SunPower Reports Third Quarter 2019 Results

SAN JOSE, Calif., Oct. 30, 2019 /PRNewswire/ -- SunPower Corp. (NASDAQ:SPWR) today announced financial results for its third quarter ended Sept. 29, 2019.

Third Quarter Company Highlights

    --  Continued strength in U.S. and international distributed generation (DG)
        markets
    --  Generated positive cash at the business unit level for the quarter

SunPower Energy Services (SPES)

    --  Record residential and new homes bookings - strong traction in
        California ahead of 2020 new home solar mandate
    --  Formally launched Equinox Storage solution for the residential market

SunPower Technologies (SPT)

    --  Record shipments into international DG markets - more than 70 percent of
        volume
    --  Tracking to a fourth quarter agreement on potential investment to expand
        Maxeon 5 production


                ($ Millions,
                 except
                 percentages and
                 per-share data) 
     
     3rd Quarter 2019    
     
     2nd Quarter 2019      
     
     3rd Quarter 2018


     GAAP revenue                                 $476.0                    $436.3                    $428.3


     GAAP gross margin                             10.1%                     4.5%                     2.3%


     GAAP net income
      (loss)                                     $(15.0)                   $121.5                   $(89.8)


     GAAP net income
      (loss) per
      diluted share                              $(0.11)                    $0.75                   $(0.64)


     Non-GAAP
      revenue(1)                                  $491.7                    $481.9                    $443.4


     Non-GAAP gross
      margin(1)                                    15.9%                    10.5%                     4.7%


     Non-GAAP net
      income (loss)(1)                             $10.6                   $(31.1)                  $(40.9)


     Non-GAAP net
      income (loss) per
      diluted share(1)                             $0.07                   $(0.22)                  $(0.29)


     Adjusted EBITDA(1)                            $42.0                      $8.0                      $6.7


     MW Deployed                                     586                       622                       346



                            (1)Information about SunPower's
                             use of non-GAAP financial
                             information, including a
                             reconciliation to U.S. GAAP, is
                             provided under "Use of Non-GAAP
                             Financial Measures" below.

Third Quarter 2019 Results
"Our third quarter results reflect continuing execution of our strategic plan," said Tom Werner, SunPower CEO and chairman of the board. "We met our financial outlook for the quarter and demonstrated ongoing progress against our key growth initiatives including the further ramp of our Maxeon 5 technology scale-up, adding to our storage and services offerings, and expanding our digital platforms.

SunPower Energy Services (SPES)
"We executed well in our North American residential business with revenue growth of more than 12 percent year-over-year and record bookings during the quarter as we benefitted from the strength of our channel model. Also, building on the success of our commercial Helix Storage solution, we officially launched our residential Equinox Storage product in the third quarter. Our Equinox platform is the industry's only fully integrated solar and storage solution designed, engineered and warranted by one company. In new homes, we continued to expand our commanding position in the market ahead of California's 2020 new home solar mandate as we posted another record bookings and shipments quarter with a backlog now exceeding 40,000 homes.

"In Commercial, we maintained our market share lead as year-over-year deployments rose. Our channel and origination teams are executing well as our backlog continues to grow. However, project deployment execution has been disappointing and we are undertaking a number of initiatives in our direct business that we believe will drive stronger financial performance starting in the fourth quarter. Finally, demand for our Helix Storage solution remains high as our pipeline exceeds 145 megawatts (MW) with attach rates of 35 percent.

SunPower Technologies (SPT)
"SPT posted another strong quarter driven primarily by ongoing growth in our global DG supply business, especially in Europe, Korea and Australia. We also continued to build solid power plant supply agreement backlog into 2020. The ramp of our industry leading Maxeon 5 cell and panel technology continues as we commenced production on our second production line this quarter. Also, we have made progress toward finalizing a potential investment to accelerate Maxeon 5 production and expect to be in a position to announce this agreement in the fourth quarter. Finally, we are pleased to see strong escalating demand for our Performance Series (P-Series) product as we expect to ship a combined volume of over 1.3 gigawatts (GW) of P-Series panels in 2019 from our joint venture and our Oregon manufacturing facility," Werner concluded.

Consolidated Financials
"We were pleased with our third quarter financial performance," said Manavendra Sial, SunPower chief financial officer. "In relation to the balance sheet, we increased our liquidity, generating positive cash at the business unit level while further reducing our legacy liabilities. Finally, we were pleased to announce our second partnership with Hannon Armstrong that enables a highly capital efficient and flexible structure to finance our 200 MW of safe harbor inventory."

Third quarter fiscal year 2019 non-GAAP results exclude net adjustments that, in the aggregate, increased non-GAAP earnings by $25.7 million, including $23.9 million related to the cost of above-market polysilicon, $7.0 million related to stock-based compensation expense, $6.1 million related to business reorganization costs, $5.1 million related to loss on sale and impairment of residential lease assets, $4.3 million restructuring expense, $2.2 million related to business process improvement costs, $1.8 million related to amortization of intangible assets, $1.2 million related to construction revenue on solar services contracts, $1.0 million transaction-related costs, and $0.9 million related to tax effect, partially offset by $27.6 million related to mark-to-market gain on equity investment and $0.2 million related to legacy sale-leaseback transactions.

Financial Outlook
The company's fourth quarter 2019 GAAP and non-GAAP guidance is as follows: on a GAAP basis, revenue of $520 million to $720 million, gross margin of 11 percent to 12 percent and net loss of $28 million to $8 million. On a non-GAAP basis, the company expects revenue of $520 million to $720 million, gross margin of 16 percent to 19 percent, Adjusted EBITDA of $74 million to $94 million and MW deployed in the range of 445 MW to 645 MW.

The company's fiscal year 2019 GAAP and non-GAAP guidance is as follows: on a GAAP basis, revenue of $1.8 billion to $2.0 billion and a net loss of $20 million to $0 million. On a non-GAAP basis, revenue of $1.9 billion to $2.1 billion and operational expenses of less than $270 million. Gigawatts deployed is expected to be in the range of 2.1 GW to 2.3 GW in addition to the company's safe harbor program and capital expenditures of approximately $65 million. The company's fourth quarter and fiscal year 2019 guidance includes approximately $20 million in gross margin attributable to certain legacy power plant projects.

The company is maintaining its fiscal year 2019 Adjusted EBITDA guidance to the range of $100 million to $120 million.

The company will host a conference call for investors this afternoon to discuss its third quarter 2019 performance at 1:30 p.m. Pacific Time. The call will be webcast and can be accessed from SunPower's website at http://investors.sunpower.com/events.cfm.

This press release contains both GAAP and non-GAAP financial information. Non-GAAP figures are reconciled to the closest GAAP equivalent categories in the financial attachment of this press release. Please note that the company has posted supplemental information and slides related to its third quarter 2019 performance on the Events and Presentations section of SunPower's Investor Relations page at http://investors.sunpower.com/events.cfm.

About SunPower
As one of the world's most innovative and sustainable energy companies, SunPower Corporation (NASDAQ: SPWR) provides a diverse group of customers with complete solar solutions and services. Residential customers, businesses, governments, schools and utilities around the globe rely on SunPower's more than 30 years of proven experience. From the first flip of the switch, SunPower delivers maximum value and superb performance throughout the long life of every solar system. Headquartered in Silicon Valley, SunPower has dedicated, customer-focused employees in Africa, Asia, Australia, Europe, North and South America. For more information about how SunPower is changing the way our world is powered, visit www.sunpower.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding: (a) our plans and expectations regarding potential investment to expand Maxeon 5 production, including timing, certainty and impact; (b) our expectations and plans regarding market traction, growth, demand, and volume; (c) our plans and expectations for our products and planned products, including anticipated markets and demand, cost impacts, and impacts on our financial performance and our ability to meet our targets and goals; (d) our plans and expectations for initiatives to improve execution and performance in our commercial business, including timing and anticipated impact on financial performance; (e) our plans and expectations regarding manufacturing expansion, and production goals and ramps, including the timing of our ramp of Maxeon 5 and P-Series production expansion; (f) our plans and expectations for our safe harbor program and our joint venture with Hannon Armstrong; (g) the expected sale of certain legacy power plant projects, including timing and impact on financial statements; (h) our positioning for future success and profitability and long-term competitiveness, and our ability to achieve our financial and strategic goals; (i) our fourth quarter fiscal 2019 guidance, including GAAP revenue, gross margin, and net loss, as well as non-GAAP revenue, gross margin, Adjusted EBITDA, and MW deployed, and related assumptions; and (j) fiscal year 2019 guidance, including, GAAP and non-GAAP revenue, net loss, non-GAAP operational expenses, non-GAAP GW deployed, non- GAAP capital expenditures, and Adjusted EBITDA, and related assumptions.

