions without raising any common equity, allowing us to grow our CAFD per share."


    (1)               The forward looking measure of 2018
                      full year cash available for
                      distribution (CAFD) is a non-GAAP
                      measure that cannot be reconciled to
                      net cash provided by operating
                      activities as the most directly
                      comparable GAAP financial measure
                      without unreasonable effort primarily
                      because of the uncertainties involved
                      in estimating forward-looking
                      changes in working capital balances
                      which are added to earnings to arrive
                      at cash provided by operations and
                      subtracted therefrom to arrive at
                      CAFD. A description of the
                      adjustments to determine CAFD can be
                      found within Item 2, Management's
                      Discussion and Analysis of Financial
                      Condition and Results of Operations -
                       Key Metrics, of Pattern Energy's
                       2018 Quarterly Report on Form 10-Q
                      for the period ended March 31, 2018.

Financial and Operating Results

Pattern Energy sold 2,126,662 megawatt hours ("MWh") of electricity on a proportional basis in the first quarter of 2018 compared to 2,038,159 MWh sold in the same period last year. The 4% increase was primarily due to volume increases as a result of acquisitions in 2017 and 2018 and favorable wind at projects in Canada partially offset by unfavorable wind and curtailment primarily at projects in the Texas market and at Santa Isabel. Production for the quarter was 7% below the long-term average forecast for the period.

Net cash provided by operating activities was $27.8 million for the first quarter of 2018 compared to $43.8 million for the same period last year. The $15.9 million decrease was primarily due to a $12.6 million increase in transmission and projects costs primarily due to acquisitions in 2017 and 2018, a $10.0 million increase in interest payments and a $2.9 million decrease in distributions from unconsolidated investments. These decreases in net cash provided by operating activities were partially offset by a $10.8 million increase in revenue.

Cash available for distribution was $43.1 million for the first quarter of 2018, compared to $45.1 million for the same period last year. The $2.1 million decrease was primarily due to a $12.6 million increase in transmission and projects costs primarily due to acquisitions in 2017 and 2018, a $3.9 million increase in interest expense (excluding amortization of financing costs and debt discount/premium), a $6.5 million increase in distributions to noncontrolling interests, a $3.5 million increase in principal payments of project-level debt and a $0.9 million decrease in distributions from unconsolidated investments. These decreases in cash available for distribution were partially offset by increases of $20.2 million in revenue (excluding unrealized loss on energy derivative and amortization of PPAs), $2.5 million in release of restricted cash and $4.3 million in cash from other, primarily related to a $3.4 million project reserve funding requirement made in the first quarter 2017.

Net loss was $12.6 million in the first quarter of 2018, compared to a net income of $2.5 million for the same period last year. The change of $15.2 million was primarily attributable to increases of $24.3 million in cost of revenues due to the acquisitions in 2017 and 2018 and $2.0 million in tax provision. This change was partially offset a $10.8 million increase in revenue primarily due to acquisitions in 2017 and 2018 and the settlement of business interruption insurance related to our Santa Isabel project and a decrease of $0.5 million in other expense.

Adjusted EBITDA was $104.2 million for the first quarter of 2018 compared to $98.2 million for the same period last year. The $6.0 million increase in the quarterly period was primarily due to a $20.2 million increase in revenue (excluding unrealized loss on energy derivative and amortization of PPAs) primarily attributable to volume increases as a result of the 2017 and 2018 acquisitions and an insurance settlement for Santa Isabel partially offset by lower electricity sales as a result of changing prices, unfavorable wind and curtailment primarily at projects in the Texas market and at Santa Isabel. This increase was partially offset by increases of $5.5 million in project expenses, $7.1 million in transmission costs and $0.8 million in transaction costs primarily related to the Japan acquisition.

2018 Financial Guidance

Pattern Energy is re-confirming its targeted annual cash available for distribution((2)) for 2018 within a range of $151 million to $181 million, representing an increase of 14% compared to cash available for distribution in 2017.


