Pattern Energy Reports Second Quarter 2018 Financial Results

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

SAN FRANCISCO, Aug. 9, 2018 /PRNewswire/ -- Pattern Energy Group Inc. (the "Company" or "Pattern Energy") (NASDAQ & TSX: PEGI) today announced its financial results for the 2018 second quarter.

Highlights
(Comparisons made between fiscal Q2 2018 and fiscal Q2 2017 results, unless otherwise noted)

    --  Proportional gigawatt hours ("GWh") sold of 2,263 GWh, up 7%
    --  Net cash provided by operating activities of $95.7 million
    --  Cash available for distribution ("CAFD") of $58.7 million, up 19% and on
        track to meet full year guidance((1))
    --  Net loss of $1.8 million
    --  Adjusted EBITDA of $108.4 million, up 18%
    --  Revenue of $139.9 million, up 30%
    --  Declared a third 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
    --  Announced an agreement to sell the Company's operations in Chile, which
        principally consist of its 81 megawatt ("MW") owned interest in the 115
        MW El Arrayán Wind project ("El Arrayán Wind") for which Pattern
        Energy will receive cash consideration of $68.5 million
    --  Returned the Santa Isabel project in Puerto Rico to full generating
        capacity with the consent of the Puerto Rico Electric Power Authority
        ("PREPA")
    --  Since April 1, 2018, and including a funding to be made today, invested
        $50.9 million in Pattern Energy Group 2 LP ("Pattern Development 2.0");
        Pattern Energy's ownership level will increase to approximately 29%
        following a redemption to occur shortly at Pattern Development 2.0

"It was a great quarter with CAFD up 19%, as production was solid and our disciplined cost management initiatives delivering results. We are on track to achieve our targeted CAFD((1)) for the year," said Mike Garland, President and CEO of Pattern Energy. "At 29% ownership of Pattern Development 2.0, we will have achieved our target ownership level in the development business which we believe will provide meaningful value to shareholders. Our identified ROFO ("right of first offer") list with Pattern Development 2.0 has grown by four new projects since our original investment in June of last year. We anticipate the first realized development transaction gains by the end of 2018 or early 2019, and returns from those gains will be retained and reinvested in the development business. Developing, owning and operating one of the very best portfolios in the renewables market can be challenging, but we are in a great position to generate long-term value in this exciting market."

(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 June 30, 2018.

Financial and Operating Results

Pattern Energy sold 2,262,811 megawatt hours ("MWh") of electricity on a proportional basis in the second quarter of 2018 compared to 2,111,627 MWh sold in the same period last year. Pattern Energy sold 4,398,526 MWh of electricity on a proportional basis for the six months ended June 30, 2018 ("YTD 2018") compared to 4,135,510 MWh sold in the same period last year. The 7% increase in the quarterly period was primarily due to volume increases as a result of acquisitions in 2017 and 2018 and favorable wind compared to last year, partially offset by curtailment at the Santa Isabel project. Production for the quarter was 2% below the long-term average forecast for the period.

Net cash provided by operating activities was $95.7 million for the second quarter of 2018 compared to $113.4 million for the same period last year. Net cash provided by operating activities was $123.5 million for YTD 2018 as compared to $157.2 million for the same period last year. The decrease in the quarterly period of $17.7 million was primarily due to $2.9 million in increased transmission costs due to acquisitions in 2017, increased interest payments of $3.6 million, and increased payments of $43.1 million in payable, accrued and current liabilities, due primarily to the timing of payments. The decrease to net cash provided by operating activities was partially offset by a $32.9 million increase in revenue (excluding unrealized loss on energy derivative and amortization of power purchase agreements ("PPAs")).

Cash available for distribution was $58.7 million for the second quarter of 2018, compared to $49.2 million for the same period last year. Cash available for distribution was $101.7 million for YTD 2018 compared to $94.4 million for the same period in the prior year. The $9.4 million, or 19.1% increase in the quarterly period was primarily due to a $32.9 million increase in revenues (excluding the unrealized loss on the energy derivative and amortization of PPAs) due to acquisitions in 2017 and early 2018 and a $4.4 million increase in total distributions from unconsolidated investments. The improvement was partially offset by a $8.0 million decrease in network upgrade reimbursement, a $5.6 million increase in distributions to noncontrolling interests, a $3.6 million increase in interest expense (excluding amortization of financing costs and debt discount/premium), a $2.9 million increase in transmission costs, a $2.7 million decrease in other and a $1.9 million increase in principal payments of project-level debt.