These forward-looking statements are based on our current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: (1) challenges in executing transactions key to our strategic plans, including regulatory and other challenges that may arise; (2) the success of our ongoing research and development efforts and our ability to commercialize new products and services, including products and services developed through strategic partnerships; (3) competition in the solar and general energy industry and downward pressure on selling prices and wholesale energy pricing; (4) our liquidity, substantial indebtedness, and ability to obtain additional financing for our projects and customers; (5) changes in public policy, including the imposition and applicability of tariffs; (6) regulatory changes and the availability of economic incentives promoting use of solar energy; (7) fluctuations in our operating results; (8) appropriately sizing our manufacturing capacity and containing manufacturing and logistics difficulties that could arise; and (9) challenges managing our acquisitions, joint ventures and partnerships, including our ability to successfully manage acquired assets and supplier relationships. A detailed discussion of these factors and other risks that affect our business is included in filings we make with the Securities and Exchange Commission (SEC) from time to time, including our most recent reports on Form 10-K and Form 10-Q, particularly under the heading "Risk Factors." Copies of these filings are available online from the SEC or on the SEC Filings section of our Investor Relations website at investors.sunpower.com. All forward-looking statements in this press release are based on information currently available to us, and we assume no obligation to update these forward-looking statements in light of new information or future events.

©2019 SunPower Corporation. All rights reserved. SUNPOWER, the SUNPOWER logo, EQUINOX and HELIX are trademarks or registered trademarks of SunPower Corporation in the U.S. and other countries as well.


                                       
           
           SUNPOWER CORPORATION


                                   
             
          CONSOLIDATED BALANCE SHEETS


                                          
          
             (In thousands)


                                           
          
             (Unaudited)




                                               
         Sep. 29,                   
     Dec. 30,


                                                              2019                          2018




     
                Assets



     Current assets:


      Cash and cash
       equivalents                                        $188,983                      $309,407


      Restricted cash
       and cash
       equivalents,
       current
       portion                                              10,097                        41,762


      Restricted
       short-term
       marketable
       securities                                            6,033                             -


      Accounts
       receivable,
       net                                                 205,667                       175,605


      Contract assets                                       78,868                        58,994


      Inventories                                          388,508                       308,146


      Advances to
       suppliers,
       current
       portion                                              75,366                        37,878


      Project assets
       -plants and
       land, current
       portion                                              20,260                        10,796


      Prepaid
       expenses and
       other current
       assets                                              132,643                       131,183



      Total current
       assets                                            1,106,425                     1,073,771




      Restricted cash
       and cash
       equivalents,
       net of current
       portion                                              11,655                        12,594


      Restricted
       long-term
       marketable
       securities                                                -                        5,955


      Property, plant
       and equipment,
       net                                                 335,375                       839,871


      Operating lease
       right-of-use
       assets                                               46,283                             -


      Solar power
       systems leased
       and to be
       leased, net                                          55,444                        92,557


      Advances to
       suppliers, net
       of current
       portion                                              62,914                       133,694


      Long-term
       financing
       receivables,
       net - held
       for sale                                                  -                       19,592


      Other
       intangible
       assets, net                                           9,504                        12,582


      Other long-
       term assets                                         262,072                       162,033


      Total assets                                      $1,889,672                    $2,352,649

                                                                                            ===



                   Liabilities and Equity



     Current liabilities:


      Accounts
       payable                                            $440,267                      $325,550


      Accrued
       liabilities                                         194,367                       235,252


      Operating lease
       liabilities,
       current
       portion                                               8,644                             -


      Contract
       liabilities,
       current
       portion                                             118,644                       104,130


      Short-term
       debt                                                 80,297                        40,074


      Total current
       liabilities                                         842,219                       705,006




      Long-term debt                                        48,460                        40,528


      Convertible
       debt                                                819,783                       818,356


      Operating lease
       liabilities,
       net of current
       portion                                              44,807                             -


      Contract
       liabilities,
       net of current
       portion                                              67,930                        99,509


      Other long-
       term
       liabilities                                         226,729                       839,136


      Total
       liabilities                                       2,049,928                     2,502,535






     Equity:


      Preferred stock                                            -


      Common stock                                             143                           141


      Additional
       paid-in
       capital                                           2,483,815                     2,463,370


      Accumulated
       deficit                                         (2,455,119)                  (2,480,988)


      Accumulated
       other
       comprehensive
       loss                                                (3,791)                      (4,150)


      Treasury stock,
       at cost                                           (191,725)                    (187,069)



      Total
       stockholders'
       deficit                                           (166,677)                    (208,696)


      Noncontrolling
       interests in
       subsidiaries                                          6,421                        58,810


      Total deficit                                      (160,256)                    (149,886)



      Total
       liabilities
       and equity                                       $1,889,672                    $2,352,649

                                                                                            ===


                                                                                     
              
             SUNPOWER CORPORATION


                                                                             
              
             CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                             
              
             (In thousands, except per share data)


                                                                                          
           
                (Unaudited)




                                         
       
             THREE MONTHS ENDED                                            NINE MONTHS ENDED



                                           
       Sep. 29,                   
     Jun. 30,                                                    
     Sep. 30,             
     Sep. 29,              
     Sep. 30,


                                                              2019                          2019                                                          2018                    2019                     2018






     Revenue:


         SunPower Energy Services                         $277,688                      $211,726                                                      $263,576                $667,635                 $780,187


         SunPower Technologies                             333,896                       314,971                                                       289,630                 879,671                  791,754


      Intersegment eliminations                          (135,626)                     (90,416)                                                    (124,943)              (286,842)               (302,693)




     Total revenue                                        475,958                       436,281                                                       428,263               1,260,464                1,269,248



     Cost of revenue:


         SunPower Energy Services                          248,417                       189,262                                                       217,196                 608,757                  644,109


         SunPower Technologies                             315,293                       317,717                                                       307,527                 915,878                1,200,037


      Intersegment eliminations                          (136,003)                     (90,498)                                                    (106,337)              (294,937)               (285,388)




     Total cost of revenue                                427,707                       416,481                                                       418,386               1,229,698                1,558,758



     Gross profit (loss)                                   48,251                        19,800                                                         9,877                  30,766                (289,510)



     Operating expenses:


      Research and development                              16,101                        18,159                                                        15,898                  49,253                   66,225


      Sales, general and administrative                     64,734                        61,978                                                        76,069                 189,569                  206,272



     Restructuring charges                                  4,283                         2,453                                                         3,923                   6,071                   18,604


      Loss on sale and impairment of
       residential lease assets                             10,756                         8,301                                                        53,537                  28,283                  170,898


      Gain on business divestiture                                                    (137,286)                                                     (59,347)              (143,400)                (59,347)



      Total operating expenses (income)                     95,874                      (46,395)                                                       90,080                 129,776                  402,652




     Operating income (loss)                             (47,623)                       66,195                                                      (80,203)               (99,010)               (692,162)


      Other income (expense), net:



     Interest income                                        1,025                           566                                                         1,087                   2,443                    2,280



     Interest expense                                    (10,649)                     (16,424)                                                     (25,972)               (43,864)                (77,796)



     Other, net                                            45,184                        67,768                                                       (3,643)                146,025                   48,775


      Other income (expense), net                           35,560                        51,910                                                      (28,528)                104,604                 (26,741)



      Income (loss) before income taxes
       and equity in losses of
       unconsolidated investees                           (12,063)                      118,105                                                     (108,731)                  5,594                (718,903)


      Provision for income taxes                           (5,378)                      (6,068)                                                      (3,680)               (17,243)                 (9,389)


      Equity in losses of unconsolidated
       investees                                           (1,767)                      (1,963)                                                      (1,500)                (2,050)                (17,059)




     Net income (loss)                                   (19,208)                      110,074                                                     (113,911)               (13,699)               (745,351)


          Net loss attributable to
           noncontrolling interests and
           redeemable noncontrolling
           interests                                         4,191                        11,385                                                        24,085                  30,417                   92,434



      Net income (loss) attributable to
       stockholders                                      $(15,017)                     $121,459                                                     $(89,826)                $16,718               $(652,917)







      Basic net income (loss) per share
       attributable to stockholders                        $(0.11)                        $0.85                                                       $(0.64)                  $0.12                  $(4.64)


      Diluted net income (loss) per
       share attributable to
       stockholders                                        $(0.11)                        $0.75                                                       $(0.64)                  $0.12                  $(4.64)




      Basic weighted-average shares                        142,553                       142,471                                                       141,027                 142,248                  140,722


      Diluted weighted-average shares                      142,553                       166,837                                                       141,027                 144,736                  140,722


                                                                                                      
         
               SUNPOWER CORPORATION


                                                                                              
             
          CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                                         
        
                (In thousands)


                                                                                                          
        
                (Unaudited)




                                            
         
              THREE MONTHS ENDED                                              NINE MONTHS ENDED



                                              
         Sep. 29,                       
        Jun. 30,                                                         
         Sep. 30,                
        Sep. 29,                 
        Sep. 30,


                                                                   2019                                2019                                                                    2018                          2019                           2018





      Cash flows from operating
       activities:



     Net income (loss)                                       $(19,208)                           $110,074                                                              $(113,911)                    $(13,699)                    $(745,351)


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


      Depreciation and amortization                              15,298                              22,534                                                                  24,743                        62,022                        103,144



     Stock-based compensation                                    6,991                               6,270                                                                   6,390                        18,927                         20,087


      Non-cash interest expense                                   2,542                               2,510                                                                   3,871                         7,468                         12,133


      Non-cash restructuring charges                              3,528                               2,346                                                                                                5,874


      Dividend from equity method
       investee                                                                                                                                                                                                                        3,947


      Equity in losses of unconsolidated
       investees                                                  1,767                               1,963                                                                   1,501                         2,050                         17,059