    (2)               The forward looking measure of 2018
                      full year cash available for
                      distribution (CAFD) is a non-GAAP
                      measure that cannot be reconciled to
                      net cash provided by operating
                      activities as the most directly
                      comparable GAAP financial measure
                      without unreasonable effort primarily
                      because of the uncertainties involved
                      in estimating forward-looking
                      changes in working capital balances
                      which are added to earnings to arrive
                      at cash provided by operations and
                      subtracted therefrom to arrive at
                      CAFD. A description of the
                      adjustments to determine CAFD can be
                      found within Item 2, Management's
                      Discussion and Analysis of Financial
                      Condition and Results of Operations -
                       Key Metrics, of Pattern Energy's
                       2018 Quarterly Report on Form 10-Q
                      for the period ended March 31, 2018.

Quarterly Dividend

Pattern Energy declared a dividend for the second quarter 2018, payable on July 31, 2018, to holders of record on June 29, 2018 in the amount of $0.4220 per Class A common share, which represents $1.688 on an annualized basis. The amount of the second quarter 2018 dividend is unchanged from the first quarter 2018 dividend.

Project Acquisitions

During the first quarter of 2018, Pattern Energy acquired 206 MW of owned interest in five projects in operation or under construction located in Japan from Pattern Development 1.0 and GPI. The portfolio consists of two operating solar projects (Futtsu and Kanagi), two operating wind projects (Otsuki and Ohorayama, which commenced commercial operation during the quarter) and one wind project under construction (Tsugaru), each of which possess a 20-year power purchase agreement.

Pattern Energy acquired the 84 MW portfolio of Futtsu, Kanagi, Otsuki and Ohorayama for a cash purchase price of $131.5 million((3)), which represents approximately a 10.1x multiple of the five-year average CAFD((4)).

Pattern Energy acquired the 122 MW Tsugaru project at the start of construction, once fully financed on a non-recourse basis, for a total cash consideration of $194.0 million((3)), which represents a 9.3x multiple of the five-year average CAFD((4)) starting with the first full year of operations in 2021.

Pattern Energy has agreed to acquire a 51% interest in the 143 MW Mont Sainte-Marguerite project, located in the Chaudière-Appalaches region south of Québec City. The project commenced commercial operations in the first quarter of 2018. The project has a 25-year power purchase agreement with Hydro-Québec, which has an AA-/Aa2 credit rating.

Pattern Energy will acquire its 51% interest in Mont Sainte-Marguerite for a total investment of approximately $40 million((5)), which represents approximately a 10x multiple of the five-year average CAFD((4)). The acquisition is expected to close in the coming weeks, with the recent the commencement of commercial operations and subject to customary closing conditions. It will be funded at the time of closing using available liquidity.


    (3)               Based on a Japanese yen to USD
                      exchange rate of YEN110.


    (4)               The forward looking measure of five-
                      year average annual purchase price
                      multiple of CAFD contribution from
                      each of the five Japanese projects
                      and Mont Sainte-Marguerite project
                      is a non-GAAP measure that cannot be
                      reconciled to net cash provided by
                      operating activities as the most
                      directly comparable GAAP financial
                      measure without unreasonable effort
                      primarily because of the
                      uncertainties involved in estimating
                      forward-looking changes in working
                      capital balances which are added to
                      earnings to arrive at cash provided
                      by operations and subtracted
                      therefrom to arrive at CAFD. A
                      description of the adjustments to
                      determine CAFD can be found within
                      Item 2, Management's Discussion and
                      Analysis of Financial Condition and
                      Results of Operations - Key Metrics,
                      of Pattern Energy's 2018 Quarterly
                      Report on Form 10-Q for the period
                      ended March 31, 2018.


    (5)               Based on a CAD to USD exchange rate
                      of $1.27.

