SAN JOSE, Calif., Oct. 29, 2014 /PRNewswire/ -- SunPower Corp. (NASDAQ: SPWR) today announced financial results for its fiscal 2014 third quarter.



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

                              2014               2014                2013
    ---                       ----               ----                ----

    GAAP revenue            $662.7             $507.9              $657.1
    ------------            ------             ------              ------

    GAAP gross
     margin                  16.4%             18.5%              29.4%
    ----------                ----               ----                ----

    GAAP net
     income                  $32.0              $14.1              $108.4
    --------                 -----              -----              ------

    GAAP net
     income per
     diluted
     share                   $0.20              $0.09               $0.73
    -----------              -----              -----               -----

    Non-GAAP
     revenue(1)             $704.2             $621.1              $619.5
    -----------             ------             ------              ------

    Non-GAAP
     gross
     margin(1)               16.7%             19.5%              19.1%
    ----------                ----               ----                ----

    Non-GAAP net
     income(1)               $46.4              $43.9               $58.8
    ------------             -----              -----               -----

    Non-GAAP net
     income per
     diluted
     share(1)                $0.30              $0.28               $0.44
    ------------             -----              -----               -----

(1)Information about SunPower's use of non-GAAP financial information is provided under "Use of Non-GAAP Financial Measures" below.

"Our third-quarter results reflect another strong quarter of execution, driven by significant demand for both distributed generation and power plant systems," said Tom Werner, SunPower president and CEO. "Solar power is increasingly competitive with traditional energy sources in a number of markets, and we are well positioned to capitalize on this large opportunity by virtue of our industry-leading technology, competitive cost structure, substantial project pipeline, and ongoing manufacturing capacity expansion.

"Regionally, North America was once again the biggest contributor. Construction of the 579-megawatt (MW) ac Solar Star Projects for MidAmerican Solar is on plan with 309-MW now connected to the grid. Construction of our 135-MW Quinto project is proceeding and we recently closed financing for the project, consistent with our holdco strategy. We also continue to see strong demand in the commercial sector as we booked more than 20-MW of power purchase agreements (PPA); including a 16-MW ground mounted solar project for the University of California at Davis. When complete, our UC Davis system will be the largest solar power plant on any U.S. university or college campus. These commercial system PPAs are also structured in a way that is consistent with our holdco strategy. We also added both new and repeat cash customers to our commercial backlog including a 10-MW expansion agreement with Verizon. In the residential channel, third quarter bookings were up more than 50 percent sequentially as customers continued to choose SunPower for their solutions to take advantage of our quality, performance and flexible financing options.

"In EMEA, we saw stable pricing against the backdrop of an evolving distributed generation market environment and continue to adapt our go-to-market plans accordingly. In the power plant channel, we were awarded a four project, 41-MW supply agreement for Compagnie du Vent, a subsidiary of French utility GDF SUEZ in connection with the recent French national tender program. With this supply agreement and our booked power plant projects, including the construction start of our 85-MW project in South Africa this quarter, we are confident in achieving our goals for this region," continued Werner.

"Japan remained the key driver of our Asia Pacific business, accounting for 28 percent of total shipments in the third quarter. The very strong demand we see from Japan is a testament to the competitive advantage of our high efficiency technology in area-constrained sites and rooftops. In China, we continued to expand our activities through our SunPower® C7 Tracker (C7) joint venture and expect to install more than 30-MW of C7 power plant systems by the end of the year. With strong positions in both Japan and China, we expect Asia Pacific to continue to be a major market for SunPower going forward.

"Finally, on the operations side, we achieved a major milestone during the quarter as we produced our one billionth solar cell, representing a cumulative output of more than three gigawatts. We also continued to improve and scale our industry-leading solar panel technology. With the ramp of our next generation solar cell technology in Fab 4 starting next year, we expect to further reduce our competitive cost structure while adding capacity to meet the increasing demand for our high efficiency solar systems," Werner concluded.

"Strong execution enabled us to meet or exceed our financial targets for the quarter as we continued to see increased demand for our technology across all markets," said Chuck Boynton, SunPower CFO. "We exited the third quarter with total liquidity of $1.2 billion while successfully managing our working capital as inventory declined 15 percent sequentially. With our strong balance sheet, we have the resources needed to continue to strategically develop our holdco project portfolio while funding the ramp of Fab 4. We remain committed to optimizing our cash flow and further investing in our next generation research and development."

Third-quarter fiscal 2014 non-GAAP results include net adjustments that, in the aggregate, increase net income by $14.4 million, including a ($0.7) million gross margin adjustment related to the timing of revenue recognition from utility and power plant projects, $13.7 million in stock-based compensation expense, $5.5 million in non-cash interest expense, $6.1 million of other adjustments and ($10.2) million in tax effect.

Fourth Quarter 2014 Financial Outlook
The company's fourth quarter 2014 consolidated non-GAAP guidance is as follows: revenue of $575 million to $625 million, gross margin of 19 percent to 21 percent, net income per diluted share of $0.15 to $0.30 and megawatts recognized in the range of 300 megawatts to 340 megawatts. On a GAAP basis, the company expects revenue of $675 million to $725 million, gross margin of 22 percent to 24 percent and net income per diluted share of $0.20 to $0.35.

For fiscal year 2014, the company's expectations are as follows: non-GAAP revenue of $2.58 billion to $2.63 billion, gross margin of 19 percent to 20 percent, net income per diluted share of $1.25 to $1.40, capital expenditures of $150 million to $170 million and gigawatts recognized in the range of 1.26 gigawatts to 1.3 gigawatts. On a GAAP basis, the company expects revenue of $2.535 billion to $2.585 billion, gross margin of 20 percent to 21 percent and net income per diluted share of $0.95 to $1.10.

Fourth quarter and fiscal year 2014 GAAP guidance excludes a potential timing benefit of approximately $450 million in revenue and $0.90 in earnings per share related to the real estate accounting treatment of our 579-MW Solar Star projects. This benefit may occur in the fourth quarter but was not included in the company's current fourth quarter GAAP guidance due to the timing uncertainty of this benefit.

SunPower will provide the company's fiscal year 2015 outlook at its Analyst Day to be held on November 13, 2014 in New York City starting at 10:00 a.m. Eastern Time. Please note that the entire event will be webcast and relevant materials will be posted to the company's website prior to the commencement of the event. To listen to the webcast, investors are encouraged to visit the company's Events and Presentations section of the SunPower Investor Relations page at http://investors.sunpower.com/events.cfm to register.

