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Related Party Transactions
9 Months Ended
Sep. 30, 2019
Related Party Transactions [Abstract]  
Related Party Transactions
Related Party Transactions
Our results of operations included the following related party transactions (in thousands):
 
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
 
2019
 
2018
 
2019
 
2018
 
 
 
 
 
 
 
 
 
Total revenue from related parties
 
$
75,703

 
$
172

 
$
168,908

 
$
31,097

Consulting expenses paid to related parties (included in general and administrative expense)
 
51

 
52

 
153

 
153

Interest expense on debt to related parties
 
1,605

 
1,966

 
4,823

 
7,265


Bloom Energy Japan Limited
In May 2013, we entered into a joint venture with Softbank Corp., which is accounted for as an equity method investment. Under this arrangement, we sell Energy Servers and provide maintenance services to the joint venture. For the three months ended September 30, 2019 and 2018 we recognized related party total revenue of $1.0 million and $0.2 million, respectively. For the nine months ended September 30, 2019 and 2018 we recognized related party total revenue of $2.5 million and $31.1 million, respectively. Accounts receivable from this joint venture was $0.3 million as of September 30, 2019 and $3.3 million as of December 31, 2018, respectively.
Diamond State Generation Holdings, LLC
On June 14, 2019, we entered into a transaction with SP Diamond State Class B Holdings for the PPA II upgrade of Energy Servers. In connection with the closing of this transaction, SPDS was admitted as a member of Diamond State Generation Partners, LLC ("DSGP"). DSGP, an operating company was a wholly owned subsidiary of DSGH prior to June 14, 2019. As a result of the PPA II upgrade of Energy Servers transaction, we determined that we no longer retain a controlling interest in PPA II and therefore it will no longer be consolidated as a variable interest entity, or VIE, into our condensed consolidated financial statements as of June 30, 2019. DSGP is considered to be a related party as it relates to our PPA II upgrade of Energy Servers transaction for which we recognized related party revenue of approximately $74.7 million and $166.4 million, comprised of product revenue of approximately $71.5 million and $159.3 million and installation revenue of $3.2 million and $7.1 million, for the three and nine months ended September 30, 2019, respectively. We determined as of June 30, 2019, that we have retained significant influence over DSGP and consequently continue to recognize our remaining interest in DSGP as an equity investment as of September 30, 2019. See Note 12 - Power Purchase Agreement Programs - PPA II Upgrade of Energy Servers. We had $1.0 million in accounts receivable from DSGP as of September 30, 2019.
Consulting Arrangement
In January 2009, we entered into a consulting agreement with General Colin L. Powell, a member of our board of directors, pursuant to which General Powell performs certain strategic planning and advisory services for us. Pursuant to this consulting agreement, General Powell receives compensation of $125,000 per year and reimbursement for reasonable expenses. In July 2019, the consulting agreement was amended to reduce the compensation payable to General Powell who will no longer be designated a related party for reporting purposes.
Debt to Related Parties
The following is a summary of our debt and convertible notes from investors considered to be related parties as of September 30, 2019 (in thousands):
 
 
Unpaid
Principal
Balance
 
Net Carrying Value
 
 
 
Current
 
Long-
Term
 
Total
 
 
 
 
 
 
 
 
 
Recourse debt from related parties:
 
 
 
 
 
 
 
 
6% convertible promissory notes due December 2020 from related parties
 
$
27,734

 
$

 
$
27,734

 
$
27,734

Non-recourse debt from related parties:
 
 
 
 
 
 
 
 
7.5% term loan due September 2028 from related parties
 
38,847

 
3,500

 
31,781

 
35,281

Total debt from related parties
 
$
66,581

 
$
3,500

 
$
59,515

 
$
63,015

The following is a summary of our debt and convertible notes from investors considered to be related parties as of December 31, 2018 (in thousands):
 
 
Unpaid
Principal
Balance
 
Net Carrying Value
 
 
 
Current
 
Long-
Term
 
Total
 
 
 
 
 
 
 
 
 
Recourse debt from related parties:
 
 
 
 
 
 
 
 
6% convertible promissory notes due December 2020 from related parties
 
$
27,734

 
$

 
$
27,734

 
$
27,734

Non-recourse debt from related parties:
 
 
 
 
 
 
 
 
7.5% term loan due September 2028 from related parties
 
40,538

 
2,200

 
34,119

 
36,319

Total debt from related parties
 
$
68,272

 
$
2,200

 
$
61,853

 
$
64,053


Regarding non-recourse debt from related parties, we repaid $0.5 million and $0.8 million of principal plus interest in the three months ended September 30, 2019 and 2018, respectively, and we repaid $1.7 million and $2.3 million of principal plus interest in the nine months ended September 30, 2019 and 2018, respectively. No other significant changes have occurred in total debt from related parties since December 31, 2018. See Note 6 - Outstanding Loans and Security Agreements for additional information on our debt facilities. During the three months ended September 30, 2019 and 2018, interest expense on debt from related parties was $1.6 million and $2.0 million, respectively, and during the nine months ended September 30, 2019 and 2018, interest expense on debt from related parties was $4.8 million and $7.3 million, respectively.