Net loss was $1.8 million in the second quarter of 2018, compared to a net loss of $14.7 million for the same period last year. Net loss was $14.4 million for YTD 2018 compared to $12.1 million in the same period last year. The improvement of $12.9 million in the quarterly period was primarily attributable to a $32.2 million increase in revenues due to acquisitions in 2017 and 2018, and a $2.7 million decrease in general and administrative expenses. These improvements were partially offset by increases of $9.6 million in cost of revenues due to the acquisitions in 2017 and 2018, a $4.2 million increase in impairment loss related to Chile assets held for sale, and a $8.1 million increase in other expense primarily related to decreased earnings from unconsolidated investments.

Adjusted EBITDA was $108.4 million for the second quarter of 2018 compared to $91.9 million for the same period last year. Adjusted EBITDA was $212.6 million for YTD 2018 compared to $190.1 million for the same period last year. The $16.5 million increase in the quarterly period was primarily due to a $32.9 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 favorable wind compared to last year, partially offset by curtailment at the Santa Isabel project and a $2.7 million decrease in general and administrative expenses primarily due to lower audit and consulting fees in 2018 compared to 2017. The increase was partially offset by a $17.2 million decrease in earnings from unconsolidated investments, a $2.9 million increase in transmission costs, and a $1.2 million increase in net loss on transactions, primarily related to the Chile assets held for sale.

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 June 30, 2018.

Quarterly Dividend

Pattern Energy declared a dividend for the third quarter 2018, payable on October 31, 2018, to holders of record on September 28, 2018 in the amount of $0.4220 per Class A common share, which represents $1.688 on an annualized basis. The amount of the third quarter 2018 dividend is unchanged from the second quarter 2018 dividend.

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 ROFO on the pipeline of acquisition opportunities from the Pattern Development Companies. The identified ROFO list stands at 706 MW of potential owned capacity 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        Commercial        Contract   Rated (3)          Pattern

                 ROFO Projects                                                   Start (1)        Operations (2)        Type                      Development-

                                                                                                                                                   Owned (4)
    ---                                                                                                                                             --------

    Pattern Development 1.0 Projects

    Belle River                                     Operational       Ontario                2016                2017     PPA                 100                 43

    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                2019                2019     PPA                  80                 68

    Grady                            In construction                 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
                                                                                                                                            ---                ---

                                                                                                                                          1,079                706
                                                                                                                                          =====                ===


    (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.

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 loss to Adjusted EBITDA, respectively, for the periods presented (in thousands):


                                Three months ended June 30,                Six months ended June 30,

                              2018                             2017      2018                   2017
                              ----                             ----      ----                   ----

    Net cash provided by
     operating
     activities(1)                    $95,720                         $113,431                        $123,544  $157,183

    Changes in operating
     assets and
     liabilities          (10,079)                          (61,379)                18,497            (47,956)

    Network upgrade
     reimbursement             294                              8,273                   576               8,590

    Release of restricted
     cash                        -                                 -                2,488                   -

    Operations and
     maintenance capital
     expenditures             (10)                             (117)                (271)              (263)

    Distributions from
     unconsolidated
     investments(2)        (1,948)                             4,185                 4,333               8,390

    Other                    2,147                              4,808                 3,007               1,376

    Less:

    Distributions to
     noncontrolling
     interests            (12,088)                           (6,517)             (21,275)            (9,164)

    Principal payments
     paid from operating
     cash flows           (15,374)                          (13,445)              (29,177)           (23,771)
                           -------                            -------               -------             -------

    Cash available for
     distribution                     $58,662                          $49,239                        $101,722   $94,385
                                      =======                          =======                        ========   =======


            (1)    Included in net cash provided by
                    operating activities for the three
                    and six months ended June 30, 2018
                    and 2017 are the portions of
                    distributions from unconsolidated
                    investments paid from cumulative
                    earnings representing the return on
                    investment.


            (2)    Distributions from unconsolidated
                    investments for the three months
                    ended June 30, 2018 includes an
                    adjustment for a March 2018
                    distribution received in April 2018
                    previously included in the first
                    quarter 2018 cash available for
                    distribution.

