Brookfield Renewable Corp 6-K, filed Nov 4, 2022
Brookfield Renewable Corp (BEPC)
6-K
2022-11-04
For: 2022-09-30
View Original
Added on
April 12, 2026
About this 6-K
Brookfield Renewable Corp filed this 6-K on November 4, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________________________________________________________________
Form 6-K
_____________________________________________________________________________________________________________________
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2022
Commission File Number: 001-39355
BROOKFIELD RENEWABLE
CORPORATION
(Translation of registrant's name into English)
_____________________________________________________________________________________________________________________
250 Vesey Street, 15th Floor
New York, New York 10281
(Address of principal executive office)
_____________________________________________________________________________________________________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ý Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
The information contained in Exhibits 99.1 and 99.2 of this Form 6-K is incorporated by reference into (i) the registrant’s registration statement on Form S-8 filed with the Securities and Exchange Commission ("SEC") on July 31, 2020 (File No. 333-240282), and (ii) the registrant’s registration statement on Form F-3 (File No. 333-258728) that was declared effective by the SEC on August 20, 2021.
EXHIBIT LIST
| Exhibit | |||||
| 99.1 | |||||
| 99.2 | |||||
| 99.3 | |||||
| 99.4 | |||||
- 2 -
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BROOKFIELD RENEWABLE CORPORATION | ||||||||
Date: November 4, 2022 | By: | /s/ Jennifer Mazin | ||||||
| Name: Jennifer Mazin Title: General Counsel and Corporate Secretary | ||||||||
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BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
UNAUDITED (MILLIONS) | Notes | September 30, 2022 | December 31, 2021 | ||||||||||||||
| Assets | |||||||||||||||||
| Current assets | |||||||||||||||||
| Cash and cash equivalents | 11 | $ | 566 | $ | 410 | ||||||||||||
| Restricted cash | 12 | 252 | 146 | ||||||||||||||
| Trade receivables and other current assets | 13 | 1,460 | 1,146 | ||||||||||||||
| Financial instrument assets | 3 | 93 | 58 | ||||||||||||||
| Due from related parties | 16 | 351 | 548 | ||||||||||||||
| 2,722 | 2,308 | ||||||||||||||||
| Financial instrument assets | 3 | 214 | 58 | ||||||||||||||
| Equity-accounted investments | 10 | 505 | 455 | ||||||||||||||
| Property, plant and equipment, at fair value | 6 | 36,158 | 37,915 | ||||||||||||||
| Intangible assets | 211 | 218 | |||||||||||||||
| Goodwill | 745 | 849 | |||||||||||||||
| Deferred income tax assets | 5 | 98 | 86 | ||||||||||||||
| Other long-term assets | 152 | 97 | |||||||||||||||
| Total Assets | $ | 40,805 | $ | 41,986 | |||||||||||||
| Liabilities | |||||||||||||||||
| Current liabilities | |||||||||||||||||
| Accounts payable and accrued liabilities | 14 | $ | 533 | $ | 452 | ||||||||||||
| Financial instrument liabilities | 3 | 376 | 247 | ||||||||||||||
| Due to related parties | 16 | 682 | 649 | ||||||||||||||
| Non-recourse borrowings | 7 | 1,359 | 1,452 | ||||||||||||||
| Provisions | 16 | 12 | |||||||||||||||
| BEPC exchangeable and class B shares | 9 | 5,390 | 6,163 | ||||||||||||||
| 8,356 | 8,975 | ||||||||||||||||
| Financial instrument liabilities | 3 | 586 | 523 | ||||||||||||||
| Non-recourse borrowings | 7 | 12,229 | 12,060 | ||||||||||||||
| Deferred income tax liabilities | 5 | 4,774 | 5,020 | ||||||||||||||
| Provisions | 516 | 547 | |||||||||||||||
| Other long-term liabilities | 616 | 636 | |||||||||||||||
| Equity | |||||||||||||||||
| Non-controlling interests | |||||||||||||||||
| Participating non-controlling interests – in operating subsidiaries | 8 | 9,304 | 10,297 | ||||||||||||||
| Participating non-controlling interests – in a holding subsidiary held by the partnership | 8 | 246 | 261 | ||||||||||||||
| The partnership | 9 | 4,178 | 3,667 | ||||||||||||||
| Total Equity | 13,728 | 14,225 | |||||||||||||||