Acquisition Pipeline

Pattern Development 1.0 and Pattern Development 2.0 (together, the Pattern Development Companies) have a pipeline of development projects totaling more than 10 GW. Pattern Energy has a Right of First Offer ("ROFO") on the pipeline of acquisition opportunities from the Pattern Development Companies. The identified ROFO list stands at 935 MW of potential owned capacity and and represents a portion of the pipeline of development projects of the Pattern Development Companies, which are subject to Pattern Energy's ROFO. Since its IPO, Pattern Energy has purchased, or agreed to purchase, 1,564 MW from Pattern Development 1.0 and in aggregate grown the identified ROFO list from 746 MW to more than 2 GW.

Below is a summary of the identified ROFO projects that Pattern Energy has the right to purchase from the Pattern Development Companies in connection with its respective purchase rights:


                                                                                                                      Capacity (MW)

                Identified                   Status          Location  Construction                          Contract   Rated (3)           Pattern
              ROFO Projects                                             Start (1)                              Type                      Development-
                                                                                           Commercial                                      Owned (4)
                                                                                         Operations (2)
    ---                                                                                   -------------

    Pattern Development 1.0 Projects

    Conejo Solar(5)                        Operational        Chile                 2015                2016     PPA                 104                104

    Belle River                            Operational       Ontario                2016                2017     PPA                 100                 43

    El Cabo                                Operational      New Mexico              2016                2017     PPA                 298                125

    North Kent                             Operational       Ontario                2017                2018     PPA                 100                 35

    Henvey Inlet                         In construction     Ontario                2017                2019     PPA                 300                150


    Pattern Development 2.0 Projects

    Stillwater Big Sky                   In construction     Montana                2017                2018     PPA                  79                 67

    Crazy Mountain                   Late stage development  Montana                2017                2019     PPA                  80                 68

    Grady                            Late stage development New Mexico              2018                2019     PPA                 220                188

    Sumita                           Late stage development   Japan                 2019                2021     PPA                 100                 55

    Ishikari                         Late stage development   Japan                 2019                2022     PPA                 100                100
                                                                                                                                   ---                ---

                                                                                                                                 1,481                935
                                                                                                                                 =====                ===


    (1)              Represents year of actual or
                     anticipated commencement of
                     construction.


    (2)              Represents year of actual or
                     anticipated commencement of commercial
                     operations.


    (3)              Rated capacity represents the maximum
                     electricity generating capacity of a
                     project in MW. As a result of weather
                     and other conditions, a project or a
                     turbine will not operate at its rated
                     capacity at all times and the amount
                     of electricity generated will be less
                     than its rated capacity. The amount of
                     electricity generated may vary based
                     on a variety of factors.


    (4)              Pattern Development-Owned capacity
                     represents the maximum, or rated,
                     electricity generating capacity of the
                     project in MW multiplied by Pattern
                     Development 1.0's or Pattern
                     Development 2.0's percentage ownership
                     interest in the distributable cash
                     flow of the project.


    (5)              From time to time, the Company conducts
                     strategic reviews of its markets. The
                     Company has been conducting a
                     strategic review of the market,
                     growth, and opportunities in Chile. In
                     the event the Company believes it can
                     utilize funds that have already been
                     invested in Chile or funds that might
                     otherwise be invested in Chile in a
                     more productive manner elsewhere that
                     could generate a higher return on
                     investment, it may decide to exit
                     Chile for other opportunities with
                     greater potential. In addition,
                     Pattern Development 1.0 is also
                     concurrently exploring strategic
                     alternatives for its assets in Chile.