The company will host a conference call for investors this morning to discuss its third-quarter 2014 performance at 5:30 a.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 historical 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 2014 performance on the Events and Presentations section of the SunPower Investor Relations page at http://investors.sunpower.com/events.cfm. The capacity of power plants in this release is described in approximate megawatts on a direct current (dc) basis unless otherwise noted.

About SunPower Corp.
SunPower Corp. (NASDAQ: SPWR) designs, manufactures and delivers the highest efficiency, highest reliability solar panels and systems available today. Residential, business, government and utility customers rely on the company's quarter century of experience and guaranteed performance to provide maximum return on investment throughout the life of the solar system. Headquartered in San Jose, Calif., SunPower has offices in North America, Europe, Australia, Africa and Asia. For more information, 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) expanding our manufacturing capacity, including our Fab 4 ramp up; (b) anticipated construction timelines and milestones for our major projects; (c) growing demand in our North America commercial business as well as in residential leasing, and financing arrangements and capacity relating to our residential lease program; (d) financing strategies for our solar power systems, including any holdco strategies; (e) growing demand in Asia, particularly in Japan; (f) our growing international project pipeline; (g) expansion of our joint venture initiatives in China; (h) our efforts to reduce panel manufacturing costs and improve our competitive cost structure; (i) our positioning for long-term profitability; (j) strategically managing cash; (k) guidance for the fourth fiscal quarter of 2014, including non-GAAP revenue, gross margin, net income per diluted share and MW recognized and GAAP revenue, gross margin and net income per diluted share; (l) guidance for fiscal year 2014, including non-GAAP revenue, gross margin, net income per diluted share and GW recognized and GAAP revenue, gross margin and net income per diluted share; (m) reducing operating expenses; (n) generating free cash flow; (o) additional leasing capacity; and (p) optimization of our cost and capital structure. 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) competition in the industry and downward pressure on average selling prices; (2) our liquidity, substantial indebtedness, and our ability to obtain additional financing for our projects and our customers; (3) risks relating to our residential lease business, including risks of customer default, challenges securing lease financing, and declining conventional electricity prices; (4) our ability to meet our cost reduction targets; (5) regulatory changes and the availability of economic incentives promoting use of solar energy; (6) challenges inherent in constructing and maintaining certain of our large projects, such as the Solar Star projects; (7) the success of our ongoing research and development efforts and commercialization of new products and services; (8) fluctuations in our operating results; (9) maintaining or increasing our manufacturing capacity, containing manufacturing costs, and other manufacturing difficulties that could arise; and (10) challenges managing our joint ventures. 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.

SunPower is a registered trademark of SunPower Corp. All other trademarks are the property of their respective owners.


                 SUNPOWER CORPORATION

              CONSOLIDATED BALANCE SHEETS

                    (In thousands)

                      (Unaudited)


                                          Sep. 28,            Dec. 29,

                                                         2014                2013
                                                         ----                ----

    Assets

    Current assets:

    Cash and cash equivalents                        $922,729            $762,511

    Restricted cash and cash
     equivalents, current portion                      17,156              13,926

    Accounts receivable, net                          520,166             360,594

    Costs and estimated earnings
     in excess of billings                             46,256              31,787

    Inventories                                       195,342             245,575

    Advances to suppliers,
     current portion                                   87,837              58,619

    Project assets -plants and
     land, current portion                             25,244              69,196

    Prepaid expenses and other
     current assets                                   795,119             646,270
                                                      -------             -------

    Total current assets                            2,609,849           2,188,478


    Restricted cash and cash
     equivalents, net of current
     portion                                           23,894              17,573

    Restricted long-term
     marketable securities                              7,182               8,892

    Property, plant and
     equipment, net                                   538,321             533,387

    Solar power systems leased
     and to be leased, net                            361,727             345,504

    Project assets -plants and
     land, net of current portion                      67,152               6,411

    Advances to suppliers, net of
     current portion                                  314,054             324,695

    Long-term financing
     receivables, net                                 252,382             175,273

    Other long-term assets                            233,977             298,477

    Total assets                                   $4,408,538          $3,898,690
                                                   ==========          ==========


    Liabilities and Equity

    Current liabilities:

    Accounts payable                                 $440,613            $443,969

    Accrued liabilities                               352,724             358,157

    Billings in excess of costs
     and estimated earnings                           349,090             308,650

    Short-term debt                                    17,728              56,912

    Convertible debt, current
     portion                                          240,213             455,889

    Customer advances, current
     portion                                           37,274              36,883
                                                       ------              ------

    Total current liabilities                       1,437,642           1,660,460


    Long-term debt                                    149,848              93,095

    Convertible debt, net of
     current portion                                  700,079             300,079

    Customer advances, net of
     current portion                                  153,493             167,282

    Other long-term liabilities                       520,116             523,991

    Total liabilities                               2,961,178           2,744,907
                                                    ---------           ---------


    Redeemable noncontrolling
     interests in subsidiaries                         28,588                   -


    Equity:

    Preferred stock                                         -                  -

    Common stock                                          131                 122

    Additional paid-in capital                      2,197,790           1,980,778

    Accumulated deficit                             (695,313)          (806,492)

    Accumulated other
     comprehensive loss                               (5,752)            (4,318)

    Treasury stock, at cost                         (109,937)           (53,937)
                                                     --------             -------

    Total stockholders' equity                      1,386,919           1,116,153

    Noncontrolling interests in
     subsidiaries                                      31,853              37,630

    Total equity                                    1,418,772           1,153,783
                                                    ---------           ---------

    Total liabilities and equity                   $4,408,538          $3,898,690
                                                   ==========          ==========


                                                                    SUNPOWER CORPORATION

                                                            CONSOLIDATED STATEMENTS OF OPERATIONS

                                                            (In thousands, except per share data)

                                                                         (Unaudited)


                                      THREE MONTHS ENDED                       NINE MONTHS ENDED
                                    ------------------                      -----------------

                                    Sep. 28,             Jun. 29,                                 Sep. 29,            Sep. 28,             Sep. 29,

                                                  2014                  2014                                     2013                 2014                  2013
                                                  ----                  ----                                     ----                 ----                  ----


    Revenue:

    AMERICAS                                  $517,799              $333,048                                 $442,091           $1,321,870            $1,293,822

