Annual report pursuant to Section 13 and 15(d)

Long-term Debt (Tables)

v3.24.0.1
Long-term Debt (Tables)
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Outstanding Asset-Backed Non-Recourse Debt and Bank Loans
We have outstanding the following asset-backed non-recourse debt and bank loans:
  Outstanding
Balance as of
December 31,		 Interest Rate Maturity Date Anticipated
Balance at
Maturity		 Carrying Value of
Assets Pledged
as of December 31,		 Description of Assets
Pledged
  2023 2022 2023 2022
  (dollars in millions)
HASI Sustainable Yield Bond 2015-1A $ 68  $ 73  4.28  % October 2034 $ —  $ 136  $ 136  Receivables, real estate, real estate intangibles, and restricted cash
HASI SYB Trust 2016-2 51  56  4.35  % April 2037 —  57  63  Receivables and restricted cash
HASI SYB Trust 2017-1 — 
(1)
 141  3.86  % March 2042 —  —  231  Receivables, real estate, real estate intangibles, and restricted cash
Lannie Mae Series 2019-1 — 
(1)
 90  3.68  % January 2047 —  —  120  Receivables, real estate, real estate intangibles, and restricted cash
Other non-recourse debt (2)
43  82 
3.15% - 7.23%
 2024 to 2032 17  46  82  Receivables
Unamortized financing costs (2) (9)
Non-recourse debt (3)
$ 160  $ 433 
(1)In 2023, contractual terms of these non-recourse debt agreements were modified, which caused us to deconsolidate the entities holding such debt and its related pledged collateral.
(2)Other non-recourse debt consists of various debt agreements used to finance certain of our receivables. Scheduled debt service payment requirements are equal to or less than the cash flows received from the underlying receivables.
(3)The total collateral pledged against our non-recourse debt was $239 million and $632 million as of December 31, 2023 and December 31, 2022, respectively, which includes $11 million and $20 million of restricted cash that was pledged for debt service as of December 31, 2023 and December 31, 2022, respectively.
Schedule of Minimum Maturities of Non-Recourse Debt
The stated minimum maturities of non-recourse debt as of December 31, 2023, were as follows:

Year Ending December 31, Future minimum
maturities
  (in millions)
2024 $ 17 
2025 19 
2026 14 
2027 21 
2028 18 
Thereafter 73 
Total minimum maturities 162 
Unamortized financing costs (2)
Total non-recourse debt $ 160 
Principal and interest payments which were due under the term loan facility as of December 31, 2023 are as follows:
Year Ending December 31, Future maturities
(in millions)
2024 $ 30 
2025 505 
2026 — 
Total $ 535 
Less: Unamortized financing costs (5)
Carrying Value $ 530 
Principal payments which were due under the secured term loan as of December 31, 2023 are as follows:
Year Ending December 31, Future maturities
(in millions)
2024 $ 3 
2025 11 
2026 13 
2027 12 
2028 162 
Total 201 
Less: Unamortized Financing Costs (4)
Carrying Value $ 197 
Summarized of Terms of Senior Unsecured Notes
The following are summarized terms of the Senior Unsecured Notes:
Outstanding Principal Amount Maturity Date Stated Interest Rate Interest Payment Dates Redemption Terms Modification Date
(in millions)
2025 Notes 400  April 15, 2025 6.000  %
April 15 and
October 15
N/A
2026 Notes 1,000  June 15, 2026 3.375  % June 15 and December 15
March 15, 2026 (1)
2027 Notes
 550 
(3)
 June 15, 2027 8.000  %
June 15 and December 15
March 15, 2027 (2)
2030 Notes 375 
(4)
 September 15, 2030 3.750  %
February 15 and August 15
N/A