      Mark-to-market (gain) loss on
       equity investment with readily
       determinable fair value                                 (28,538)                           (67,500)                                                                  6,225                     (129,038)                         6,225


      Gain on business divestiture                                                               (137,286)                                                               (59,347)                    (143,400)                      (59,347)


      Gain on sale of investments without
       readily determinable fair value                         (17,275)                                                                                                     (543)                     (17,275)                      (50,568)



     Deferred income taxes                                     (1,545)                                (4)                                                                  1,575                           500                          3,006


      Impairment of property, plant and
       equipment                                                                                       777                                                                                                  777                        369,168


      Loss on sale and impairment of
       residential lease assets                                  10,755                              16,728                                                                  53,537                        36,709                        170,898



     Gain on sale of assets                                   (21,383)                                                                                                                               (21,383)



     Other, net                                                                                                                                                          (3,294)                                                    (5,737)


      Changes in operating assets and
       liabilities:                                              10,995                            (39,473)                                                               (82,481)                     (75,694)                     (361,740)



     Accounts receivable                                         2,921                            (60,827)                                                               (15,057)                     (45,710)                      (19,090)



     Contract assets                                          (25,516)                              5,697                                                                 (2,639)                     (18,107)                      (38,014)



     Inventories                                              (45,989)                           (20,386)                                                               (27,942)                    (108,093)                     (103,791)



     Project assets                                            (3,040)                            (6,974)                                                               (20,226)                      (9,238)                       (9,140)


      Prepaid expenses and other assets                          16,967                            (27,212)                                                                  5,616                         1,482                         39,924


      Operating lease right-of-use
       assets                                                    14,999                            (11,383)                                                                                               6,219


      Long-term financing receivables,
       net - held for sale                                          481                                 657                                                                (42,775)                        (473)                     (151,931)



     Advances to suppliers                                       8,518                              11,719                                                                  14,059                        33,292                         29,181


      Accounts payable and other accrued
       liabilities                                               52,810                              40,018                                                                  10,387                        64,009                       (69,056)



     Contract liabilities                                        4,709                              17,996                                                                 (3,904)                        8,127                       (39,823)


      Operating lease liabilities                              (15,865)                             11,222                                                                                              (7,202)


      Net cash used in operating
       activities                                              (36,073)                           (81,061)                                                              (161,734)                    (266,162)                     (517,076)



      Cash flows from investing
       activities:


      Purchases of property, plant and
       equipment                                               (16,896)                           (11,656)                                                               (12,346)                     (35,100)                      (37,708)


      Cash paid for solar power systems,
       leased, net                                                                                                                                                       (16,971)                                                   (55,659)


      Cash paid for solar power systems                         (8,503)                           (15,723)                                                                  (904)                     (51,826)                       (4,340)


      Dividend from equity method
       investee                                                                                                                                                                                                                       12,952


      Proceeds from sale of investments                          42,957                                                                                                                                  42,957                        417,766


      Proceeds from sale of assets                               39,742                                 228                                                                                               39,970


      Proceeds from business divestiture,
       net of cash sold                                                                             30,814                                                                  13,257                        40,491                         13,257


      Cash outflow from the sale of
       residential lease portfolio                             (16,397)                                                                                                                               (16,397)


      Cash paid for investments in
       unconsolidated investees                                 (2,400)                           (10,000)                                                                                            (12,400)                      (14,061)


      Net cash provided by (used in)
       investing activities                                      38,503                             (6,337)                                                               (16,964)                        7,695                        332,207



      Cash flows from financing
       activities:


      Proceeds from bank loans and other
       debt                                                      87,823                              75,687                                                                  51,018                       231,489                        167,477


      Repayment of 0.75% debentures due
       2018, bank loans and other debt                         (84,035)                           (66,688)                                                               (56,702)                    (209,095)                     (476,229)


      Proceeds from issuance of non-
       recourse residential financing,
       net of issuance costs                                      6,528                              43,476                                                                 120,099                        72,259                        187,208


      Repayment of non-recourse
       residential financing                                    (1,803)                            (1,156)                                                                (5,032)                      (2,959)                      (14,931)


      Contributions from noncontrolling
       interests and redeemable
       noncontrolling interests
       attributable to residential
       projects                                                   1,842                               8,590                                                                  34,388                        31,413                        107,678


      Distributions to noncontrolling
       interests and redeemable
       noncontrolling interests
       attributable to residential
       projects                                                                                      (316)                                                                (6,594)                        (316)                      (19,176)


      Proceeds from issuance of non-
       recourse power plant and
       commercial financing, net of
       issuance costs                                                                                                                                                      27,980                                                      50,266


      Repayment of non-recourse power
       plant and commercial financing                                                                                                                                       (221)                                                    (4,899)


      Payment for prior business
       combination                                                                                 (9,000)                                                                                             (9,000)


      Settlement of contingent
       consideration arrangement                                                                                                                                                                       (2,448)


      Purchases of stock for tax
       withholding obligations on vested
       restricted stock                                           (292)                              (493)                                                                  (349)                      (4,657)                       (5,249)


      Net cash provided by (used in)
       financing activities                                      10,063                              50,100                                                                 164,587                       106,686                        (7,855)



      Effect of exchange rate changes on
       cash, cash equivalents, restricted
       cash and restricted cash
       equivalents                                              (1,510)                                147                                                                   1,896                       (1,247)                           772



      Net increase (decrease) in cash,
       cash equivalents, restricted cash
       and restricted cash equivalents                           10,983                            (37,151)                                                               (12,215)                    (153,028)                     (191,952)


      Cash, cash equivalents, restricted
       cash and restricted cash
       equivalents, beginning of period                         199,752                             236,903                                                                 364,600                       363,763                        544,337



      Cash, cash equivalents, restricted
       cash and restricted cash
       equivalents, end of period                              $210,735                            $199,752                                                                $352,385                      $210,735                       $352,385






     Non-cash transactions:


      Costs of solar power systems,
       leased, sourced from existing
       inventory                          
         $                     -         
        $                   -                                                                 $8,769    
        $                   -                       $30,409


      Costs of solar power systems,
       leased, funded by liabilities      
         $                     -         
        $                   -                                                                 $4,903    
        $                   -                        $4,903


      Costs of solar power systems
       sourced from existing inventory                           $8,033                              $4,767                                            
         $                    -                      $29,206   
        $                     -


      Costs of solar power systems funded
       by liabilities                                            $3,604                              $4,529                                            
         $                    -                       $3,604   
        $                     -


      Costs of solar power systems under
       sale-leaseback financing
       arrangements, sourced from project
       assets                             
         $                     -         
        $                   -                                                                $14,628    
        $                   -                       $30,208


      Property, plant and equipment
       acquisitions funded by liabilities                       $11,911                             $22,560                                                                 $11,453                       $11,911                        $11,453


      Contractual obligations satisfied
       with inventory                     
         $                     -         
        $                   -                                                                 $8,035    
        $                   -                       $48,916


      Accounts receivable due to business
       divestiture                        
         $                     -         
        $                   -                                                                $10,000    
        $                   -                       $10,000


      Acquisition of noncontrolling
       interests funded by Mezzanine Loan
       proceeds                           
         $                     -         
        $                   -                                                                $12,400    
        $                   -                       $12,400


      Accounts reivable due to disposal
       of shares in joint venture         
         $                     -         
        $                   -                                                                 $4,635    
        $                   -                        $4,635


      Stock consideration received due to
       business divestiture               
         $                     -         
        $                   -                                                                $42,600    
        $                   -                       $42,600


      Assumption of debt by buyer upon
       sale of equity interest            
         $                     -         
        $                   -                                           
         $                    -   
        $                   -                       $27,321


      Assumption of debt by buyer in
       connection with sale of
       residential lease assets                                 $69,076          
        $                   -                                           
         $                    -                      $69,076   
        $                     -


      Receivables in connection with sale
       of residential lease portfolio                            $8,043          
        $                   -                                           
         $                    -                       $8,043   
        $                     -


      Right-of-use assets obtained in
       exchange for lease obligations                            $8,939                             $13,280                                            
         $                    -                     $103,744   
        $                     -


      Derecognition of financing
       obligations upon business
       divestiture                        
         $                     -                           $590,884                                            
         $                    -                     $590,884   
        $                     -


      Holdback related to business
       divestiture                        
         $                     -                             $2,425                                            
         $                    -                       $2,425   
        $                     -


      Holdback related to sale of assets                        $18,300          
        $                   -                                           
         $                    -                      $18,300   
        $                     -


      Aged supplier financing balances
       reclassified from AP to short-
       term debt                                                $22,852          
        $                   -                                           
         $                    -                      $22,852   
        $                     -

Use of Non-GAAP Financial Measures

To supplement its consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), the company uses non-GAAP measures that are adjusted for certain items from the most directly comparable GAAP measures. The specific non-GAAP measures listed below are: revenue; gross margin; net loss; net loss per diluted share; and adjusted earnings before interest, taxes, depreciation and amortization ("Adjusted EBITDA"). Management believes that each of these non-GAAP measures are useful to investors, enabling them to better assess changes in each of these key elements of the company's results of operations across different reporting periods on a consistent basis, independent of certain items as described below. Thus, each of these non-GAAP financial measures provide investors with another method to assess the company's operating results in a manner that is focused on its ongoing, core operating performance, absent the effects of these items. Management uses these non-GAAP measures internally to assess the business, its financial performance, current and historical results, as well as for strategic decision-making and forecasting future results. Many of the analysts covering the company also use these non-GAAP measures in their analysis. Given management's use of these non-GAAP measures, the company believes these measures are important to investors in understanding the company's operating results as seen through the eyes of management. These non-GAAP measures are not prepared in accordance with GAAP or intended to be a replacement for GAAP financial data; and therefore, should be reviewed together with the GAAP measures and are not intended to serve as a substitute for results under GAAP, and may be different from non-GAAP measures used by other companies.