    EMEA                                        44,633                64,709                                  120,712              235,600               296,374

    APAC                                       100,302               110,114                                   94,317              305,557               278,873
                                               -------               -------                                   ------              -------               -------

    Total revenue                              662,734               507,871                                  657,120            1,863,027             1,869,069

    Cost of revenue:

    AMERICAS                                   414,615               257,781                                  306,024            1,022,709             1,008,044

    EMEA                                        46,029                54,653                                  100,605              200,123               289,495

    APAC                                        93,576               101,292                                   57,261              274,547               211,126
                                                ------               -------                                   ------              -------               -------

    Total cost of revenue                      554,220               413,726                                  463,890            1,497,379             1,508,665

    Gross margin                               108,514                94,145                                  193,230              365,648               360,404

    Operating expenses:

     Research and development                   17,291                16,581                                   14,903               50,618                41,108

     Selling, general and
      administrative                            68,394                71,499                                   63,229              213,821               195,356

     Restructuring charges                         188                 (717)                                   1,114                (990)                1,705
                                                   ---                  ----                                    -----                 ----                 -----

      Total operating expenses                  85,873                87,363                                   79,246              263,449               238,169
                                                ------                ------                                   ------              -------               -------

     Operating income                           22,641                 6,782                                  113,984              102,199               122,235

       Other expense, net                     (15,366)             (15,718)                                (32,762)            (48,989)             (91,898)
                                               -------               -------                                  -------              -------               -------

    Income (loss) before income
     taxes and equity in earnings
     of unconsolidated investees                 7,275               (8,936)                                  81,222               53,210                30,337

    Benefit from (provision for)
     income taxes                                8,320                 8,168                                    4,575                2,868               (2,920)

    Equity in earnings of
     unconsolidated investees                    1,689                 1,936                                    1,585                5,408                 2,261
                                                 -----                 -----                                    -----                -----                 -----

    Net income                                  17,284                 1,168                                   87,382               61,486                29,678

      Net loss attributable to
       noncontrolling interests and
       redeemable noncontrolling
       interests                                14,749                12,934                                   21,004               49,693                43,577
                                                                                                             ------               ------                ------

    Net income attributable to
     stockholders                              $32,033               $14,102                                 $108,386             $111,179               $73,255
                                               =======               =======                                 ========             ========               =======


    Net income per share
     attributable to stockholders:

    - Basic                                      $0.24                 $0.11                                    $0.89                $0.87                 $0.61

    - Diluted                                    $0.20                 $0.09                                    $0.73                $0.72                 $0.55

    Weighted-average shares:

    - Basic                                    131,204               129,747                                  121,314              127,716               120,604

    - Diluted                                  167,117               156,333                                  153,876              158,962               134,859


                                                                                                                 SUNPOWER CORPORATION

                                                                                                         CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                                                    (In thousands)

                                                                                                                      (Unaudited)


                                                                                                                                  THREE MONTHS ENDED    NINE MONTHS ENDED
                                                                                                                                ------------------   -----------------

                                                                                                                              Sep. 28,                      Jun. 29,            Sep. 29,            Sep. 28,             Sep. 29,

                                                                                                                                            2014                           2014                2013                 2014                   2013
                                                                                                                                            ----                           ----                ----                 ----                   ----


    Cash flows from operating activities:

    Net income                                                                                                                           $17,284                         $1,168             $87,382              $61,486                $29,678

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

    Depreciation and amortization expense                                                                                                 25,727                         24,026              24,764               75,124                 73,124

    Stock-based compensation                                                                                                              13,725                         13,348              12,082               41,940                 31,103

    Non-cash interest expense                                                                                                              5,499                          5,322              12,311               15,991                 36,382

    Equity in earnings of unconsolidated investees                                                                                       (1,689)                       (1,936)            (1,585)             (5,408)               (2,261)

    Gain on contract termination                                                                                                               -                             -           (51,988)                   -              (51,988)

    Deferred income taxes and other tax liabilities                                                                                      (5,327)                      (14,551)            (4,830)             (1,893)                 2,317

    Other, net                                                                                                                              (23)                            39               1,050                   25                  3,212

    Changes in operating assets and liabilities, net of effect of acquisition:

    Accounts receivable                                                                                                                 (56,025)                      (83,483)             61,063             (45,934)              (46,391)

    Costs and estimated earnings in excess of billings                                                                                  (14,393)                      (14,085)            (1,246)            (14,469)               (6,168)

    Inventories                                                                                                                           21,884                        (2,067)           (65,253)              23,860               (38,543)

    Project assets                                                                                                                      (31,670)                      (24,159)           (10,820)            (33,338)              (42,113)

    Prepaid expenses and other assets                                                                                                   (90,153)                      (45,204)             15,628            (147,351)               119,790

    Long-term financing receivables, net                                                                                                (22,263)                      (22,513)           (21,943)            (77,109)              (71,435)

    Advances to suppliers                                                                                                                (6,097)                       (5,218)            (5,930)            (18,578)              (13,735)

    Accounts payable and other accrued liabilities                                                                                        16,837                       (15,241)             65,077             (15,376)               106,769

    Billings in excess of costs and estimated earnings                                                                                   100,020                         57,429            (81,600)              40,440                 27,779

    Customer advances                                                                                                                    (5,754)                       (4,918)            (5,293)            (13,399)              (27,967)
                                                                                                                                                                                           ------              -------                -------

    Net cash provided by (used in) operating activities                                                                                 (32,418)                     (132,043)             28,869            (113,989)               129,553
                                                                                                                                         -------                       --------              ------             --------                -------

    Cash flows from investing activities:

    Decrease (increase) in restricted cash and cash equivalents                                                                            (203)                       (7,054)            (2,882)             (9,550)                14,944

    Purchases of property, plant and equipment                                                                                          (25,190)                      (11,518)            (5,579)            (45,508)              (25,460)

    Cash paid for solar power systems, leased and to be leased                                                                          (10,622)                       (9,948)           (18,544)            (35,559)              (83,619)

    Cash paid for solar power systems                                                                                                    (4,917)                             -                  -             (4,917)                     -

    Proceeds from sales or maturities of marketable securities                                                                                 -                         1,380             100,947                1,380                100,947

    Proceeds from sale of equipment to third-party                                                                                             -                             -                628                    -                   645

    Purchases of marketable securities                                                                                                         -                          (30)                  -                (30)              (99,928)