(1)Prior to this date, we may redeem, at our option, some or all of the 2026 Notes for the outstanding principal amount plus the applicable “make-whole” premium as defined in the indenture governing the 2026 Notes plus accrued and unpaid interest through the redemption date. In addition, prior to this date, we may redeem up to 40% of the Senior Unsecured Notes using the proceeds of certain equity offerings at a price equal to par plus the coupon percentage of the principal amount thereof, plus accrued but unpaid interest, if any, to, but excluding, the applicable redemption date. On, or subsequent to, this date we may redeem the 2026 Notes in whole or in part at redemption prices defined in the indenture governing the 2026 Notes, plus accrued and unpaid interest though the redemption date.
(2)Prior to this date, we may redeem, at our option, some or all of the 2027 Notes for the outstanding principal amount plus the applicable “make-whole” premium as defined in the indenture governing the 2027 Notes plus accrued and unpaid interest through the redemption date. In addition, prior to this date, we may redeem up to 40% of the Senior Unsecured Notes using the proceeds of certain equity offerings at a price equal to par plus the coupon percentage of the principal amount thereof, plus accrued but unpaid interest, if any, to, but excluding, the applicable redemption date. On, or subsequent to, this date we may redeem the 2027 Notes in whole or in part at a price equal to 100% of the principal amount, plus accrued and unpaid interest though the redemption date.
(3)In January 2024, we issued additional 2027 Notes with a principal amount of $200 million for net proceeds of $204 million, equivalent to a yield to maturity of 7.08%.
(4)We issued the $375 million aggregate principal amount of the 2030 Notes for total proceeds of $371 million ($367 million net of issuance costs) at an effective interest rate of 3.87%.
We may redeem the 2025 or 2030 Notes in whole or in part at redemption prices defined in the indenture governing the 2025 Notes or 2030 Notes, plus accrued and unpaid interest though the redemption date.
The following table presents a summary of the components of the Senior Unsecured Notes:
As of and for the year ended December 31,
2023 2022
  (in millions)
Principal $ 2,325  $ 1,775 
Accrued interest 15  12 
Unamortized premium (discount) (3) (3)
Less: Unamortized financing costs (18) (16)
Carrying value of Senior Unsecured Notes $ 2,319  $ 1,768 
Interest expense $ 80  $ 77 
Schedule of Components of Convertible Notes
The following are summarized terms of the Convertible Notes as of December 31, 2023:
Outstanding Principal Amount Maturity Date Stated Interest Rate Interest Payment Dates Conversion/Exchange Ratio Conversion/ Exchange Price Issuable Shares
Dividend Threshold Amount (1)
(in millions) (in millions)
2023 Convertible Senior Notes — 
(2)
 August 15,
2023		 0.000  % N/A 20.8643 $47.93 — $0.340
2025 Exchangeable Senior Notes 200 
(3)
 May 1,
2025		 0.000  % N/A 17.7454 $56.35 3.5 $0.375
2028 Exchangeable Senior Notes 403  August 15,
2028		 3.750  % February 15 and August 15 36.8494 $27.14 14.8 $0.395
(1)The conversion ratio is subject to adjustment for dividends declared above these amounts per share per quarter and certain other events that may be dilutive to the holder.
(2)These Notes were settled in 2023 using proceeds of the 2028 Exchangeable Senior Notes.
(3)The 2025 Exchangeable Senior Notes accrete to a premium at maturity equal to 3.25% per annum. The current balance including accreted premium is $221 million.
The following table presents a summary of the components of our Convertible Notes:
As of and for the year ended December 31,
  2023 2022
  (in millions)
Principal $ 603  $ 344 
Accrued interest 6  — 
Premium 11  5 
Less: Unamortized financing costs (10) (5)
Carrying value of Convertible Senior Notes $ 610  $ 344 
Interest expense $ 9  $ 7 
Schedule Of Material Terms For Capped Calls The material terms of the Capped Calls are as follows:
    
(in millions except per share data)
Aggregate cost of capped calls $ 38 
Initial strike price per share $ 27.14 
Initial cap price per share $ 43.42 
Shares of our common stock covered by the capped calls 14.8
Expiration date
 August 15, 2028
Schedule of Interest Rate Swaps
In connection with several of our long-term borrowings, including floating-rate loans from our unsecured term loan facility, our secured term loan, unsecured revolving credit facility, and the anticipated refinancings of certain of our Senior Unsecured Notes we have entered into the following interest rate swaps derivative transactions in 2023 that are designated as cash flow hedges as of December 31, 2023:
Instrument Type Index Hedged Rate Fair Value as of Notional Value as of Term
December 31, 2023 December 31, 2023
Interest Rate Swap 1 month SOFR 3.79  % $ (12) $ 400  March 2023 to March 2033
Interest Rate Swap Overnight SOFR 2.98  % 7  400  June 2026 to June 2033
Interest Rate Swap Overnight SOFR 3.09  % 7  600  June 2026 to June 2033
Interest Rate Swap Overnight SOFR 3.08  % 8  400  April 2025 to April 2035
Interest Rate Collar 1 month SOFR
3.70% - 4.00%
(1)
 —  250  May 2023 to May 2026
Interest Rate Swap Overnight SOFR 4.41  % (4) 85  September 2023 to June 2033
Interest Rate Swap Overnight SOFR 4.39  % (2) 43  September 2023 to June 2033
Interest Rate Swap Overnight SOFR 4.42  % (2) 43  September 2023 to June 2033

(1)     Interest rate collar consists of a purchased interest rate cap of 4.00% and a written interest rate floor of 3.70%.