Non-GAAP revenue includes adjustments relating to 8point3, legacy utility and power plant projects, legacy sale-leaseback transactions and construction services for residential customer contracts, each of which is described below. In addition to the above adjustments, non-GAAP gross margin includes adjustments relating to impairment and sale of residential lease assets, impairment of property, plant, and equipment, cost of above-market polysilicon, stock-based compensation, amortization of intangible assets, and depreciation of idle equipment, each of which is described below. In addition to the above adjustments, non-GAAP net loss and non-GAAP net loss per diluted share are adjusted for adjustments relating to gain on business divestiture, transaction-related costs, business reorganization costs, non-cash interest expense, restructuring expense, the tax effect of these non-GAAP adjustments, and other items, each of which is described below. In addition to the above adjustments as non-GAAP net loss, Adjusted EBITDA includes adjustments relating to cash interest expense (net of interest income), provision for income taxes, and depreciation.

Non-GAAP Adjustments Based on International Financial Reporting Standards ("IFRS")

The company's non-GAAP results include adjustments under IFRS that are consistent with the adjustments made in connection with the company's internal reporting process as part of its status as a consolidated subsidiary of Total S.A., our controlling shareholder and a foreign public registrant that reports under IFRS. Differences between GAAP and IFRS reflected in the company's non-GAAP results are further described below. In these situations, management believes that IFRS enables investors to better evaluate the company's performance, and assists in aligning the perspectives of the management with those of Total S.A.

    --  8point3: The company includes adjustments related to the sales of
        projects contributed to 8point3 Group, an equity method investee
        ("8point3") based on the difference between the fair market value of the
        consideration received and the net carrying value of the projects
        contributed, of which, a portion is deferred in proportion to the
        company's retained equity stake in 8point3. The deferred profit is
        subsequently recognized over time. Under GAAP, these sales are
        recognized under either real estate, lease, or consolidation accounting
        guidance depending upon the nature of the individual asset contributed,
        with outcomes ranging from no, partial, or full profit recognition. IFRS
        profit, less deferrals associated with retained equity, is recognized
        for sales related to the residential lease portfolio. Revenue for other
        projects sold is deferred until those projects reach commercial
        operation. On June 19, 2018, the company sold its equity interest in the
        8point3 Group.
    --  Legacy utility and power plant projects: The company included
        adjustments related to the revenue recognition of certain utility and
        power plant projects based on percentage-of-completion accounting and,
        when relevant, the allocation of revenue and margin to our project
        development efforts at the time of initial project sale. Under IFRS,
        such projects are accounted for when the customer obtains control of the
        promised goods or services which generally results in earlier
        recognition of revenue and profit than U.S. GAAP. Over the life of each
        project, cumulative revenue and gross margin will eventually be
        equivalent under both GAAP and IFRS; however, revenue and gross margin
        will generally be recognized earlier under IFRS.
    --  Legacy sale-leaseback transactions: The company included adjustments
        related to the revenue recognition on certain legacy sale-leaseback
        transactions entered into before December 31, 2018, based on the net
        proceeds received from the buyer-lessor. Under U.S. GAAP, these
        transactions were accounted for under the financing method in accordance
        with the applicable accounting guidance. Under such guidance, no revenue
        or profit is recognized at the inception of the transaction, and the net
        proceeds from the buyer-lessor are recorded as a financing liability.
        Imputed interest is recorded on the liability equal to our incremental
        borrowing rate adjusted solely to prevent negative amortization. Under
        IFRS, such revenue and profit is recognized at the time of sale to the
        buyer-lessor if certain criteria are met. Upon adoption of IFRS 16,
        Leases, on December 31, 2018, IFRS is aligned with GAAP.
    --  Mark-to-market (gain) loss in equity investments: The company recognizes
        adjustments related to the fair value of equity investments with readily
        determinable fair value based on the changes in the stock price of these
        equity investments at every reporting period. Under GAAP, mark-to-market
        gains and losses due to changes in stock prices for these securities are
        recorded in earnings while under IFRS, an election can be made to
        recognize such gains and losses in other comprehensive income. Such an
        election was made by Total S.A. Further, we elected the Fair Value
        Option ("FVO") for some of our equity method investments, and we adjust
        the carrying value of those investments based on their fair market value
        calculated periodically. Such option is not available under IFRS, and
        equity method accounting is required for such investments. Management
        believes that excluding these adjustments on equity investments is
        consistent with our internal reporting process as part of its status as
        a consolidated subsidiary of Total S.A. and better reflects our ongoing
        results.