Cash Available for Distribution and Adjusted EBITDA Non-GAAP Reconciliations

The following tables reconcile non-GAAP net cash provided by operating activities to cash available for distribution and net income (loss) to Adjusted EBITDA, respectively, for the periods presented (in thousands):


                             Three months ended March 31,

                              2018                           2017
                              ----                           ----

    Net cash provided by
     operating
     activities(1)                    $27,824                       $43,752

    Changes in operating
     assets and
     liabilities            28,576                           13,423

    Network upgrade
     reimbursement             282                              317

    Release of restricted
     cash                    2,488                                -

    Operations and
     maintenance capital
     expenditures            (261)                           (146)

    Distributions from
     unconsolidated
     investments(2)          6,281                            4,205

    Other                      860                          (3,432)

    Less:

    Distributions to
     noncontrolling
     interests             (9,187)                         (2,647)

    Principal payments
     paid from operating
     cash flows           (13,803)                        (10,326)
                           -------                          -------

    Cash available for
     distribution                     $43,060                       $45,146
                                      =======                       =======


    (1)              Included in net cash provided by
                     operating activities for the three
                     months ended March 31, 2017 is the
                     portion of distributions from
                     unconsolidated investments paid from
                     cumulative earnings representing the
                     return on investment.


    (2)              Distributions from unconsolidated
                     investments includes project cash
                     flow transferred to the project's
                     distribution account in March 2018
                     and received subsequently in April
                     2018.

                           Three months ended March 31,

                              2018                     2017
                              ----                     ----

    Net income (loss)                $(12,620)                     $2,539

    Plus:

    Interest expense, net
     of interest income     25,110                          22,061

    Tax provision            6,784                           4,775

    Depreciation,
     amortization and
     accretion              62,650                          47,227
                            ------                          ------

    EBITDA                  81,924                          76,602

    Unrealized loss on
     energy derivative (1)  11,047                           2,358

    (Gain) loss on
     derivatives           (5,660)                            648

    Other                        -                            312

    Plus, proportionate
     share from
     unconsolidated
     investments:

    Interest expense, net
     of interest income      9,468                           9,340

    Depreciation,
     amortization and
     accretion               8,768                           8,454

    (Gain) loss on
     derivatives           (1,335)                            484
                            ------                             ---

    Adjusted EBITDA                   $104,212                     $98,198
                                      ========                     =======


    (1)              Amount is included in
                      electricity sales on the
                      consolidated statements of
                      operations.

Conference Call and Webcast

Pattern Energy will host a conference call and webcast to discuss these results at 10:30 a.m. Eastern Time on Thursday, May 10, 2018. Mike Garland, President and CEO, and Mike Lyon, CFO, will co-chair the call. Participants should call (888) 231-8191 or (647) 427-7450 and ask an operator for the Pattern Energy earnings call. Please dial in 10 minutes prior to the call to secure a line. A replay will be available shortly after the call. To access the replay, please dial (855) 859-2056 or (416) 849-0833 and enter access code 5748379. The replay recording will be available until 11:59 p.m. Eastern Time, May 31, 2018.

A live webcast of the conference call will be also available on the events page in the investor section of Pattern Energy's website at www.patternenergy.com. An archived webcast will be available for one year.

About Pattern Energy

Pattern Energy Group Inc. (Pattern Energy) is an independent power company listed on the NASDAQ Global Select Market and Toronto Stock Exchange. Pattern Energy has a portfolio of 25 wind and solar power facilities, including one project it has agreed to acquire, with a total owned interest of 2,942 MW in the United States, Canada, Japan and Chile that use proven, best-in-class technology. Pattern Energy's wind and solar power facilities generate stable long-term cash flows in attractive markets and provide a solid foundation for the continued growth of the business. For more information, visit www.patternenergy.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements contained in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of Canadian securities laws, including statements regarding the ability to achieve the 2018 cash available for distribution target; the ability to achieve the five year average annual CAFD generated by the Japan projects and Mont Sainte-Marguerite; the ability of the Japan assets to form a strong platform to grow the Company's business and improve the value of the projects; the ability to make further acquisitions without raising any common equity capital; the timing of the consummation of the acquisition of the Mont Sainte-Marguerite project; and the ability of the Company to consummate additional acquisitions from the iROFO list. These forward-looking statements represent the Company's expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company's control, which could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Company's annual report on Form 10-K and any quarterly reports on Form 10-Q. The risk factors and other factors noted therein could cause actual events or the Company's actual results to differ materially from those contained in any forward-looking statement.