    Cash paid for acquisitions, net of cash acquired                                                                                     (1,000)                       (5,894)                  -             (6,894)                     -

    Cash paid for investments in unconsolidated investees                                                                                      -                             -                  -             (5,013)               (1,411)
                                                                                                                                                                                              ---              ------

    Net cash provided by (used in) investing activities                                                                                 (41,932)                      (33,064)             74,570            (106,091)              (93,882)
                                                                                                                                         -------                        -------              ------             --------                -------

    Cash flows from financing activities:

    Proceeds from issuance of convertible debt, net of issuance costs                                                                          -                       395,275                   -             395,275                296,283

    Cash paid for repurchase of convertible debt                                                                                            (51)                      (42,101)                  -            (42,153)                     -

    Proceeds from settlement of 4.75% Bond Hedge                                                                                               -                             -                  -              68,842                      -

    Payments to settle 4.75% Warrants                                                                                                          -                             -                  -            (81,077)                     -

    Proceeds from settlement of 4.50% Bond Hedge                                                                                               4                            110                   -                 114                      -

    Proceeds from issuance of non-recourse debt financing, net of issuance costs                                                           1,426                         34,306                   -              74,840                      -

    Proceeds from issuance of project loans, net of issuance costs                                                                             -                             -             11,610                    -                68,225

    Assumption of project loan by customer                                                                                                     -                             -                  -            (40,672)                     -

    Proceeds from residential lease financing                                                                                                  -                             -             26,817                    -                83,365

    Repayment of residential lease financing                                                                                                   -                       (8,473)                  -            (15,686)                     -

    Proceeds from sale-leaseback financing                                                                                                 6,893                              -                  -              23,578                 40,757

    Repayment of sale-leaseback financing                                                                                                  (581)                             -                  -             (1,360)               (5,124)

    Contributions from noncontrolling interests and                                                                                       22,534                         22,226              29,535               75,312                 73,401

    redeemable noncontrolling interests

    Distributions to noncontrolling interests and                                                                                        (1,172)                         (519)                  -             (2,808)                     -

    redeemable noncontrolling interests

    Proceeds from exercise of stock options                                                                                                  309                            562                  49                  939                     98

    Purchases of stock for tax withholding obligations on vested restricted stock                                                        (3,196)                       (9,298)            (1,401)            (56,000)              (17,584)

    Repayment of bank loans, project loans and other debt                                                                                (7,972)                         (718)            (8,386)            (16,540)             (290,098)

    Net cash provided by financing activities                                                                                             18,194                        391,370              58,224              382,604                249,323
                                                                                                                                          ------                        -------              ------              -------                -------

    Effect of exchange rate changes on cash and cash equivalents                                                                         (1,973)                         (146)              1,352              (2,306)                 1,094
                                                                                                                                          ------                           ----               -----               ------                  -----

    Net increase (decrease) in cash and cash equivalents                                                                                (58,129)                       226,117             163,015              160,218                286,088

    Cash and cash equivalents, beginning of period                                                                                       980,858                        754,741             580,560              762,511                457,487
                                                                                                                                         -------                        -------             -------              -------                -------

    Cash and cash equivalents, end of period                                                                                            $922,729                       $980,858            $743,575             $922,729               $743,575
                                                                                                                                        ========                       ========            ========             ========               ========


    Non-cash transactions:

    Assignment of financing receivables to a third party financial institution                                                            $2,163                         $2,760             $22,166               $6,419                $67,400

    Costs of solar power systems, leased and to be leased, sourced from existing inventory                                                11,905                          6,783              13,627               25,808                 43,341

    Costs of solar power systems, leased and to be leased, funded by liabilities                                                           2,389                          1,867               2,315                2,389                  2,315

    Costs of solar power systems under sale-leaseback financing arrangements sourced from project assets                                   2,064                              -                  -              17,333                 24,399

    Property, plant and equipment acquisitions funded by liabilities                                                                      12,146                          9,326               5,628               12,146                  5,628

    Issuance of common stock upon conversion of convertible debt                                                                               -                       188,229                   -             188,263                      -




                                                                        SUNPOWER CORPORATION

                                                                  REVENUE BY SIGNIFICANT CATEGORY

                                                                           (In thousands)

                                                                            (Unaudited)


                              THREE MONTHS ENDED    NINE MONTHS ENDED
                            ------------------   -----------------

                              Sep. 28,                 Jun. 29,                                   Sep. 29,          Sep. 28,            Sep. 29,

                                           2014                          2014                                  2013                2014                2013
                                           ----                          ----                                  ----                ----                ----

    Revenue:

    Solar power products(1)            $209,864                      $237,212                              $223,952            $685,654            $648,235

    Solar power systems(2)              402,244                       224,852                               378,477           1,030,851           1,083,002

    Residential leases(3)                30,941                        32,679                                31,575             102,352              95,498

    Other revenue4                       19,685                        13,128                                23,116              44,170              42,334
                                         ------                        ------                                ------              ------              ------

                                       $662,734                      $507,871                              $657,120          $1,863,027          $1,869,069
                                       ========                      ========                              ========          ==========          ==========


    1 Solar power products
     represents direct sales of
     panels, balance of system
     components, and inverters to
     dealers, systems integrators,
     and residential, commercial,
     and utility customers in all
     regions.

    2 Solar power systems represents
     revenue recognized in
     connection with our
     construction and development
     contracts.

    3 Residential leases represents
     revenue recognized on solar
     power systems leased to
     customers under our solar lease
     program.

    4 Other revenue includes revenue
     related to our solar power
     services and solutions, such as
     post-installation systems
     monitoring and maintenance and
     commercial power purchase
     agreements.

Use of Non-GAAP Financial Measures

To supplement its consolidated financial results presented in accordance with GAAP, the company uses non-GAAP measures that are adjusted for certain items from the most directly comparable GAAP measures, as described below. Management adjusts for these items because it does not consider such items when evaluating the core operational activities of the company. The specific non-GAAP measures listed below are revenue, gross margin, net income, net income per diluted share, earnings before interest, taxes, depreciation and amortization (EBITDA), and free cash flow. Management believes that each of these non-GAAP measures is 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 provides 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 analyses. 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; the non-GAAP measures 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 utility and power plant projects as described below. Non-GAAP gross margin includes adjustments relating to utility and power plant projects, gain on contract termination, stock-based compensation, non-cash interest expense, and other items as described below. In addition to those same adjustments, non-GAAP net income and non-GAAP net income per diluted share are adjusted for the tax effect of these non-GAAP adjustments as described below. In addition to the same adjustments as non-GAAP gross margin, EBITDA includes adjustments relating to cash interest expense (net of interest income), provision for (benefit from) income taxes, and depreciation. Free cash flow includes adjustments relating to investing cash flows and lease financings as described below.