| Total Liabilities and Equity | $ | 40,805 | $ | 41,986 | |||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
| Approved on behalf of Brookfield Renewable Corporation: | |||||
 |  | ||||
Patricia Zuccotti Director | David Mann Director | ||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 2 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
UNAUDITED (MILLIONS) | Three months ended September 30 | Nine months ended September 30 | |||||||||||||||||||||||||||
| Notes | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||||||||
| Revenues | 16 | $ | 896 | $ | 806 | $ | 2,822 | $ | 2,462 | ||||||||||||||||||||
| Other income | 9 | 29 | 79 | 48 | |||||||||||||||||||||||||
Direct operating costs(1) | (293) | (254) | (880) | (841) | |||||||||||||||||||||||||
| Management service costs | 16 | (37) | (45) | (132) | (147) | ||||||||||||||||||||||||
| Interest expense | 7 | (264) | (231) | (747) | (671) | ||||||||||||||||||||||||
| Share of earnings from equity-accounted investments | 10 | 2 | 1 | 1 | 2 | ||||||||||||||||||||||||
| Foreign exchange and financial instruments (loss) gain | 3 | (68) | 39 | (98) | 55 | ||||||||||||||||||||||||
| Depreciation | 6 | (288) | (269) | (870) | (834) | ||||||||||||||||||||||||
| Other | (28) | (44) | (54) | (221) | |||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and class B shares | 9 | 603 | 286 | 774 | 1,074 | ||||||||||||||||||||||||
| Income tax recovery (expense) | |||||||||||||||||||||||||||||
| Current | 5 | (31) | (20) | (98) | (51) | ||||||||||||||||||||||||
| Deferred | 5 | 16 | (145) | (25) | (126) | ||||||||||||||||||||||||
| (15) | (165) | (123) | (177) | ||||||||||||||||||||||||||
| Net income | $ | 517 | $ | 153 | $ | 772 | $ | 750 | |||||||||||||||||||||
| Net income attributable to: | |||||||||||||||||||||||||||||
| Non-controlling interests | |||||||||||||||||||||||||||||
| Participating non-controlling interests – in operating subsidiaries | 8 | $ | 35 | $ | (59) | $ | 215 | $ | (69) | ||||||||||||||||||||
| Participating non-controlling interests – in a holding subsidiary held by the partnership | 8 | 2 | (2) | 7 | 3 | ||||||||||||||||||||||||
| The partnership | 480 | 214 | 550 | 816 | |||||||||||||||||||||||||
| $ | 517 | $ | 153 | $ | 772 | $ | 750 | ||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
(1) Direct operating costs exclude depreciation expense disclosed below.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 3 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
UNAUDITED (MILLIONS) | Three months ended September 30 | Nine months ended September 30 | |||||||||||||||||||||||||||
| Notes | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||||||||
| Net income | $ | 517 | $ | 153 | $ | 772 | $ | 750 | |||||||||||||||||||||
| Other comprehensive income (loss) that will not be reclassified to net income: | |||||||||||||||||||||||||||||
| Revaluations of property, plant and equipment | 6 | — | — | (2) | (257) | ||||||||||||||||||||||||
| Actuarial gain on defined benefit plans | — | — | 12 | 12 | |||||||||||||||||||||||||
| Deferred income taxes on above items | — | (163) | (5) | (123) | |||||||||||||||||||||||||
| Unrealized gain on investments in equity securities | 3 | 1 | — | 1 | — | ||||||||||||||||||||||||
| Total items that will not be reclassified to net income | 1 | (163) | 6 | (368) | |||||||||||||||||||||||||
| Other comprehensive income (loss) that may be reclassified to net income: | |||||||||||||||||||||||||||||
| Foreign currency translation | (476) | (290) | (529) | (675) | |||||||||||||||||||||||||
| Gains (losses) arising during the period on financial instruments designated as cash-flow hedges | 3 | 4 | (129) | (42) | (117) | ||||||||||||||||||||||||
| Unrealized gain on foreign exchange swaps net investment hedge | 3 | 51 | 12 | 66 | 38 | ||||||||||||||||||||||||
| Reclassification adjustments for amounts recognized in net income | 3 | 38 | 22 | 128 | (38) | ||||||||||||||||||||||||
| Deferred income taxes on above items | (17) | 18 | (56) | 19 | |||||||||||||||||||||||||
| Equity-accounted investments | 10 | — | — | 1 | — | ||||||||||||||||||||||||