Other Non-GAAP Adjustments

    --  Business process improvement costs: During prior quarter ended June 30,
        2019, the company initiated a project to improve its manufacturing and
        related processes to improve gross margin in coming years and engaged
        third party experts to consult on business process improvements.
        Management believes it is appropriate to exclude these consulting
        expenses from our Non-GAAP financial measures as they are non-recurring
        in nature, and are not reflective of the company's ongoing operating
        results
    --  Loss (gain) on sale and impairment of residential lease assets: In the
        fourth quarter of fiscal 2017, the company made the decision to sell or
        refinance its interest in the residential lease portfolio and as a
        result of this triggering event, determined it was necessary to evaluate
        the potential for impairment in its ability to recover the carrying
        amount of the residential lease portfolio. In accordance with such
        evaluation, the company recognized a non-cash impairment charge on its
        solar power systems leased and to be leased and an allowance for losses
        related financing receivables. In connection with the impairment loss,
        the carrying values of the company's solar power systems leased and to
        be leased were reduced which resulted in lower depreciation charges. In
        the fourth quarter of fiscal 2018, the company sold membership units
        representing a 49% membership interest in its residential lease business
        and retained a 51% membership interest. The loss on divestment and the
        remaining unsold residential lease assets impairment with its
        corresponding depreciation savings are excluded from the company's
        non-GAAP results as they are non-cash in nature and not reflective of
        ongoing operating results. Additionally, in the third quarter of fiscal
        2019, in continuation with our intention to deconsolidate all the
        residential lease assets owned by us, we sold the remainder of
        residential lease assets still owned by us, that were not previously
        sold. Such activity is excluded from the company's non-GAAP financial
        measures as it is non-cash in nature and not reflective of ongoing
        non-GAAP results.
    --  Impairment of property, plant, and equipment: In the second quarter of
        fiscal 2018, the company announced its proposed plan to change the
        corporate structure into the Upstream business unit and Downstream
        business unit, and long-term strategy to replace IBC technology to NGT.
        Accordingly, the company expects to upgrade the equipment associated
        with our manufacturing operations for the production of NGT over the
        next several years. In connection with these events, the company
        determined indicators of impairment existed and therefore performed an
        evaluation of the recoverability of the asset group. In accordance with
        such evaluation, the company recognized a non-cash impairment charge on
        its property, plant and equipment. Such asset impairment is excluded
        from the company's non-GAAP financial measures as it is non-cash in
        nature and not reflective of ongoing segment results.
    --  Construction revenue on solar services contracts: Upon adoption of the
        new lease accounting guidance ("ASC 842") in the first quarter of fiscal
        2019, revenue and cost of revenue on solar services contracts with
        residential customers are recognized ratably over the term of those
        contracts, once the projects are placed in service. For non-GAAP
        results, the company recognizes revenue and cost of revenue upfront
        based on the expected cash proceeds to align with the legacy lease
        accounting guidance. Management believes it is appropriate to recognize
        revenue and cost of revenue upfront based on total expected cash
        proceeds, as it better reflects the company's ongoing results as such
        method aligns revenue and costs incurred most accurately in the same
        period.
    --  Cost of above-market polysilicon: The company has entered into multiple
        long-term, fixed-price supply agreements to purchase polysilicon for
        periods of up to 10 years. The prices in select legacy supply
        agreements, which incorporate a cash portion and a non-cash portion
        attributable to the amortization of prepayments made under the
        agreements, significantly exceed current market prices. Additionally, in
        order to reduce inventory and improve working capital, the company has
        periodically elected to sell polysilicon inventory in the marketplace at
        prices below the company's purchase price, thereby incurring a loss.
        Management believes that it is appropriate to exclude the impact of its
        above-market cost of polysilicon, including the effect of above-market
        polysilicon on product costs, losses incurred on sales of polysilicon to
        third parties, and inventory reserves and project asset impairments from
        the company's non-GAAP financial measures as they are not reflective of
        ongoing operating results and do not contribute to a meaningful
        evaluation of a company's past operating performance.
    --  Stock-based compensation: Stock-based compensation relates primarily to
        the company's equity incentive awards. Stock-based compensation is a
        non-cash expense that is dependent on market forces that are difficult
        to predict. Management believes that this adjustment for stock-based
        compensation provides investors with a basis to measure the company's
        core performance, including compared with the performance of other
        companies, without the period-to-period variability created by
        stock-based compensation.
    --  Amortization of intangible assets: The company incurs amortization of
        intangible assets as a result of acquisitions, which includes patents,
        purchased technology, project pipeline assets, and in-process research
        and development. Management believes that it is appropriate to exclude
        these amortization charges from the company's non-GAAP financial
        measures as they arise from prior acquisitions, are not reflective of
        ongoing operating results, and do not contribute to a meaningful
        evaluation of a company's past operating performance.
    --  Depreciation of idle equipment: In the fourth quarter of 2017, the
        company changed the deployment plan for its next generation of solar
        cell technology, and revised its depreciation estimates to reflect the
        use of certain assets over its shortened useful life. Such asset
        depreciation is excluded from the company's non-GAAP financial measures
        as it is non-cash in nature and not reflective of ongoing operating
        results. Excluding this data provides investors with a basis to compare
        the company's performance against the performance of other companies
        without such charges.
    --  Gain on business divestiture: In the second quarter of fiscal 2019, the
        company entered into a transaction pursuant to which it sold membership
        interest in certain of its subsidiaries that own leasehold interests in
        projects subject to sale-leaseback financing arrangements. In connection
        with this sale, the company recognized a gain relating to this business
        divestiture. In the third quarter of fiscal 2018, the company entered
        into a transaction pursuant to which the company sold certain assets and
        intellectual property related to the production of microinverters for
        purchase consideration comprised of both cash and stock. In connection
        with this sale, the company recognized a gain relating to this business
        divestiture. Management believes that it is appropriate to exclude both
        of these gains from the company's non-GAAP results as it is not
        reflective of ongoing operating results.
    --  Transaction-related costs: In connection with material transactions such
        as acquisition or divestiture of a business, the company incurred
        transaction costs including legal and accounting fees. Management
        believes that it is appropriate to exclude these costs from the
        company's non-GAAP financial measures as they would not have otherwise
        been incurred as part of its business operations and are therefore not
        reflective of ongoing operating results.
    --  Business reorganization costs: In connection with the reorganization of
        our business into an upstream and downstream business unit structure,
        the company incurred and expects to continue incurring expenses in the
        upcoming quarters associated with reorganization of corporate functions
        and responsibilities to the business units, updating accounting policies
        and processes and implementing systems. The company also incurred and
        expects to incur costs in financing its Next Generation Technology
        ("NGT") business. The company believes that it is appropriate to exclude
        these from our segment results as they would not have otherwise been
        incurred as part of its business operations and are therefore not
        reflective of ongoing operating results.
    --  Non-cash interest expense: The company incurs non-cash interest expense
        related to the amortization of items such as original issuance discounts
        on its debt. The company excludes non-cash interest expense because the
        expense does not reflect its financial results in the period incurred.
        Management believes that this adjustment for non-cash interest expense
        provides investors with a basis to evaluate the company's performance,
        including compared with the performance of other companies, without
        non-cash interest expense.
    --  Restructuring expenses: The company incurs restructuring expenses
        related to reorganization plans aimed towards realigning resources
        consistent with the company's global strategy and improving its overall
        operating efficiency and cost structure. Restructuring charges are
        excluded from non-GAAP financial measures because they are not
        considered core operating activities and such costs have historically
        occurred infrequently. Although the company has engaged in restructuring
        activities in the past, each has been a discrete event based on a unique
        set of business objectives. As such, management believes that it is
        appropriate to exclude restructuring charges from the company's non-GAAP
        financial measures as they are not reflective of ongoing operating
        results or contribute to a meaningful evaluation of a company's past
        operating performance.
    --  Tax effect: This amount is used to present each of the adjustments
        described above on an after-tax basis in connection with the
        presentation of non-GAAP net income (loss) and non-GAAP net income
        (loss) per diluted share. The company's non-GAAP tax amount is based on
        estimated cash tax expense and reserves. The company forecasts its
        annual cash tax liability and allocates the tax to each quarter in a
        manner generally consistent with its GAAP methodology. This approach is
        designed to enhance investors' ability to understand the impact of the
        company's tax expense on its current operations, provide improved
        modeling accuracy, and substantially reduce fluctuations caused by GAAP
        to non-GAAP adjustments, which may not reflect actual cash tax expense.
    --  Adjusted EBITDA adjustments: When calculating Adjusted EBITDA, in
        addition to adjustments described above, the company excludes the impact
        of the following items during the period:
    --  Cash interest expense, net of interest income
    --  Provision for income taxes
    --  Depreciation

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


                                                                                                                                                                          
              
                SUNPOWER CORPORATION


                                                                                                                                                         
              
                RECONCILIATIONS OF GAAP MEASURES TO NON-GAAP MEASURES


                                                                                                                                                         
              
                (In thousands, except percentages and per share data)


                                                                                                                                                                              
              
                (Unaudited)





     
                Adjustments to Revenue:


                                                                                              
              
                THREE MONTHS ENDED                                                                                        NINE MONTHS ENDED



                                                                                          
              Sep. 29,                                                            
              Jun. 30,                                                                      
              Sep. 30,                                       
              Sep. 29,                                      
     Sep. 30,


                                                                                                                     2019                                                                           2019                                                                                      2018                                                        2019                                          2018




     GAAP revenue                                                                                               $475,958                                                                       $436,281                                                                                  $428,263                                                  $1,260,464                                    $1,269,248



     Adjustments based on IFRS:



     8point3                                                                                                                                                                                                                                                                                                                                                                                    (8,588)



     Legacy utility and power plant projects                                                                        (65)                                                                          (23)                                                                                    (361)                                                      (259)                                      (3,454)



     Legacy sale-leaseback transactions                                                                                                                                                                                                                                                  15,529                                                                                                   32,327



     Other adjustments:



     Construction revenue on solar services contracts                                                             15,790                                                                         45,614                                                                                                                                              124,909



     Non-GAAP revenue                                                                                           $491,683                                                                       $481,872                                                                                  $443,431                                                  $1,385,114                                    $1,289,533





                   Adjustments to Gross Profit (Loss) /Margin:


                                                                                              
              
                THREE MONTHS ENDED                                                                                        NINE MONTHS ENDED



                                                                                          
              Sep. 29,                                                            
              Jun. 30,                                                                      
              Sep. 30,                                       
              Sep. 29,                                      
     Sep. 30,


                                                                                                                     2019                                                                           2019                                                                                      2018                                                        2019                                          2018




     GAAP gross profit (loss)                                                                                    $48,251                                                                        $19,800                                                                                    $9,877                                                     $30,766                                    $(289,510)



     Adjustments based on IFRS:



     8point3                                                                                                                                                                                                                                                                                                                                                                                    (8,337)



     Legacy utility and power plant projects                                                                         (7)                                                                           884                                                                                       162                                                         993                                         (675)



     Legacy sale-leaseback transactions                                                                            (181)                                                                       (3,684)                                                                                  (2,492)                                                    (4,688)                                      (5,890)



     Other adjustments:



     Business process improvement costs                                                                            2,279                                                                                                                                                                                                                              2,279


      Loss on sale and impairment of residential lease assets                                                       (511)                                                                         (632)                                                                                  (4,679)                                                    (1,268)                                     (12,683)



     Construction revenue on solar service contracts                                                               1,160                                                                          5,506                                                                                                                                               18,052



     Impairment of property, plant and equipment                                                                                                                                                                                                                                                                                                                                                355,106



     Cost of above-market polysilicon                                                                             23,878                                                                         25,950                                                                                    14,628                                                      99,256                                        49,997



     Stock-based compensation expense                                                                              1,522                                                                          1,133                                                                                     1,239                                                       2,823                                         3,760



     Amortization of intangible assets                                                                             1,783                                                                          1,783                                                                                     2,142                                                       5,352                                         7,077



     Depreciation of idle equipment                                                                                                                                                                                                                                                                                                                                                                 721



     Non-GAAP gross profit                                                                                       $78,174                                                                        $50,740                                                                                   $20,877                                                    $153,565                                       $99,566






     GAAP gross margin (%)                                                                                        10.1%                                                                          4.5%                                                                                     2.3%                                                       2.4%                                       -22.8%



     Non-GAAP gross margin (%)                                                                                    15.9%                                                                         10.5%                                                                                     4.7%                                                      11.1%                                         7.7%





     
                Adjustments to Net income (loss):


                                                                                              
              
                THREE MONTHS ENDED                                                                                        NINE MONTHS ENDED



                                                                                          
              Sep. 29,                                                            
              Jun. 30,                                                                      
              Sep. 30,                                       
              Sep. 29,                                      
     Sep. 30,


                                                                                                                     2019                                                                           2019                                                                                      2018                                                        2019                                          2018




     GAAP net income (loss) attributable to stockholders                                                       $(15,017)                                                                      $121,459                                                                                 $(89,826)                                                    $16,718                                    $(652,917)



     Adjustments based on IFRS:



     8point3                                                                                                                                                                                                                                                                                                                                                                                    (8,485)



     Legacy utility and power plant projects                                                                         (7)                                                                           884                                                                                       162                                                         993                                         (675)



     Legacy sale-leaseback transactions                                                                            (181)                                                                         1,025                                                                                     2,258                                                       5,755                                         7,818