Non-GAAP Adjustments


    --  Utility and power plant projects. The company includes adjustments
        related to the revenue recognition of utility and power plant projects
        based on the separately-identifiable components of transactions in order
        to reflect the substance of the transactions. This treatment is
        consistent with accounting rules relating to such projects under
        International Financial Reporting Standards (IFRS). On a GAAP basis,
        such projects are accounted for under U.S. GAAP real estate accounting
        guidance. Management calculates separate revenue and cost of revenue
        amounts each fiscal period in accordance with the two treatments above
        and the aggregate difference for the company's affected projects is
        included in the relevant reconciliation tables below. Over the life of
        each project, cumulative revenue and gross margin will be equivalent
        under the two treatments; however, revenue and gross margin will
        generally be recognized earlier under the company's non-GAAP treatment
        than under the company's GAAP treatment. Among other factors, this is
        due to the attribution of non-GAAP revenue and margin to the company's
        project development efforts at the time of initial project sale as
        required under IFRS accounting rules, whereas no separate attribution to
        this element occurs under U.S. GAAP real estate accounting guidance.
        Within each project, the relationship between the adjustments to revenue
        and gross margins is generally consistent. However, as the company may
        have multiple utility and power plant projects in progress at any given
        time, the relationship in the aggregate will occasionally appear
        otherwise. Management believes that this adjustment for utility and
        power plant projects enables investors to evaluate the company's revenue
        generation performance relative to the direct costs of revenue of its
        core businesses.
    --  Gain on contract termination. During the third quarter of fiscal 2013,
        the company agreed to terminate a contract with one of its suppliers. As
        a result, the company recorded a gain associated with the non-cash
        forfeiture of a previously recorded advance from the supplier. As this
        gain is nonrecurring in nature, excluding this data provides investors
        with a basis to evaluate the company's performance, including compared
        with the performance of other companies, without similar impacts.
    --  Stock-based compensation. Stock-based compensation relates primarily to
        the company's equity incentive awards. Stock-based compensation is a
        non-cash expense that varies from period to period and is dependent on
        market forces that are difficult to predict. Due to this
        unpredictability, management excludes this item from its internal
        operating forecasts and models. 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.
    --  Non-cash interest expense. The company separately accounted for the fair
        value liabilities of the embedded cash conversion option and the
        over-allotment option on its 4.5% senior cash convertible debentures
        issued in 2010 as an original issue discount and a corresponding
        derivative conversion liability. As a result, the company incurs
        interest expense that is substantially higher than interest payable on
        its 4.5% senior cash convertible debentures. The company excludes
        non-cash interest expense because the expense does not reflect its
        financial results in the period incurred. In addition, in connection
        with the Liquidity Support Agreement with Total executed on February 28,
        2012, the company issued warrants to Total to acquire 9,531,677 shares
        of its common stock. The fair value of the warrants was recorded as debt
        issuance costs and amortized over the expected life of the agreement. As
        a result, the Company incurred non-cash interest expense associated with
        the amortization of the warrants. 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.

    --  Other. Beginning in the first quarter of fiscal 2013, the company
        combined amounts previously disclosed under separate captions into
        "Other" when such amounts no longer have a significant impact on the
        current fiscal period. Management believes that these adjustments
        provide investors with a basis to evaluate the company's performance,
        including compared with the performance of other companies, without
        similar impacts. The adjustments recorded in "Other" for the third
        quarter of fiscal 2014 are primarily driven by adjustments which would
        have previously been disclosed under "Restructuring charges" and "Change
        in European government incentives."
    --  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 and non-GAAP net income 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 proportion to
        earnings for that period. 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.
    --  EBITDA adjustments. When calculating EBITDA, in addition to adjustments
        described above, the company excludes the impact during the period of
        the following items:
        --  Cash interest expense, net of interest income
        --  Provision for (benefit from) income taxes
        --  Depreciation

Management presents this non-GAAP financial measure to enable investors with a basis to evaluate the company's performance, including compared with the performance of other companies.


    --  Free cash flow adjustments. When calculating free cash flow, the company
        includes the impact during the period of the following items:
        --  Net cash provided by (used in) investing activities
        --  Proceeds from issuance of non-recourse debt financing, net of
            issuance costs
        --  Proceeds from residential lease financing
        --  Repayment of residential lease financing
        --  Proceeds from sale-leaseback financing
        --  Repayment of sale-leaseback financing
        --  Contributions from noncontrolling interests and redeemable
            noncontrolling interests
        --  Distributions to noncontrolling interests and redeemable
            noncontrolling interests

Management presents this non-GAAP financial measure to enable investors with a basis to evaluate the company's performance, including compared with the performance of other companies.

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. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    GAAP revenue                                                                                             $662,734                                              $507,871                                                    $657,120                                          $1,863,027                    $1,869,069

    Utility and power plant projects                                                                           41,475                                               113,195                                                    (37,669)                                            145,961                      (24,270)

    Other                                                                                                           -                                                    -                                                          -                                                  -                        (672)

    Non-GAAP revenue                                                                                         $704,209                                              $621,066                                                    $619,451                                          $2,008,988                    $1,844,127
                                                                                                             ========                                              ========                                                    ========                                          ==========                    ==========


    Adjustments to Gross margin:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    GAAP gross margin                                                                                        $108,514                                               $94,145                                                    $193,230                                            $365,648                      $360,404

    Utility and power plant projects                                                                            (721)                                               22,614                                                    (26,323)                                              5,285                        57,957

    Gain on contract termination                                                                                    -                                                    -                                                   (51,987)                                                  -                     (51,987)

    Stock-based compensation expense                                                                            3,972                                                 3,350                                                       2,925                                              10,878                         7,152

    Non-cash interest expense                                                                                     699                                                   699                                                         591                                               2,098                         1,712

    Other                                                                                                       5,220                                                    24                                                          42                                               5,244                           215

    Non-GAAP gross margin                                                                                    $117,684                                              $120,832                                                    $118,478                                            $389,153                      $375,453
                                                                                                             ========                                              ========                                                    ========                                            ========                      ========