Contacts:


    Media Relations               Investor Relations

    Matt Dallas                   Ross Marshall

    917-363-1333                  416-526-1563

    matt.dallas@patternenergy.com ross.marshall@loderockadvisors.com
    ----------------------------- ----------------------------------


                                       Pattern Energy Group Inc.

                                      Consolidated Balance Sheets

                           (In thousands of U.S. Dollars, except share data)

                                              (Unaudited)

                                        March 31,                         December 31,

                                               2018                                   2017
                                               ----                                   ----

    Assets

    Current assets:

    Cash
     and
     cash
     equivalents                                           $162,144                            $116,753

     Restricted
     cash                                     8,698                                    9,065

    Funds
     deposited
     by
     counterparty                            17,744                                   29,780

    Trade
     receivables                             62,895                                   54,900

     Derivative
     assets,
     current                                 15,747                                   19,445

     Prepaid
     expenses                                17,707                                   17,847

     Deferred
     financing                          $2,580          respectively
     costs,                             as
     current,                           of
     net                                March
     of                                 31,
     accumulated                        2018
     amortization                       and
     of                                 December
     $2,111                             31,
     and                                      1,230                                    1,415

    Other
     current
     assets                                  28,948                                   21,105

    Total
     current
     assets                                 315,113                                  270,310

     Restricted
     cash                                     9,524                                   12,162

    Major
     equipment
     advances                                38,452                                        -

     Property,
     plant
     and
     equipment,
     net                                  4,340,973                                3,965,121

     Unconsolidated
     investments                            347,831                                  311,223

     Derivative
     assets                                  13,779                                    9,628

     Deferred
     financing
     costs                                    8,046                                    7,784

    Net
     deferred
     tax
     assets                                   7,215                                    6,349

     Finite-
     lived
     intangible
     assets,
     net                                    235,952                                  136,048

    Goodwill                                 60,302                                        -

    Other
     assets                                  44,455                                   22,906

    Total
     assets                                              $5,421,642                          $4,741,531
                                                         ==========                          ==========


    Liabilities and equity

    Current liabilities:

     Accounts
     payable
     and
     other
     accrued
     liabilities                                            $39,468                             $53,615

     Accrued
     construction
     costs                                    2,045                                    1,369

     Counterparty
     deposit
     liability                               17,744                                   29,780

     Accrued
     interest                                 7,529                                   16,460

     Dividends
     payable                                 42,041                                   41,387

     Derivative
     liabilities,
     current                                  5,685                                    8,409

     Revolving
     credit
     facility                               248,000                                        -

     Current
     portion
     of
     long-
     term
     debt,
     net                                     61,191                                   51,996

     Contingent
     liabilities,
     current                                 21,708                                    2,592

    Other
     current
     liabilities                             15,525                                   11,426
                                             ------                                   ------

    Total
     current
     liabilities                            460,936                                  217,034

    Long-
     term
     debt,
     net                                  2,128,063                                1,878,735

     Derivative
     liabilities                             28,425                                   20,972

    Net
     deferred
     tax
     liabilities                            130,257                                   56,491

     Finite-
     lived
     intangible
     liability,
     net                                     59,579                                   51,194

     Contingent
     liabilities                            168,183                                   62,398

    Other
     long-
     term
     liabilities                            151,430                                  106,565
                                            -------                                  -------

    Total
     liabilities                          3,126,873                                2,393,389

    Commitments and
     contingencies

    Equity:

    Class
     A                                  authorized;    and
     common                             98,096,760      December
     stock,                             and            31,
     $0.01                              97,860,048      2017,
     par                                shares         respectively
     value                              outstanding
     per                                as of
     share:                             March
     500,000,000                        31,
     shares                                     983                                      980

     Additional
     paid-
     in
     capital                              1,218,077                                1,234,846

     Accumulated
     income
     (loss)                                       -                               (112,175)