     Mark-to-market (gain) loss on equity investments                                                           (27,595)                                                                      (67,500)                                                                                    6,225                                                   (128,095)                                        6,225



     Other adjustments:



          Business process improvements                                                                            2,279                                                                                                                                                                                                                              2,279


      Loss on sale and impairment of residential lease assets                                                       5,135                                                                         15,554                                                                                    50,735                                                      29,002                                       146,234



     Construction revenue on solar services contracts                                                              1,160                                                                        (6,398)                                                                                                                                             (8,978)



     Impairment of property, plant and equipment                                                                                                                                                                                                                                                                                                                                                369,168



     Cost of above-market polysilicon                                                                             23,878                                                                         25,950                                                                                    14,628                                                      99,256                                        49,997



     Stock-based compensation expense                                                                              6,992                                                                          6,270                                                                                     6,390                                                      18,928                                        21,791



     Amortization of intangible assets                                                                             1,783                                                                          1,783                                                                                     2,142                                                       5,352                                         7,077



     Depreciation of idle equipment                                                                                                                                                                                                                                                                                                                                                                 721



     Gain on business divestiture                                                                                                                                                            (137,286)                                                                                 (59,347)                                                  (143,400)                                     (59,347)



     Transaction-related costs                                                                                       976                                                                          1,173                                                                                    20,869                                                       3,571                                        20,869



     Business reorganization costs                                                                                 6,066                                                                          4,156                                                                                                                                               12,871



     Non-cash interest expense                                                                                        10                                                                             10                                                                                        13                                                          30                                            58



     Restructuring charges                                                                                         4,283                                                                          2,453                                                                                     3,923                                                       6,071                                        18,604



     Tax effect                                                                                                      880                                                                          (669)                                                                                      906                                                       1,729                                         1,808



     Non-GAAP net loss attributable to stockholders                                                              $10,642                                                                      $(31,136)                                                                                $(40,922)                                                  $(77,918)                                    $(71,054)







                   Adjustments to Net income (loss) per diluted share:


                                                                                              
              
                THREE MONTHS ENDED                                                                                        NINE MONTHS ENDED



                                                                                          
              Sep. 29,                                                            
              Jun. 30,                                                                      
              Sep. 30,                                       
              Sep. 29,                                      
     Sep. 30,


                                                                                                                     2019                                                                           2019                                                                                      2018                                                        2019                                          2018




     Net income (loss) per diluted share



     Numerator:


      GAAP net income (loss) available to common stockholders                                                   $(15,017)                                                                      $121,459                                                                                 $(89,826)                                                    $16,718                                    $(652,917)


           Add: Interest expense on 4.00% debenture due 2023, net of tax                                                                                                                          3,358



           Add: Interest expense on 0.875%% debenture due 2021, net of tax                                                                                                                          691




                GAAP net income (loss) available to common stockholders                                         $(15,017)                                                                      $125,508                                                                                 $(89,826)                                                    $16,718                                    $(652,917)




      Non-GAAP net income (loss) available to common stockholders                                                 $10,642                                                                      $(31,136)                                                                                $(40,922)                                                  $(77,918)                                    $(71,054)






     Denominator:



     GAAP weighted-average shares                                                                                142,553                                                                        142,471                                                                                   141,027                                                     142,248                                       140,722



     Effect of dilutive securities:



     Restricted stock units                                                                                                                                                                      2,241                                                                                                                                                2,488



     0.875% debentures due 2021                                                                                                                                                                 13,922



     4.00% debentures due 2023                                                                                                                                                                   8,203



     GAAP dilutive weighted-average common shares:                                                               142,553                                                                        166,837                                                                                   141,027                                                     144,736                                       140,722





     Non-GAAP weighted-average shares                                                                            142,533                                                                        142,471                                                                                   141,027                                                     142,248                                       140,722



     Effect of dilutive securities:



        Restricted stock units                                                                                     4,826



     Non-GAAP weighted-average shares(1)                                                                         147,379                                                                        142,471                                                                                   141,027                                                     142,248                                       140,722






     GAAP net income (loss) per diluted share                                                                    $(0.11)                                                                         $0.75                                                                                   $(0.64)                                                      $0.12                                       $(4.64)




     Non-GAAP net income (loss) per diluted share                                                                  $0.07                                                                        $(0.22)                                                                                  $(0.29)                                                    $(0.55)                                      $(0.50)





                   (1)In accordance with the if-converted method, net income (loss) available to common stockholders excludes interest expense related to the 0.75%, 0.875%, and 4.0% debentures if the debentures are considered converted in the calculation of net income (loss) per diluted share. If the conversion option for a debenture is not in the money for the relevant
                    period, the potential conversion of the debenture under the if-converted method is excluded from the calculation of non-GAAP net income (loss) per diluted share.





     
                Adjusted EBITDA:


                                                                                              
              
                THREE MONTHS ENDED                                                                                        NINE MONTHS ENDED



                                                                                          
              Sep. 29,                                                            
              Jun. 30,                                                                      
              Sep. 30,                                       
              Sep. 29,                                      
     Sep. 30,


                                                                                                                     2019                                                                           2019                                                                                      2018                                                        2019                                          2018




     GAAP net income (loss) attributable to stockholders                                                       $(15,017)                                                                      $121,459                                                                                 $(89,826)                                                    $16,718                                    $(652,917)



     Adjustments based on IFRS:



     8point3                                                                                                                                                                                                                                                                                                                                                                                    (8,485)



     Legacy utility and power plant projects                                                                         (7)                                                                           884                                                                                       162                                                         993                                         (675)



     Legacy sale-leaseback transactions                                                                            (181)                                                                         1,025                                                                                     2,258                                                       5,755                                         7,818



     Mark-to-market (gain) loss on equity investments                                                           (27,595)                                                                      (67,500)                                                                                    6,225                                                   (128,095)                                        6,225



     Other adjustments:



          Business process improvement costs                                                                       2,279                                                                                                                                                                                                                              2,279


      Loss on sale and impairment of residential lease assets                                                       5,135                                                                         15,554                                                                                    50,735                                                      29,002                                       146,234



     Construction revenue on solar services contracts                                                              1,160                                                                        (6,398)                                                                                                                                             (8,978)



     Impairment of property, plant and equipment                                                                                                                                                                                                                                                                                                                                                369,168



     Cost of above-market polysilicon                                                                             23,878                                                                         25,950                                                                                    14,628                                                      99,256                                        49,997



     Stock-based compensation expense                                                                              6,992                                                                          6,270                                                                                     6,390                                                      18,928                                        21,791



     Amortization of intangible assets                                                                             1,783                                                                          1,783                                                                                     2,142                                                       5,352                                         7,077



     Depreciation of idle equipment                                                                                                                                                                                                                                                                                                                                                                 721



     Gain on business divestiture                                                                                                                                                            (137,286)                                                                                 (59,347)                                                  (143,400)                                     (59,347)



     Transaction-related costs                                                                                       976                                                                          1,173                                                                                    20,869                                                       3,571                                        20,869



     Business reorganization costs                                                                                 6,066                                                                          4,156                                                                                                                                               12,871



     Non-cash interest expense                                                                                        10                                                                             10                                                                                        13                                                          30                                            58



     Restructuring charges                                                                                         4,283                                                                          2,453                                                                                     3,923                                                       6,071                                        18,604



     Cash interest expense, net of interest income                                                                 9,624                                                                         11,148                                                                                    20,136                                                      30,978                                        61,810



     Provision for income taxes                                                                                    5,378                                                                          6,068                                                                                     3,680                                                      17,243                                         9,389



     Depreciation                                                                                                 17,205                                                                         21,286                                                                                    24,754                                                      57,672                                        99,313



     Adjusted EBITDA                                                                                             $41,969                                                                         $8,035                                                                                    $6,742                                                     $26,246                                       $97,650

Q4 2019 and FY 2019 GUIDANCE


                (in
                 thousands
                 except
                 percentages)                 Q4 2019 
         
                FY 2019


      Revenue
      (GAAP)                   
        $520,000-$720,000 
         $1,800,000-$2,000,000


      Revenue
      (non-
      GAAP)(1)                 
        $520,000-$720,000 
         $1,900,000-$2,100,000


      Gross
      margin
      (GAAP)                                11% - 12%                        N/A


      Gross
      margin
      (non-
      GAAP)(2)                              16% - 19%                        N/A


     Net
      income
      (loss)
      (GAAP)                  
        $(28,000)-$(8,000)     
              $(20,000)-$0


      Adjusted
      EBITDA(3)                  
        $74,000-$94,000   
           $100,000-$120,000
    1. Estimated non-GAAP amounts above for fiscal 2019 include net adjustments
       that increase revenue by approximately $125 million, related to
       construction revenue on solar services contracts.
    2. Estimated non-GAAP amounts above for Q4 2019 include net adjustments that
       increase gross margin by approximately $40 million related to cost of
       above-market polysilicon, $2 million related to stock-based compensation
       expense, and $2 million related to amortization of intangible assets.
    3. Estimated Adjusted EBITDA amounts above for Q4 2019 include net
       adjustments that  decrease (increase) net income by approximately $40
       million related to cost of above-market polysilicon, $15 million related
       to depreciation, $10 million related to interest expense, $10 million
       related to stock-based compensation expense, $9 million related to
       restructuring, $5 million related to income taxes, $11 million related to
       business reorganization costs, $2 million related to amortization of
       intangible assets. Estimated non-GAAP amounts above for fiscal 2019
       include net adjustments that decrease (increase) net loss by
       approximately $139 million related to cost of above-market polysilicon,
       $73 million related to depreciation, $40 million related to interest
       expense, $29 million related to impairment of lease assets, $29 million
       related to stock-based compensation expense, $24 million related to
       business reorganization costs, $22 million related to income taxes, $15
       million related to restructuring, $7 million related to amortization of
       intangible assets, $6 million on sale-leaseback, $4 million related to
       transaction-related costs, $3 million related to business process
       improvement costs, $(143) million related to the gain on business
       divestiture, $(128) million related to mark-to-market gain on equity
       investments, and $(9) million related to construction revenue on solar
       services contracts.