    GAAP gross margin (%)                                                                                      16.4%                                                18.5%                                                      29.4%                                              19.6%                        19.3%

    Non-GAAP gross margin (%)                                                                                  16.7%                                                19.5%                                                      19.1%                                              19.4%                        20.4%


    Adjustments to Net income:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    GAAP net income attributable to stockholders                                                              $32,033                                               $14,102                                                    $108,386                                            $111,179                       $73,255

    Utility and power plant projects                                                                            (721)                                               22,614                                                    (26,323)                                              5,285                        57,957

    Gain on contract termination                                                                                    -                                                    -                                                   (51,987)                                                  -                     (51,987)

    Stock-based compensation expense                                                                           13,725                                                13,348                                                      12,082                                              41,940                        31,103

    Non-cash interest expense                                                                                   5,499                                                 5,323                                                      12,311                                              15,992                        36,382

    Other                                                                                                       6,106                                                 (654)                                                        835                                               5,007                         3,480

    Tax effect                                                                                               (10,199)                                             (10,824)                                                      3,477                                            (13,706)                      (1,377)

    Non-GAAP net income attributable to stockholders                                                          $46,443                                               $43,909                                                     $58,781                                            $165,697                      $148,813
                                                                                                              =======                                               =======                                                     =======                                            ========                      ========


    Adjustments to Net income per diluted share:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    Net income per diluted share

    Numerator:

    GAAP net income available to common stockholders(1)                                                       $33,442                                               $14,653                                                    $111,614                                            $113,770                       $73,999
                                                                                                              =======                                               =======                                                    ========                                            ========                       =======

    Non-GAAP net income available to common stockholders(1)                                                   $46,994                                               $44,460                                                     $58,781                                            $169,879                      $148,813
                                                                                                              =======                                               =======                                                     =======                                            ========                      ========


    Denominator:

    GAAP weighted-average shares                                                                              167,117                                               156,333                                                     153,876                                             158,962                       134,859

    Effect of dilutive securities:

    0.75% debentures due 2018                                                                                       -                                                    -                                                   (12,026)                                                  -                      (5,418)

    0.875% debentures due 2021                                                                                (8,203)                                                    -                                                          -                                            (3,305)                            -

    4.75% debentures due 2014                                                                                       -                                                    -                                                    (8,712)                                              3,347                             -

    Non-GAAP weighted-average shares(1)                                                                       158,914                                               156,333                                                     133,138                                             159,004                       129,441
                                                                                                              =======                                               =======                                                     =======                                             =======                       =======


    GAAP net income per diluted share                                                                           $0.20                                                 $0.09                                                       $0.73                                               $0.72                         $0.55
                                                                                                                =====                                                 =====                                                       =====                                               =====                         =====

    Non-GAAP net income per diluted share                                                                       $0.30                                                 $0.28                                                       $0.44                                               $1.07                         $1.15
                                                                                                                =====                                                 =====                                                       =====                                               =====                         =====


    1 In accordance with the if-converted method, net income available to common stockholders excludes interest expense related to the 0.75%, 0.875%, and 4.75% debentures if the debentures are considered converted in the calculation of net income 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 per diluted share.


    Revenue by Significant Category:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    GAAP Solar power products                                                                                $209,864                                              $237,212                                                    $223,952                                            $685,654                      $648,235

    Other                                                                                                           -                                                    -                                                          -                                                  -                        (672)

    Non-GAAP Solar power products                                                                            $209,864                                              $237,212                                                    $223,952                                            $685,654                      $647,563
                                                                                                             ========                                              ========                                                    ========                                            ========                      ========


    GAAP Solar power systems                                                                                 $402,244                                              $224,852                                                    $378,477                                          $1,030,851                    $1,083,002

    Utility and power plant projects                                                                           41,475                                               113,195                                                    (37,669)                                            145,961                      (24,270)

    Non-GAAP Solar power systems                                                                             $443,719                                              $338,047                                                    $340,808                                          $1,176,812                    $1,058,732
                                                                                                             ========                                              ========                                                    ========                                          ==========                    ==========


    EBITDA:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    GAAP net income attributable to stockholders                                                              $32,033                                               $14,102                                                    $108,386                                            $111,179                       $73,255

    Utility and power plant projects                                                                            (721)                                               22,614                                                    (26,323)                                              5,285                        57,957

    Gain on contract termination                                                                                    -                                                    -                                                   (51,987)                                                  -                     (51,987)

    Stock-based compensation expense                                                                           13,725                                                13,348                                                      12,082                                              41,940                        31,103

    Non-cash interest expense                                                                                   5,499                                                 5,323                                                      12,311                                              15,992                        36,382

    Other                                                                                                       6,106                                                 (654)                                                        835                                               5,007                         3,480

    Cash interest expense, net of interest income                                                              11,476                                                11,048                                                      16,292                                              37,358                        44,747

    Provision for (benefit from) income taxes                                                                 (8,320)                                              (8,168)                                                    (4,575)                                            (2,868)                        2,920

    Depreciation                                                                                               25,727                                                24,026                                                      24,722                                              75,124                        72,893

    EBITDA                                                                                                    $85,525                                               $81,639                                                     $91,743                                            $289,017                      $270,750
                                                                                                              =======                                               =======                                                     =======                                            ========                      ========


    Free Cash Flow:

                                                                                                   THREE MONTHS ENDED                                                      NINE MONTHS ENDED
                                                                                                   ------------------                                                      -----------------

                                                                                                  Sep. 28,                                          Jun. 29,                                                   Sep. 29,                                            Sep. 28,                         Sep. 29,

                                                                                                                 2014                                                  2014                                                        2013                                                2014                          2013
                                                                                                                 ----                                                  ----                                                        ----                                                ----                          ----

    Net cash provided by (used in) operating activities                                                     $(32,418)                                           $(132,043)                                                    $28,869                                          $(113,989)                     $129,553

    Net cash provided by (used in) investing activities                                                      (41,932)                                             (33,064)                                                     74,570                                           (106,091)                     (93,882)

    Proceeds from issuance of non-recourse debt financing,                                                      1,426                                                34,306                                                           -                                             74,840                             -
    net of issuance costs

    Proceeds from residential lease financing                                                                       -                                                    -                                                     26,817                                                   -                       83,365

    Repayment of residential lease financing                                                                        -                                              (8,473)                                                          -                                           (15,686)                            -

