United states securities and exchange commission

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The information required by this Item is incorporated by reference to “Business – Executive Officers” included in Part 1, Item 1 of this Annual Report on Form 10-K and the information that will be contained in our proxy statement related to the 2018 Annual Meeting of Stockholders, which we intend to file with the SEC within 120 days of the fiscal year ended December 31, 2017.

Item 11. Executive Compensation

The information required by this Item is incorporated by reference to the information that will be contained in our proxy statement related to the 2018 Annual Meeting of Stockholders, which we intend to file with the SEC within 120 days of the fiscal year ended December 31, 2017.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this Item is incorporated by reference to the information that will be contained in our proxy statement related to the 2018 Annual Meeting of Stockholders, which we intend to file with the SEC within 120 days of the fiscal year ended December 31, 2017.

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required by this Item is incorporated by reference to the information that will be contained in our proxy statement related to the 2018 Annual Meeting of Stockholders, which we intend to file with the SEC within 120 days of the fiscal year ended December 31, 2017.

Item 14. Princip al Accounting Fees and Services

The information required by this Item is incorporated by reference to the information that will be contained in our proxy statement related to the 2018 Annual Meeting of Stockholders, which we intend to file with the SEC within 120 days of the fiscal year ended December 31, 2017.

PART IV

Item 15. Exhibits, Financial Statement Schedules

(a)	Financial Statements and Schedules

The financial statements listed in the accompanying Index to Consolidated Financial Statements are filed as part of this Annual Report on Form 10-K.

(b)

Exhibits

See Exhibit Index.

Item 16. Form 10-K Summary

Not applicable.

 

 

76

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

 

		Page
Report of Independent Registered Public Accounting Firm		F-2
Consolidated Balance Sheets as of December 31, 2017 and 2016		F-3
Consolidated Income Statements for the years ended December 31, 2017, 2016 and 2015		F-4
Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, 2016 and 2015		F-5
Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the years ended December 31, 2017, 2016 and 2015		F-6
Consolidated Statements of Cash Flows for the years ended December 31, 2017, 2016 and 2015		F-7
Notes to Consolidated Financial Statements		F-8

F-1

Report of Independent Registe red Public Accounting Firm

 

To the Stockholders and Board of Directors

TPI Composites, Inc.:

 

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of TPI Composites, Inc. and subsidiaries (the Company) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, stockholders’ equity (deficit), and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

/s/ KPMG LLP

We have served as the Company’s auditor since 2008.

Phoenix, Arizona

March 8, 2018

 

 

F-2

TPI COMPOSITES, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands, except par value data)

 

		December 31,
		2017				2016
Assets
Current assets:
Cash and cash equivalents		$	148,113			$	119,066
Restricted cash			3,849				2,259
Accounts receivable (Note 3)			121,576				67,842
Inventories			67,064				53,095
Inventories held for customer orders			64,858				52,308
Prepaid expenses and other current assets			27,507				30,657
Total current assets			432,967				325,227
Property, plant and equipment, net			123,480				91,166
Goodwill			2,807				2,807
Intangible assets, net			150				265
Other noncurrent assets			14,130				17,741
Total assets		$	573,534			$	437,206
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses		$	166,743			$	112,281
Accrued warranty			29,163				19,912
Deferred revenue			81,048				69,568
Customer deposits			10,134				1,390
Current maturities of long-term debt			35,506				33,403
Total current liabilities			322,594				236,554
Long-term debt, net of debt issuance costs and current maturities			85,879				89,752
Other noncurrent liabilities			4,444				4,393
Total liabilities			412,917				330,699
Commitments and contingencies (Note 14)
Stockholders’ equity: (Note 3)
Common shares, $0.01 par value, 100,000 shares authorized and 34,049    shares issued and 34,021 shares outstanding at December 31, 2017;    100,000 shares authorized and 33,737 shares issued and outstanding at    December 31, 2016			340				337
Paid-in capital			301,543				292,833
Accumulated other comprehensive loss			(558	)			(3,862	)
Accumulated deficit			(140,197	)			(182,801	)
Treasury stock, at cost, 28 shares at December 31, 2017; no shares at   December 31, 2016			(511	)			—
Total stockholders’ equity			160,617				106,507
Total liabilities and stockholders’ equity		$	573,534			$	437,206

 

See accompanying notes to consolidated financial statements.

F-3

TPI COMPOSITES, INC. AND SUBSIDIARIES

Consolidated Income Statements