                                                                                                                    
              
                SUNPOWER CORPORATION


                                                                                                               
            
                (In thousands, except percentages)


                                                                                                                     
              
                THREE MONTHS ENDED




                                                                                                                
            
                September 29, 2019

                                                                                                                                                                                                                                                                                ---

                                
               Revenue                                       
       Gross profit / margin                                                                                  
     Operating expenses



                            
         SunPower Energy            
              SunPower            
             Intersegment                                                SunPower Energy Services              
              SunPower Technologies                               
              Intersegment                        
               Research and   
               Sales, general                 
             Restructuring                               
              Loss on sale and        
              
                 Other income        
             Benefit from        
               Equity in    
          Loss attributable to     
              Net income (loss)
                                Services                        Technologies                    eliminations                                                                                                                                                               eliminations                                     development                     and                                   charges                                               impairment of                           (expense), net                       income taxes                   earnings of             non-controlling                   attributable to
                                                                                                                                                                                                                                                                                                                                                      administrative                                                                                  residential lease                                                                                            unconsolidated              interests                        stockholders
                                                                                                                                                                                                                                                                                                                                                                                                                                                            assets                                                                                                   investees



                   GAAP                             $277,688                     $333,896                            $(135,626)                                                              $29,271                     10.5%                              $18,603                            5.6%       $377                                                                                                                                                                                                                                                                                                                                             $(15,017)


      Adjustments based on
       IFRS:


      Legacy utility and
       power plant projects                                                         (65)                                                                                                       (7)                                                                                                                                                                                                                                                                                                                                                                                                                                                          (7)


      Legacy sale-
       leaseback
       transactions                                                                                                                                                                          (181)                                                                                                                                                                                                                                                                                                                                                                                                                                                        (181)


      Mark-to-market gain
       on equity
       investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          (28,548)                                                    953                                                             (27,595)


      Other adjustments:


      Business process
       improvement costs                                                                                                                                                                                                                                   2,279                                                                                                                                                                                                                                                                                                                                                                                           2,279


      Loss on sale and
       impairment of
       residential lease
       assets                                                                                                                                                                                (511)                                                                                                                                                                                                                                                                               10,756                                                                                                                              (5,110)                               5,135


      Construction revenue
       on solar services
       contracts                                      15,790                                                                                                                                  1,160                                                                                                                                                                                                                                                                                                                                                                                                                                                         1,160


      Cost of above-market
       polysilicon                                                                                                                                                                                                                                        29,633                                    (5,755)                                                                                                                                                                                                                                                                                                                                               23,878


      Stock-based
       compensation expense                                                                                                                                                                    741                                                            781                                                                                 903                                       4,567                                                                                                                                                                                                                                                             6,992


      Amortization of
       intangible assets                                                                                                                                                                                                                                   1,783                                                                                                                                                                                                                                                                                                                                                                                           1,783


      Business
       reorganization costs                                                                                                                                                                                                                                                                                                                                                              6,066                                                                                                                                                                                                                                                             6,066


      Transaction-related
       costs                                                                                                                                                                                                                                                                                                                                                                               976                                                                                                                                                                                                                                                               976


      Non-cash interest
       expense                                                                                                                                                                                                                                                                                                                                                                              10                                                                                                                                                                                                                                                                10


      Restructuring charges                                                                                                                                                                                                                                                                                                                                                                                                                    4,283                                                                                                                                                                                                       4,283



     Tax effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               880                                                                                           880


                   Non-GAAP                         $293,478                     $333,831                            $(135,626)                                                              $30,473                     10.4%                              $53,079                           15.9%   $(5,378)                                                                                                                                                                                                                                                                                                                                              $10,642







                                                                                                  
              
              June 30, 2019

                                                                                                                                                                                                                                                     ---

                                
               Revenue                                       
       Gross profit / margin                                                                                                   
               Operating expenses                
              Other income          
               Provision for                             
               Gain (Loss)                                  
            Net income (loss)
                                                                                                                                                                                                                                                                        (expense), net                     income taxes                                     attributable to non-                                        attributable to
                                                                                                                                                                                                                                                                                                                                                            controlling interests                                        stockholders



                            
         SunPower Energy            
              SunPower            
             Intersegment                                                SunPower Energy Services              
              SunPower Technologies                               
              Intersegment                        
               Research and   
               Sales, general                 
             Restructuring                               
              Loss on sale and             
               Gain on business
                                Services                        Technologies                    eliminations                                                                                                                                                               eliminations                                     development                     and                                   charges                                               impairment of                            divestiture
                                                                                                                                                                                                                                                                                                                                                      administrative                                                                                  residential lease
                                                                                                                                                                                                                                                                                                                                                                                                                                                            assets



                   GAAP                             $211,726                     $314,971                             $(90,416)                                                              $22,464                     10.6%                             $(2,746)                          -0.9%        $82                                                                                                                                                                                                                                                                                                                                              $121,459


      Adjustments based on
       IFRS:


      Legacy utility and
       power plant projects                                                         (23)                                                                                                                                                                     884                                                                                                                                                                                                                                                                                                                                                                                             884


      Legacy sale-
       leaseback
       transactions                                                                                                                                                                        (3,684)                                                                                                                                                                                                                                                                                                                                                           4,709                                                                                         1,025


      Mark-to-market gain
       on equity
       investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        (67,500)                                                                                     (67,500)


      Other adjustments:


      Gain (loss) on sale
       and impairment of
       residential lease
       assets                                                                                                                                                                                (632)                                                                                                                                                                                                                                                                               16,728                                                                                                                                (542)                              15,554


      Construction revenue
       on solar services
       contracts                                      45,614                                                                                                                                  5,506                                                                                                                                                                                                                                                                                                                                                                                                                  (11,904)                             (6,398)


      Cost of above-market
       polysilicon                                                                                                                                                                                                                                        23,875                                      2,075                                                                                                                                                                                                                                                                                                                                                25,950


      Stock-based
       compensation expense                                                                                                                                                                    460                                                            673                                                                                 879                                       4,258                                                                                                                                                                                                                                                             6,270


      Amortization of
       intangible assets                                                                                                                                                                                                                                   1,783                                                                                                                                                                                                                                                                                                                                                                                           1,783


      Gain on business
       divestiture                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         (137,286)                                                                                                                  (137,286)


      Business
       reorganization costs                                                                                                                                                                                                                                                                                                                     777                                       3,379                                                                                                                                                                                                                                                             4,156


      Transaction-related
       costs                                                                                                                                                                                                                                                                                                                                                                             1,173                                                                                                                                                                                                                                                             1,173


      Non-cash interest
       expense                                                                                                                                                                                                                                                                                                                                                                              10                                                                                                                                                                                                                                                                10


      Restructuring charges                                                                                                                                                                                                                                                                                                                                                                                                                    2,453                                                                                                                                                                                                       2,453



     Tax effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      (669)                                                               (669)


                   Non-GAAP                         $257,340                     $314,948                             $(90,416)                                                              $24,114                      9.4%                              $24,469                            7.8%     $2,157                                                                                                                                                                                                                                                                                                                                             $(31,136)







                                                                                                
              
              September 30, 2018

                                                                                                                                                                                                                                                     ---

                                
               Revenue                                       
       Gross profit / margin                                                                                                   
               Operating expenses                
              Other income          
               Benefit from                         
               Gain attributable to                              
            Net income (loss)
                                                                                                                                                                                                                                                                        (expense), net                     income taxes                                        non-controlling                                          attributable to
                                                                                                                                                                                                                                                                                                                                                                  interests                                              stockholders



                              
            SPES                    
              SPT               
             Intersegment                                               
              SPES                                
              SPT                                        
              Intersegment                        
               Research and   
               Sales, general                 
             Restructuring                                 
              Impairment of              
               Gain on business
                                                                                                   revenue                                                                                                                                                                    revenue                                       development                     and                                   charges                                             residential lease                          divestitures
                                                                                                eliminations                                                                                                                                                               eliminations                                                               administrative                                                                                        assets



                   GAAP                             $263,576                     $289,630                            $(124,943)                                                              $46,380                     17.6%                            $(17,897)                          -6.2%  $(18,606)                                                                                                                                                                                                                                                                                                                                            $(89,826)


      Adjustments based on
       IFRS:


      Legacy utility and
       power plant projects                            (114)                       (247)                                                                                                       141                                                             21                                                                                                                                                                                                                                                                                                                                                                                             162