     Accumulated
     other
     comprehensive
     loss                                  (26,810)                                (25,691)

     Treasury
     stock,                             common         2017,
     at                                 stock          respectively
     cost;                              as
     177,909                            of
     and                                March
     157,812                            31,
     shares                             2018
     of                                 and
     Class                              December
     A                                      (3,884)                                 (3,511)
                                             ------                                   ------

    Total
     equity
     before
     noncontrolling
     interest                             1,188,366                                1,094,449

     Noncontrolling
     interest                             1,106,403                                1,253,693
                                          ---------                                ---------

    Total
     equity                               2,294,769                                2,348,142

    Total
     liabilities
     and
     equity                                              $5,421,642                          $4,741,531
                                                         ==========                          ==========


                                           Pattern Energy Group Inc.
                                     Consolidated Statements of Operations
                             (In thousands of U.S. dollars, except per share data)
                                                  (Unaudited)


                                                     Three months ended March 31,

                                                    2018                     2017
                                                    ----                     ----

    Revenue:

     Electricity
     sales                                                  $102,147                          $98,434

    Other
     revenue                                       9,512                                2,399
                                                   -----                                -----

    Total
     revenue                                     111,659                              100,833
                                                 -------                              -------

    Cost of revenue:

    Project
     expense                                      34,562                               29,100

     Transmission
     costs                                         7,190                                   70

     Depreciation,
     amortization
     and
     accretion                                    55,452                               43,740
                                                  ------                               ------

    Total
     cost of
     revenue                                      97,204                               72,910
                                                  ------                               ------

    Gross
     profit                                       14,455                               27,923
                                                  ------                               ------

    Operating expenses:

    General
     and
     administrative                               10,706                               11,124

    Related
     party
     general
     and
     administrative                                4,068                                3,426
                                                   -----                                -----

    Total
     operating
     expenses                                     14,774                               14,550
                                                  ------                               ------

    Operating
     income
     (loss)                                        (319)                              13,373
                                                    ----                               ------

    Other expense:

    Interest
     expense                                    (25,444)                            (22,555)

    Gain
     (loss)
     on
     derivatives                                   5,660                                (648)

    Earnings
     in
     unconsolidated
     investments,
     net                                          18,212                               16,876

    Net loss
     on
     transactions                                (1,098)                               (312)

    Other
     income
     (expense),
     net                                         (2,847)                                 580
                                                  ------                                  ---

    Total
     other
     expense                                     (5,517)                             (6,059)
                                                  ------                               ------

    Net
     income
     (loss)
     before
     income
     tax                                         (5,836)                               7,314
                                                  ------                                -----

    Tax
     provision                                     6,784                                4,775
                                                   -----                                -----

    Net
     income
     (loss)                                     (12,620)                               2,539
                                                 -------                                -----

    Net loss
     attributable
     to
     noncontrolling
     interest                                  (148,542)                             (3,114)
                                                --------

    Net
     income
     attributable
     to
     Pattern
     Energy                                                 $135,922                           $5,653
                                                            ========                           ======


    Weighted-average number
     of common shares
     outstanding

    Basic                                     97,428,388                           87,062,612

    Diluted                                  105,564,491                           87,131,280

    Earnings per share
     attributable to Pattern
     Energy

    Class A common stock:

    Basic                                                      $1.39                            $0.06

    Diluted                                                    $1.32                            $0.06

    Dividends
     declared
     per Class
     A common
     share                                                     $0.42                            $0.41


                                                                    Pattern Energy Group Inc.