    Proceeds from sale-leaseback financing                                                                      6,893                                                     -                                                          -                                             23,578                        40,757

    Repayment of sale-leaseback financing                                                                       (581)                                                    -                                                          -                                            (1,360)                      (5,124)

    Contributions from noncontrolling interests and                                                            22,534                                                22,226                                                      29,535                                              75,312                        73,401
    redeemable noncontrolling interests

    Distributions to noncontrolling interests and                                                             (1,172)                                                (519)                                                          -                                            (2,808)                            -
    redeemable noncontrolling interests

    Free cash flow                                                                                          $(45,250)                                           $(117,567)                                                   $159,791                                           $(66,204)                     $228,070
                                                                                                             ========                                             =========                                                    ========                                            ========                      ========



    Q4 2014
     GUIDANCE (in
     thousands
     except
     percentages
     and per share
     data)         Q4 2014                   FY 2014

    Revenue (GAAP)         $675,000-$725,000         $2,535,000-$2,585,000

    Revenue (non-
     GAAP) (1)             $575,000-$625,000         $2,580,000-$2,630,000

    Gross margin
     (GAAP)                          22%-24%                      20%-21%

    Gross margin
     (non-GAAP)
     (2)                            19%-21%                      19%-20%

    Net income per
     diluted share
     (GAAP)                      $0.20-$0.35                   $0.95-$1.10

    Net income per
     diluted share
     (non-GAAP)
     (3)                        $0.15-$0.30                   $1.25-$1.40


    (1)              Estimated non-GAAP amounts above
                     include a net increase (decrease)
                     of $(100) million for Q4 2014 and
                     $45 million for fiscal 2014 of
                     revenue primarily related to
                     utility and power plant projects.

    (2)              Estimated non-GAAP amounts above
                     for Q4 2014 include net
                     adjustments that increase
                     (decrease) gross margin by
                     approximately $(40) to $(45)
                     million related to the non-GAAP
                     revenue adjustments that are
                     discussed above, $3 million
                     related to stock-based
                     compensation expense, and $1
                     million related to non-cash
                     interest expense. Estimated non-
                     GAAP amounts above for fiscal
                     2014 include net adjustments that
                     increase (decrease) gross margin
                     by approximately $(35) to $(40)
                     million related to the non-GAAP
                     revenue adjustments that are
                     discussed above, $14 million
                     related to stock-based
                     compensation expense, $3 million
                     related to non-cash interest
                     expense, and $5 million related
                     to other items.

    (3)              Estimated non-GAAP amounts above
                      for Q4 2014 include net
                      adjustments that increase
                      (decrease) net income by
                      approximately $(40) to $(45)
                      million related to the non-GAAP
                      revenue adjustments that are
                      discussed above, $14 million
                      related to stock-based
                      compensation expense, $6 million
                      related to non-cash interest
                      expense, $3 million related to
                      other items, and $11 million in
                      tax effect. Estimated non-GAAP
                      amounts above for fiscal 2014
                      include net adjustments that
                      increase (decrease) net income by
                      approximately $(35) to $(40)
                      million related to the non-GAAP
                      revenue adjustments that are
                      discussed above, $56 million
                      related to stock-based
                      compensation expense, $22 million
                      related to non-cash interest
                      expense, $8 million related to
                      other items, and $(3) million in
                      tax effect.

The following supplemental data represent the adjustments, individual charges and credits that are included or excluded from SunPower's non-GAAP revenue, gross margin, net income and net income per diluted share measures for each period presented in the Consolidated Statements of Operations contained herein.



                                                                      SUPPLEMENTAL DATA

                                                             (In thousands, except percentages)


                                                                     THREE MONTHS ENDED


                                                                     September 28, 2014
                                                                     ------------------

                            Revenue                                            Gross margin                                   Operating expenses             Other income (expense), net Benefit from (provision
                                                                                                                                                                                                       for) income taxes                            Net income
                                                                                                                                                                                                                                       attributable to
                                                                                                                                                                                                                                        stockholders
                                                                                                                                                                                                                                        ------------

                      AMERICAS                 EMEA                                   APAC               AMERICAS                           EMEA       APAC                                 Research and                                 Selling, general             Restructuring charges

                                                                                                                                                                                            development                                and administrative
                                                                                                                                                                                            -----------                                ------------------

    GAAP                              $517,799       $44,633                                    $100,302             $103,184                    19.9%         $(1,396)                       -3.1%                            $6,726                           6.7%                                                                                $32,033

    Utility and power
     plant projects                     41,475             -                                          -               (721)                                        -                                                             -                                                             -       -        -        -             -          (721)

    Stock-based
     compensation
     expense                                 -            -                                          -               2,310                                       408                                                          1,254                                                          2,022    7,731         -        -             -         13,725

    Non-cash interest
     expense                                 -            -                                          -                 452                                        60                                                            187                                                              6       22         -    4,772              -          5,499

    Other                                    -            -                                          -                (24)                                    5,244                                                              -                                                             -     720       188      (22)             -          6,106

    Tax effect                               -            -                                          -                   -                                        -                                                             -                                                             -       -        -        -      (10,199)       (10,199)

    Non-GAAP                          $559,274       $44,633                                    $100,302             $105,201                    18.8%           $4,316                         9.7%                            $8,167                           8.1%                                                                                $46,443
                                      ========       =======                                    ========             ========                                    ======                                                         ======                                                                                                               =======



                                                                   June 29, 2014
                                                                   -------------

                            Revenue                                            Gross margin                                   Operating expenses             Other income (expense), net Benefit from (provision
                                                                                                                                                                                                       for) income taxes                            Net income
                                                                                                                                                                                                                                       attributable to
                                                                                                                                                                                                                                        stockholders
                                                                                                                                                                                                                                        ------------

                      AMERICAS                 EMEA                                   APAC               AMERICAS                           EMEA       APAC                                 Research and                                 Selling, general             Restructuring charges

                                                                                                                                                                                            development                                and administrative
                                                                                                                                                                                            -----------                                ------------------

    GAAP                              $333,048       $64,709                                    $110,114              $75,267                    22.6%          $10,056                        15.5%                            $8,822                           8.0%                                                                                $14,102

    Utility and power
     plant projects                    113,195             -                                          -              22,614                                         -                                                             -                                                             -       -        -        -             -         22,614

    Stock-based
     compensation
     expense                                 -            -                                          -               1,837                                       511                                                          1,002                                                          1,912    8,086         -        -             -         13,348