      Legacy sale-
       leaseback
       transactions                                   15,529                                                                                                                                (2,054)                                                         (438)                                                                                                                                                                                                                                                                                             4,750                                                                                         2,258


      Mark-to-market loss
       on equity
       investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           6,225                                                                                         6,225


      Other adjustments:


      Impairment of
       residential lease
       assets                                                                                                                                                                              (4,679)                                                                                                                                                                                                                                                                               53,537                                                                                                                                1,877                               50,735


      Cost of above-market
       polysilicon                                                                                                                                                                         (2,336)                                                        16,964                                                                                                                                                                                                                                                                                                                                                                                          14,628


      Stock-based
       compensation expense                                                                                                                                                                    598                                                            641                                                                                 806                                       4,345                                                                                                                                                                                                                                                             6,390


      Amortization of
       intangible assets                                                                                                                                                                       972                                                          1,170                                                                                                                                                                                                                                                                                                                                                                                           2,142


      Gain on business
       divestitures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         (59,347)                                                                                                                   (59,347)


      Acquisition-related
       and other costs                                                                                                                                                                                                                                                                                                                                                                  20,869                                                                                                                                                                                                                                                            20,869


      Non-cash interest
       expense                                                                                                                                                                                                                                                                                                                                    1                                          12                                                                                                                                                                                                                                                                13


      Restructuring charges                                                                                                                                                                                                                                                                                                                                                                                                                    3,923                                                                                                                                                                                                       3,923



     Tax effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        906                                                                  906


                   Non-GAAP                         $278,991                     $289,383                            $(124,943)                                                              $39,022                     14.0%                                 $461                            0.2%  $(18,606)                                                                                                                                                                                                                                                                                                                                            $(40,922)







                                                                                                                 
            
                NINE MONTHS ENDED




                                                                                                                
            
                September 29, 2019

                                                                                                                                                                                                                                                                                ---

                                
               Revenue                                       
       Gross profit / margin                                                                                                   
               Operating expenses                
              Other income         
               Benefit income                        
               Equity in earnings of                             
            Loss attributable                                
           Net income (loss)
                                                                                                                                                                                                                                                                        (expense), net                         taxes                                           unconsolidated                                         to non-controlling                                         attributable to
                                                                                                                                                                                                                                                                                                                                                                  investees                                                interests                                               stockholders



                            
         SunPower Energy            
              SunPower            
             Intersegment                                                SunPower Energy Services              
              SunPower Technologies                               
              Intersegment                        
               Research and   
               Sales, general                 
             Restructuring                               
              Loss on sale and             
               Gain on business
                                Services                        Technologies                    eliminations                                                                                                                                                               eliminations                                     development                     and                                   charges                                               impairment of                            divestiture
                                                                                                                                                                                                                                                                                                                                                      administrative                                                                                  residential lease
                                                                                                                                                                                                                                                                                                                                                                                                                                                            assets



                   GAAP                             $667,635                     $879,671                            $(286,842)                                                              $58,878                      8.8%                            $(36,207)                          -4.1%     $8,095                                                                                                                                                                                                                                                                                                                                                              $16,718


      Adjustments based on
       IFRS:


      Legacy utility and
       power plant projects                                                        (259)                                                                                                       118                                                            875                                                                                                                                                                                                                                                                                                                                                                                                            993


      Legacy sale-
       leaseback
       transactions                                                                                                                                                                        (4,689)                                                             1                                                                                                                                                                                                                                                                                             10,443                                                                                                        5,755


      Mark-to-market gain
       on equity
       investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       (129,048)                                                      953                                           (128,095)


      Other adjustments:


      Business process
       improvement costs                                                                                                                                                                                                                                   2,279                                                                                                                                                                                                                                                                                                                                                                                                          2,279


      Loss on sale and
       impairment of
       residential lease
       assets                                                                                                                                                                              (1,268)                                                                                                                                                                                                                                                                               36,710                                                                                                                                                                  (6,440)         29,002


      Construction revenue
       on solar services
       contracts                                     124,909                                                                                                                                 18,052                                                                                                                                                                                                                                                                                                                                                                                                                                                      (27,030)        (8,978)


      Cost of above-market
       polysilicon                                                                                                                                                                                                                                       102,936                                    (3,680)                                                                                                                                                                                                                                                                                                                                                              99,256


      Stock-based
       compensation expense                                                                                                                                                                  1,369                                                          1,454                                                                               2,375                                      13,730                                                                                                                                                                                                                                                                           18,928


      Amortization of
       intangible assets                                                                                                                                                                                                                                   5,352                                                                                                                                                                                                                                                                                                                                                                                                          5,352


      Business
       reorganization costs                                                                                                                                                                                                                                                                                                                     777                                      12,094                                                                                                                                                                                                                                                                           12,871


      Gain on business
       divestiture                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         (143,400)                                                                                                                                 (143,400)


      Transaction-related
       costs                                                                                                                                                                                                                                                                                                                                                                             3,571                                                                                                                                                                                                                                                                            3,571


      Non-cash interest
       expense                                                                                                                                                                                                                                                                                                                                                                              30                                                                                                                                                                                                                                                                               30


      Restructuring charges                                                                                                                                                                                                                                                                                                                                                                                                                    6,071                                                                                                                                                                                                                      6,071



     Tax effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      1,729                                                                               1,729


                   Non-GAAP                         $792,544                     $879,412                            $(286,842)                                                              $72,460                      9.1%                              $76,690                            8.7%     $4,415                                                                                                                                                                                                                                                                                                                                                            $(77,918)









                                                                                                                
            
                September 30, 2018

                                                                                                                                                                                                                                                                                ---

                                
               Revenue                                       
       Gross profit / margin                                                                                                   
               Operating expenses                
              Other income          
               Benefit from                          
               Equity in losses of                              
            Loss attributable                                
           Net income (loss)
                                                                                                                                                                                                                                                                        (expense), net                     income taxes                                        unconsolidated                                         to non-controlling                                         attributable to
                                                                                                                                                                                                                                                                                                                                                                  investees                                                interests                                               stockholders



                            
         SunPower Energy            
              SunPower            
             Intersegment                                                SunPower Energy Services              
              SunPower Technologies                               
              Intersegment                        
               Research and   
               Sales, general                 
             Restructuring                                 
              Impairment of              
               Gain on business
                                Services                        Technologies                    eliminations                                                                                                                                                               eliminations                                     development                     and                                   charges                                             residential lease                          divestiture
                                                                                                                                                                                                                                                                                                                                                      administrative                                                                                        assets



                   GAAP                             $780,187                     $791,754                            $(302,693)                                                             $136,078                     17.4%                           $(408,283)                         -51.6%  $(17,305)                                                                                                                                                                                                                                                                                                                                                          $(652,917)


      Adjustments based on
       IFRS:



     8point3                                        (2,400)                     (6,188)                                                                                                   (2,149)                                                       (6,188)                                                                                                                                                                                                                                                                                                                                                      (148)                                            (8,485)


      Legacy utility and
       power plant projects                            (588)                     (2,866)                                                                                                     (315)                                                         (360)                                                                                                                                                                                                                                                                                                                                                                                                         (675)


      Legacy sale-
       leaseback
       transactions                                   32,327                                                                                                                                (5,452)                                                         (438)                                                                                                                                                                                                                                                                                            13,708                                                                                                        7,818


      Mark-to-market loss
       on equity
       investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           6,225                                                                                                        6,225


      Other adjustments:


      Impairment of
       property, plant and
       equipment                                                                                                                                                                                33                                                        355,074                                                                              12,832                                       1,229                                                                                                                                                                                                                                                                          369,168


      Impairment of
       residential lease
       assets                                                                                                                                                                             (12,684)                                                                                                                                                                                                                                                                              170,898                                                                                                                                                                 (11,980)        146,234


      Cost of above-market
       polysilicon                                                                                                                                                                         (5,850)                                                        55,847                                                                                                                                                                                                                                                                                                                                                                                                         49,997


      Stock-based
       compensation expense                                                                                                                                                                  1,760                                                          2,000                                                                               4,589                                      13,442                                                                                                                                                                                                                                                                           21,791


      Amortization of
       intangible assets                                                                                                                                                                     3,493                                                          3,584                                                                                                                                                                                                                                                                                                                                                                                                          7,077


      Depreciation of idle
       equipment                                                                                                                                                                               289                                                            432                                                                                                                                                                                                                                                                                                                                                                                                            721


      Gain on business
       divestitures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         (59,347)                                                                                                                                  (59,347)


      Acquisition-related
       and other costs                                                                                                                                                                                                                                                                                                                                                                  20,869                                                                                                                                                                                                                                                                           20,869


      Non-cash interest
       expense                                                                                                                                                                                                                                                                                                                                    7                                          51                                                                                                                                                                                                                                                                               58


      Restructuring charges                                                                                                                                                                                                                                                                                                                                                                                                                   18,604                                                                                                                                                                                                                     18,604



     Tax effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      1,808                                                                               1,808


                   Non-GAAP                         $809,526                     $782,700                            $(302,693)                                                             $115,203                     14.2%                               $1,668                            0.2%  $(17,305)                                                                                                                                                                                                                                                                                                                                                           $(71,054)

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SOURCE SunPower Corp.