                                                              Consolidated Statements of Cash Flows

                                                                  (In thousands of U.S. dollars)

                                                                           (Unaudited)

                                                                                            Three months ended March 31,

                                                                                          2018                               2017
                                                                                          ----                               ----

    Operating activities

    Net income (loss)                                                                            $(12,620)                                     $2,539

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

    Depreciation and accretion                                                          55,451                               43,740

    Amortization of financing costs                                                      1,249                                1,858

    Amortization of debt discount/premium,
     net                                                                                 1,227                                1,102

    Amortization of power purchase
     agreements, net                                                                     1,422                                  736

    Loss on derivatives                                                                  3,655                                2,350

    Stock-based compensation                                                             1,051                                  985

    Deferred taxes                                                                       6,647                                4,693

    Earnings in unconsolidated investments,
     net                                                                              (18,212)                            (16,876)

    Distributions from unconsolidated
     investments                                                                        13,548                               16,487

    Other reconciling items                                                              2,982                                (439)

    Changes in operating assets and liabilities:

                                           Funds deposited by counterparty                12,036                                1,658

                                           Trade receivables                             (5,742)                             (8,432)

                                           Prepaid expenses                                2,193                                  946

                                           Other current assets                               62                              (4,083)

                                           Other assets (non-current)                    (1,346)                               2,992

                                            Accounts payable and other accrued
                                            liabilities                                 (18,716)                             (4,418)

                                           Counterparty deposit liability               (12,036)                             (1,658)

                                           Accrued interest                              (9,144)                             (2,725)

                                           Other current liabilities                          72                                (975)

                                           Long-term liabilities                           3,904                                3,272

                                            Contingent liabilities                          (87)                                   -

                                           Derivatives                                       228                                    -
                                                                                           ---

    Net cash provided by operating
     activities                                                                         27,824                               43,752

    Investing activities

    Cash paid for acquisitions, net of cash
     and restricted cash acquired                                                    (157,543)                               (275)

    Capital expenditures                                                              (61,282)                             (1,328)

    Distributions from unconsolidated
     investments                                                                             -                               4,205

    Other assets                                                                      (16,720)                                  83

    Investment in Pattern Development 2.0                                             (35,156)                                   -
                                                                                       -------                                  ---

    Net cash provided by (used in) investing
     activities                                                                      (270,701)                               2,685

    Financing activities

    Dividends paid                                                                    (41,358)                            (35,522)

    Capital distributions -noncontrolling
     interest                                                                          (9,187)                             (2,647)

    Payment for financing fees                                                         (5,448)                             (5,025)

    Proceeds from revolving credit facility                                            283,000                                    -

    Repayment of revolving credit facility                                            (35,000)                           (180,000)

    Proceeds from long-term debt                                                       113,116                              350,000

    Repayment of long-term debt                                                       (19,166)                            (10,326)

    Repayment of note payable -related
     party                                                                               (909)                                   -

    Other financing activities                                                             826                              (2,003)
                                                                                           ---

    Net cash provided by financing
     activities                                                                        285,874                              114,477

    Effect of exchange rate changes on cash,
     cash equivalents and restricted cash                                                (611)                                   -
                                                                                          ----                                  ---

    Net change in cash, cash equivalents and
     restricted cash                                                                    42,386                              160,914

    Cash, cash equivalents and restricted
     cash at beginning of period                                                       137,980                              109,371
                                                                                       -------                              -------

    Cash, cash equivalents and restricted
     cash at end of period                                                                        $180,366                                    $270,285
                                                                                                  ========                                    ========

    Supplemental disclosures

    Cash payments for income taxes                                                                     $60                                        $247

    Cash payments for interest expense                                                             $32,617                                     $22,607

    Business combination:

                                            Assets acquired, net of cash and
                                            restricted cash acquired                                $627,241                                $          -

                                           Liabilities assumed                           352,570                                    -

                                           Less: Noncontrolling interests                 11,113                                    -

                                            Net assets acquired, net of cash and
                                            restricted cash acquired                                $263,558                                $          -
                                                                                           ===                                                    ===

    Schedule of non-cash activities

    Change in property, plant and equipment                                                       $122,161                                        $956

    Accrual of dividends                                                                               $45                                $          -

    Accrual of deferred financing costs                                           $            -                                      $1,640

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SOURCE Pattern Energy Group Inc.