    Non-cash interest
     expense                                 -            -                                          -                 371                                        97                                                            231                                                              6       23         -    4,595              -          5,323

    Other                                    -            -                                          -                  24                                         -                                                             -                                                             -       1     (717)       38              -          (654)

    Tax effect                               -            -                                          -                   -                                        -                                                             -                                                             -       -        -        -      (10,824)       (10,824)

    Non-GAAP                          $446,243       $64,709                                    $110,114             $100,113                    22.4%          $10,664                        16.5%                           $10,055                           9.1%                                                                                $43,909
                                      ========       =======                                    ========             ========                                   =======                                                        =======                                                                                                               =======



                                                                September 29, 2013
                                                                ------------------

                            Revenue                                            Gross margin                                   Operating expenses             Other income (expense), net Benefit from (provision
                                                                                                                                                                                                       for) income taxes                            Net income
                                                                                                                                                                                                                                       attributable to
                                                                                                                                                                                                                                        stockholders
                                                                                                                                                                                                                                        ------------

                      AMERICAS                 EMEA                                   APAC               AMERICAS                           EMEA       APAC                                 Research and                                 Selling, general             Restructuring charges

                                                                                                                                                                                            development                                and administrative
                                                                                                                                                                                            -----------                                ------------------

    GAAP                              $442,091      $120,712                                     $94,317             $136,067                    30.8%          $20,107                        16.7%                           $37,056                          39.3%                                                                               $108,386

    Utility and power
     plant projects                   (37,669)            -                                          -            (26,323)                                        -                                                             -                                                             -       -        -        -             -       (26,323)

    Gain on contract
     termination                             -            -                                          -            (25,604)                                  (9,395)                                                      (16,988)                                                             -       -        -        -             -       (51,987)

    Stock-based
     compensation
     expense                                 -            -                                          -               1,295                                       803                                                            827                                                          1,390    7,767         -        -             -         12,082

    Non-cash interest
     expense                                 -            -                                          -                 291                                       107                                                            193                                                             19       23         -   11,678              -         12,311

    Other                                    -            -                                          -                  42                                         -                                                             -                                                             -   (324)    1,114         3              -            835

    Tax effect                               -            -                                          -                   -                                        -                                                             -                                                             -       -        -        -         3,477           3,477

    Non-GAAP                          $404,422      $120,712                                     $94,317              $85,768                    21.2%          $11,622                         9.6%                           $21,088                          22.4%                                                                                $58,781
                                      ========      ========                                     =======              =======                                   =======                                                        =======                                                                                                               =======



                                                                 NINE MONTHS ENDED


                                                                September 28, 2014
                                                                ------------------

                            Revenue                                            Gross margin                                   Operating expenses             Other income (expense), net Benefit from (provision
                                                                                                                                                                                                       for) income taxes                            Net income
                                                                                                                                                                                                                                        attributable
                                                                                                                                                                                                                                       to stockholders
                                                                                                                                                                                                                                       ---------------

                      AMERICAS                 EMEA                                   APAC               AMERICAS                           EMEA       APAC                                 Research and                                 Selling, general             Restructuring charges

                                                                                                                                                                                            development                                and administrative
                                                                                                                                                                                            -----------                                ------------------

    GAAP                            $1,321,870      $235,600                                    $305,557             $299,161                    22.6%          $35,477                        15.1%                           $31,010                          10.1%                                                                               $111,179

    Utility and power
     plant projects                    145,961             -                                          -               5,285                                         -                                                             -                                                             -       -        -        -             -          5,285

    Stock-based
     compensation
     expense                                 -            -                                          -               6,218                                     1,574                                                          3,086                                                          5,731   25,331         -        -             -         41,940

    Non-cash interest
     expense                                 -            -                                          -               1,244                                       281                                                            573                                                             19       68         -   13,807              -         15,992

    Other                                    -            -                                          -                   -                                    5,244                                                              -                                                             -     728     (990)       25              -          5,007

    Tax effect                               -            -                                          -                   -                                        -                                                             -                                                             -       -        -        -      (13,706)       (13,706)

    Non-GAAP                        $1,467,831      $235,600                                    $305,557             $311,908                    21.2%          $42,576                        18.1%                           $34,669                          11.3%                                                                               $165,697
                                    ==========      ========                                    ========             ========                                   =======                                                        =======                                                                                                              ========



                                                                September 29, 2013
                                                                ------------------

                            Revenue                                            Gross margin                                   Operating expenses             Other income (expense), net Benefit from (provision
                                                                                                                                                                                                       for) income taxes                            Net income
                                                                                                                                                                                                                                       attributable to
                                                                                                                                                                                                                                        stockholders
                                                                                                                                                                                                                                        ------------

                      AMERICAS                 EMEA                                   APAC               AMERICAS                           EMEA       APAC                                 Research and                                 Selling, general             Restructuring charges

                                                                                                                                                                                            development                                and administrative
                                                                                                                                                                                            -----------                                ------------------

    GAAP                            $1,293,822      $296,374                                    $278,873             $285,778                    22.1%           $6,879                         2.3%                           $67,747                          24.3%                                                                                $73,255

    Utility and power
     plant projects                   (24,270)            -                                          -              57,957                                         -                                                             -                                                             -       -        -        -             -         57,957

    Gain on contract
     termination                             -            -                                          -            (25,604)                                  (9,395)                                                      (16,988)                                                             -       -        -        -             -       (51,987)

    Stock-based
     compensation
     expense                                 -            -                                          -               3,209                                     1,862                                                          2,081                                                          3,737   20,214         -        -             -         31,103

    Non-cash interest
     expense                                 -            -                                          -                 802                                       368                                                            542                                                             55       69         -   34,546              -         36,382

    Other                                    -            -                                      (672)                 443                                       186                                                          (414)                                                             -   1,530     1,705        30              -          3,480

    Tax effect                               -            -                                          -                   -                                        -                                                             -                                                             -       -        -        -       (1,377)        (1,377)
                                                                                                                                                                                                                                                                                            ---     ---      ---      ---        ------          ------

    Non-GAAP                        $1,269,552      $296,374                                    $278,201             $322,585                    25.4%           $(100)                        0.0%                           $52,968                          19.0%                                                                               $148,813
                                    ==========      ========                                    ========             ========                                     =====                                                        =======                                                                                                              ========

SOURCE SunPower Corp.