                                     Three months ended June 30,                  Six months ended June 30,

                                   2018                            2017        2018                   2017
                                   ----                            ----        ----                   ----

    Net loss                               $(1,774)                       $(14,684)                         $(14,394)    $(12,145)

    Plus:

    Interest expense, net of
     interest income             27,284                            24,238                  52,394                 46,299

    Tax provision                 4,410                             4,541                  11,194                  9,316

    Depreciation, amortization
     and accretion               62,766                            52,752                 125,416                 99,979
                                 ------                            ------                 -------                 ------

    EBITDA                       92,686                            66,847                 174,610                143,449

    Unrealized loss on energy
     derivative (1)               3,626                             4,663                  14,673                  7,021

    (Gain) loss on derivatives  (8,801)                            4,751                (14,461)                 5,399

    Impairment loss               4,238                                 -                  4,238                      -

    Other                             -                              807                       -                 1,119

    Adjustments from
     unconsolidated investments

    Plus, proportionate share
     from unconsolidated
     investments:

    Interest expense, net of
     interest income              9,506                             9,498                  18,974                 18,838

    Tax benefit                   (207)                                -                  (207)                     -

    Depreciation, amortization
     and accretion                8,741                             8,575                  17,509                 17,029

    Gain on derivatives         (1,379)                          (3,272)                 (2,714)               (2,788)
                                 ------                            ------                  ------                 ------

    Adjusted EBITDA                        $108,410                          $91,869                           $212,622      $190,067
                                           ========                          =======                           ========      ========


    (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, August 9, 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 3199694. The replay recording will be available until 11:59 p.m. Eastern Time, August 30, 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 24 wind and solar power facilities, including one project it has agreed to acquire and one project it has agreed to sell, with a total owned interest of 2,861 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 fund an additional investment into Pattern Development 2.0 shortly and for redemptions of certain other investors in Pattern Development 2.0 to occur; the ability to consummate the agreement to sell the Company's operations in Chile; the ability of the investments in development to provide meaningful value to shareholders; the timing of the receipt of the first development profits (if ever); and the ability of the Company's portfolio to generate long-term value. 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)

                                         June 30,                         December 31,

                                               2018                                   2017
                                               ----                                   ----

    Assets

    Current assets:

    Cash
     and
     cash
     equivalents                                           $116,538                            $116,753

     Restricted
     cash                                     4,336                                    9,065

     Counterparty
     collateral                               5,824                                   29,780

    Trade
     receivables                             59,371                                   54,900

     Derivative
     assets,
     current                                 16,148                                   19,445

     Prepaid
     expenses                                18,660                                   17,847

     Deferred
     financing                          $2,580          respectively
     costs,                             as
     current,                           of
     net                                June
     of                                 30,
     accumulated                        2018
     amortization                       and
     of                                 December
     $2,409                             31,
     and                                      1,422                                    1,415

     Assets
     held
     for
     sale                                   307,231                                        -

    Other
     current
     assets                                  21,726                                   21,105

    Total
     current
     assets                                 551,256                                  270,310

     Restricted
     cash                                    10,004                                   12,162

    Major
     construction
     advances                                48,898                                        -

     Construction
     in
     progress                               192,317                                        -

     Property,
     plant
     and
     equipment,
     net                                  3,797,098                                3,965,121

     Unconsolidated
     investments                            343,512                                  311,223

     Derivative
     assets                                  17,341                                    9,628

     Deferred
     financing
     costs                                    8,744                                    7,784

    Net
     deferred
     tax
     assets                                   3,353                                    6,349

     Finite-
     lived
     intangible
     assets,
     net                                    226,422                                  136,048

    Goodwill                                 57,736                                        -

    Other
     assets                                  27,421                                   22,906

    Total
     assets                                              $5,284,102                          $4,741,531
                                                         ==========                          ==========


    Liabilities and equity

    Current liabilities:

     Accounts
     payable
     and
     other
     accrued
     liabilities                                            $38,799                             $53,615

     Accrued
     construction
     costs                                    9,383                                    1,369

     Counterparty
     collateral
     liability                                5,824                                   29,780

     Accrued
     interest                                14,383                                   16,460

     Dividends
     payable                                 42,072                                   41,387

     Derivative
     liabilities,
     current                                  3,188                                    8,409

     Revolving
     credit
     facility                               201,000                                        -

     Current
     portion
     of
     long-
     term
     debt,
     net                                     61,583                                   51,996

     Liabilities
     related
     to
     assets
     held
     for
     sale                                   207,073                                        -

    Other
     current
     liabilities                             25,643                                   14,018
                                             ------                                   ------

    Total
     current
     liabilities                            608,948                                  217,034

    Long-
     term
     debt,
     net                                  1,923,743                                1,878,735

     Derivative
     liabilities                             24,464                                   20,972

    Net
     deferred
     tax
     liabilities                            116,849                                   56,491

     Finite-
     lived
     intangible
     liability,
     net                                     58,195                                   51,194

     Contingent
     liabilities                            165,214                                   62,398

    Other
     long-
     term
     liabilities                            152,998                                  106,565
                                            -------                                  -------

    Total
     liabilities                          3,050,411                                2,393,389

    Commitments and
     contingencies

    Equity:

    Class
     A                                  authorized;    and
     common                             98,096,323      December
     stock,                             and            31,
     $0.01                              97,860,048      2017,
     par                                shares         respectively
     value                              outstanding
     per                                as of
     share:                             June
     500,000,000                        30,
     shares                                     983                                      980

     Additional
     paid-
     in
     capital                              1,210,610                                1,234,846

     Accumulated
     income
     (loss)                                       -                               (112,175)

     Accumulated
     other
     comprehensive
     loss                                  (32,756)                                (25,691)

     Treasury
     stock,                             common         2017,
     at                                 stock          respectively
     cost;                              as
     178,346                            of
     and                                June
     157,812                            30,
     shares                             2018
     of                                 and
     Class                              December
     A                                      (3,892)                                 (3,511)
                                             ------                                   ------

    Total
     equity
     before
     noncontrolling
     interest                             1,174,945                                1,094,449

     Noncontrolling
     interest                             1,058,746                                1,253,693
                                          ---------                                ---------

    Total
     equity                               2,233,691                                2,348,142

    Total
     liabilities
     and
     equity                                              $5,284,102                          $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 June 30,                            Six months ended June 30,

                                                   2018                                2017                      2018                 2017
                                                   ----                                ----                      ----                 ----

    Revenue:

    Electricity sales                                      $135,951                                           $105,736                       $238,098  $204,170

    Other revenue                                 3,989                                 2,024                                  13,501            4,423
                                                  -----                                 -----                                  ------            -----

    Total revenue                               139,940                               107,760                                 251,599          208,593
                                                -------                               -------                                 -------          -------

    Cost of revenue:

    Project expense                              33,665                                33,405                                  68,227           62,505

    Transmission costs                            7,643                                 4,722                                  14,833            4,792

    Depreciation,
     amortization and
     accretion                                   54,979                                48,518                                 110,431           92,258
                                                 ------                                ------                                 -------           ------

    Total cost of revenue                        96,287                                86,645                                 193,491          159,555
                                                 ------                                ------                                 -------          -------

    Gross profit                                 43,653                                21,115                                  58,108           49,038
                                                 ------                                ------                                  ------           ------

    Operating expenses:

    General and
     administrative                               9,089                                11,777                                  19,795           22,901

    Related party general
     and administrative                           3,663                                 3,576                                   7,731            7,002

    Impairment loss                               4,238                                     -                                  4,238                -
                                                  -----                                   ---                                  -----              ---

    Total operating expenses                     16,990                                15,353                                  31,764           29,903
                                                 ------                                ------                                  ------           ------

    Operating income                             26,663                                 5,762                                  26,344           19,135
                                                 ------                                 -----                                  ------           ------

    Other expense:

    Interest expense                           (27,709)                             (24,839)                               (53,153)        (47,394)

    Gain (loss) on
     derivatives                                  8,801                               (4,751)                                 14,461          (5,399)

    Earnings (loss) in
     unconsolidated
     investments, net                             (742)                               14,519                                  17,470           31,395

    Net loss on transactions                    (2,002)                                (807)                                (3,100)         (1,119)

    Other income (expense),
     net                                        (2,375)                                 (27)                                (5,222)             553
                                                 ------                                   ---                                  ------              ---

    Total other expense                        (24,027)                             (15,905)                               (29,544)        (21,964)
                                                -------                               -------

    Net income (loss) before
     income tax                                   2,636                              (10,143)                                (3,200)         (2,829)
                                                  -----                               -------                                  ------           ------

    Tax provision                                 4,410                                 4,541                                  11,194            9,316
                                                  -----                                 -----                                  ------            -----

    Net loss                                    (1,774)                             (14,684)                               (14,394)        (12,145)
                                                 ------                               -------                                 -------          -------

    Net loss attributable to
     noncontrolling interest                   (34,492)                             (28,904)                              (183,034)        (32,018)
                                                -------

    Net income attributable
     to Pattern Energy                                      $32,718                                            $14,220                       $168,640   $19,873
                                                            =======                                            =======                       ========   =======


    Weighted-average number of common shares
     outstanding

    Basic                                    97,459,472                            87,065,591                              97,444,016       87,064,110

    Diluted                                  97,496,217                            87,217,381                             105,662,687       87,257,130

    Earnings per share attributable to
     Pattern Energy

    Class A common stock:

    Basic                                                     $0.34                                              $0.16                          $1.73     $0.23

    Diluted                                                   $0.34                                              $0.16                          $1.67     $0.23


    Dividends declared per
     Class A common share                                     $0.42                                              $0.42                          $0.84     $0.83
                                                              =====                                              =====                          =====     =====


                                                 Pattern Energy Group Inc.

