VARIABLE INTEREST ENTITIES

6 Months Ended

Sep. 29, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

The Company controls Nextracker Inc. ("Nextracker") through its holding of Class B common stock that does not participate in the earnings of Nextracker. As such, the shareholders of the equity at risk in Nextracker (the Class A common stock shareholders) do not have the power to direct the key activities of Nextracker and consequently Nextracker is a variable interest entity ("VIE"). The Company has the ability to control Nextracker's activities through its control of 51.5% and 61.4% of the voting rights of Nextracker as of September 29, 2023 and March 31, 2023, respectively. The Company also has the ability to receive significant benefits from the VIE (through its ability to convert its investments in Nextracker and Nextracker LLC into Class A common stock of Nextracker or cash) and as such the Company has been determined to be the primary beneficiary of the VIE. As such, the Company continues to consolidate Nextracker and the interests in Nextracker held by third parties are presented as a noncontrolling interest. Evaluation of the VIE model and identification of the primary beneficiary requires significant judgements to be made regarding which entities can control the activities of a VIE, who can receive benefits or absorb losses from the VIE and the significance of those benefits and losses to the VIE.

On July 3, 2023, the Company's subsidiary Nextracker completed a follow-on offering to its initial public offering ("IPO"), which was completed on February 13, 2023, and issued 15,631,562 shares of Class A common stock and received net proceeds of $551 million. The entire net proceeds were used by Nextracker to acquire 14,025,000 Nextracker LLC common units from Yuma, Inc., the Company’s indirect wholly-owned subsidiary, and 1,606,562 Nextracker LLC common units from TPG Rise Flash, L.P., an affiliate of the global alternative asset management firm TPG. As a result of the repurchase of Nextracker LLC common units by Nextracker, 15,631,562 shares of Nextracker Class B common stock were cancelled. The Company received approximately $495 million from the follow-on offering, after distribution of net proceeds to TPG and expenses.

As of September 29, 2023 and March 31, 2023, noncontrolling interest was $450 million and $355 million, respectively. Net income attributable to noncontrolling interest was $178 million and $203 million for the three and six-months periods ended September 29, 2023, respectively. Net income attributable to noncontrolling interest was zero for both the three and six-months periods ended September 30, 2022. As a result of Nextracker's February 13, 2023 IPO, the noncontrolling interest previously determined to be redeemable prior to the IPO did not exist as of September 29, 2023. Net income attributable to redeemable noncontrolling interest was zero for both the three and six-months periods ended September 29, 2023. Net income attributable to redeemable noncontrolling interest was $6 million and $12 million for the three and six months ended September 30, 2022, respectively.

The carrying amounts and classification of the VIE's external assets and liabilities as of September 29, 2023 and March 31, 2023 are included in the condensed consolidated balance sheets as follows:


	September 29, 2023		March 31, 2023
	(In millions) (Unaudited)
Assets
Current assets:
Cash	$	373	$	130
Accounts receivable, net	340		271
Contract assets	312		298
Inventories	196		138
Other current assets	118		35
Total current assets	1,339		872
Property and equipment, net	7		7
Goodwill	265		265
Other intangible assets, net	1		1
Other assets	422		275
Total assets	$	2,034	$	1,420

Liabilities
Current liabilities:
Accounts payable	$	403	$	211
Accrued expenses	67		60
Deferred revenue	236		176
Other current liabilities	66		49
Total current liabilities	772		496
Long-term debt	146		147
Other liabilities	440		280
Total liabilities	$	1,358	$	923