                                           Consolidated Statements of Cash Flows

                                               (In thousands of U.S. dollars)

                                                        (Unaudited)


                                                               Six months ended June 30,

                                                           2018                     2017
                                                           ----                     ----

    Operating activities

    Net loss                                                      $(14,394)                           $(12,145)

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

    Depreciation, amortization and
     accretion                                          110,431                              92,258

    Contingent liability accretion                        5,716                                   -

    Impairment loss                                       4,238                                   -

    Amortization of financing
     costs                                                2,526                               3,852

    Amortization of debt discount/
     premium, net                                         2,477                               2,227

    Amortization of power purchase
     agreements, net                                      3,894                               1,489

    Loss (gain) on derivatives                          (1,542)                             10,331

    Stock-based compensation                              2,277                               2,768

    Deferred taxes                                       10,914                               9,149

    Earnings in unconsolidated
     investments, net                                  (17,470)                           (31,395)

    Distributions from
     unconsolidated investments                          33,041                              31,710

    Other reconciling items                                (67)                            (1,017)

    Changes in operating assets and liabilities:

     Counterparty collateral asset                       23,956                               9,199

     Trade receivables                                  (9,689)                            (7,995)

     Prepaid expenses                                       899                               2,202

     Other current assets                                 6,316                             (3,638)

     Other assets (non-current)                         (1,737)                              2,561

     Accounts payable and other
      accrued liabilities                              (13,889)                             31,001

     Counterparty collateral
      liability                                        (23,956)                            (9,199)

     Accrued interest                                       166                               8,569

     Other current liabilities                          (7,141)                              4,333

     Long-term liabilities                                7,858                              10,648

     Contingent liabilities                             (1,508)                                275

     Derivatives                                            228                                   -
                                                            ---                                 ---

    Net cash provided by operating
     activities                                         123,544                             157,183

    Investing activities

    Cash paid for acquisitions,
     net of cash and restricted
     cash acquired                                    (157,543)                          (170,028)

    Payment for construction
     advances/deposits                                 (53,727)                                  -

    Payment for construction in
     progress                                          (24,644)                                  -

    Capital expenditures                                (7,441)                           (39,087)

    Distributions from
     unconsolidated investments                           4,333                               8,390

    Other assets                                          (319)                              7,552

    Investment in Pattern
     Development 2.0                                   (57,055)                                  -

    Other investing activities                                -                                 12
                                                            ---                                ---

    Net cash used in investing
     activities                                       (296,396)                          (193,161)

    Financing activities

    Dividends paid                                     (82,487)                           (71,544)

    Capital distributions -
     noncontrolling interest                           (21,274)                            (9,163)

    Payment for financing fees                          (6,954)                            (7,740)

    Proceeds from revolving credit
     facility                                           333,000                              85,000

    Repayment of revolving credit
     facility                                         (132,000)                          (205,000)

    Proceeds from long-term debt                        126,775                             404,395

    Repayment of long-term debt                        (34,541)                           (74,824)

    Repayment of note payable -
     related party                                        (909)                                  -

    Other financing activities                              154                             (3,618)
                                                            ---

    Net cash provided by financing
     activities                                         181,764                             117,506

    Effect of exchange rate
     changes on cash, cash
     equivalents and restricted
     cash                                               (2,388)                              2,248
                                                         ------                               -----

    Net increase in cash, cash
     equivalents and restricted
     cash including cash
     classified within current
     assets and liabilities held
     for sale                                             6,524                              83,776

    Add: Net (decrease) in cash
     classified within current
     assets and liabilities held
     for sale                                          (13,626)                                  -

    Net change in cash, cash
     equivalents and restricted
     cash                                               (7,102)                             83,776

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

    Cash, cash equivalents and
     restricted cash at end of
     period                                                        $130,878                             $193,147
                                                                   ========                             ========

    Supplemental disclosures

    Cash payments for income taxes                                     $443                                 $288

    Cash payments for interest
     expense                                                        $48,721                              $33,666

    Business combination:

     Assets acquired, net of cash
      and restricted cash acquired                                 $627,241                             $665,014

     Liabilities assumed                                352,570                             148,456

     Less: Noncontrolling interests                      11,113                             325,600

     Net assets acquired, net of
      cash and restricted cash
      acquired                                                     $263,558                             $190,958
                                                                   ========                             ========

    Schedule of non-cash activities

    Change in property, plant and
     equipment                                                     $117,103                               $1,110

    Change in other assets                                             $202                               $2,492

    Accrual of dividends                                                $87                         $          -

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SOURCE Pattern Energy Group Inc.