| Total items that may be reclassified subsequently to net income | (400) | (367) | (432) | (773) | |||||||||||||||||||||||||
| Other comprehensive loss | (399) | (530) | (426) | (1,141) | |||||||||||||||||||||||||
| Comprehensive income (loss) | $ | 118 | $ | (377) | $ | 346 | $ | (391) | |||||||||||||||||||||
| Comprehensive income (loss) attributable to: | |||||||||||||||||||||||||||||
| Non-controlling interests | |||||||||||||||||||||||||||||
| Participating non-controlling interests – in operating subsidiaries | 8 | $ | (240) | $ | (357) | $ | (163) | $ | (780) | ||||||||||||||||||||
| Participating non-controlling interests – in a holding subsidiary held by the partnership | 8 | (8) | (17) | 1 | (17) | ||||||||||||||||||||||||
| The partnership | 366 | (3) | 508 | 406 | |||||||||||||||||||||||||
| $ | 118 | $ | (377) | $ | 346 | $ | (391) | ||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 4 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| Accumulated other comprehensive income | Non-controlling interests | ||||||||||||||||||||||||||||||||||||||||||||||
UNAUDITED THREE MONTHS ENDED SEPTEMBER 30 (MILLIONS) | The partnership | Foreign currency translation | Revaluation surplus | Other | Total | Participating non-controlling interests – in a holding subsidiary held by the partnership | Participating non-controlling interests – in operating subsidiaries | Total equity | |||||||||||||||||||||||||||||||||||||||
| Balance, as at June 30, 2022 | $ | (4,738) | $ | (1,507) | $ | 10,101 | $ | (44) | $ | 3,812 | $ | 261 | $ | 9,755 | $ | 13,828 | |||||||||||||||||||||||||||||||
| Net income | 480 | — | — | — | 480 | 2 | 35 | 517 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) | — | (129) | — | 15 | (114) | (10) | (275) | (399) | |||||||||||||||||||||||||||||||||||||||
| Capital contributions | — | — | — | — | — | — | 88 | 88 | |||||||||||||||||||||||||||||||||||||||
Disposals (Note 2) | — | — | — | — | (2) | (54) | (56) | ||||||||||||||||||||||||||||||||||||||||
| Dividends declared | — | — | — | — | — | (7) | (244) | (251) | |||||||||||||||||||||||||||||||||||||||
| Other | 1 | (1) | (1) | 1 | — | 2 | (1) | 1 | |||||||||||||||||||||||||||||||||||||||
| Change in period | 481 | (130) | (1) | 16 | 366 | (15) | (451) | (100) | |||||||||||||||||||||||||||||||||||||||
| Balance, as at September 30, 2022 | $ | (4,257) | $ | (1,637) | $ | 10,100 | $ | (28) | $ | 4,178 | $ | 246 | $ | 9,304 | $ | 13,728 | |||||||||||||||||||||||||||||||
| Balance, as at June 30, 2021 | $ | (5,273) | $ | (1,394) | $ | 8,273 | $ | (47) | $ | 1,559 | $ | 258 | $ | 9,627 | $ | 11,444 | |||||||||||||||||||||||||||||||
| Net income | 214 | — | — | — | 214 | (2) | (59) | 153 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) | — | (142) | (35) | (40) | (217) | (15) | (298) | (530) | |||||||||||||||||||||||||||||||||||||||
| Capital contributions | — | — | — | — | — | — | 4 | 4 | |||||||||||||||||||||||||||||||||||||||
| Disposal | 60 | — | (60) | — | — | — | (181) | (181) | |||||||||||||||||||||||||||||||||||||||
| Dividends declared | — | — | — | — | — | — | (201) | (201) | |||||||||||||||||||||||||||||||||||||||
| Other | 35 | (1) | (40) | 1 | (5) | — | 222 | 217 | |||||||||||||||||||||||||||||||||||||||
| Change in period | 309 | (143) | (135) | (39) | (8) | (17) | (513) | (538) | |||||||||||||||||||||||||||||||||||||||
| Balance, as at September 30, 2021 | $ | (4,964) | $ | (1,537) | $ | 8,138 | $ | (86) | $ | 1,551 | $ | 241 | $ | 9,114 | $ | 10,906 | |||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 5 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| Accumulated other comprehensive income | Non-controlling interests | ||||||||||||||||||||||||||||||||||||||||||||||
UNAUDITED NINE MONTHS ENDED SEPTEMBER 30 (MILLIONS) | The partnership | Foreign currency translation | Revaluation surplus | Other | Total | Participating non-controlling interests – in a holding subsidiary held by the partnership | Participating non-controlling interests – in operating subsidiaries | Total equity | |||||||||||||||||||||||||||||||||||||||
| Balance, as at December 31, 2021 | $ | (4,834) | $ | (1,568) | $ | 10,125 | $ | (56) | $ | 3,667 | $ | 261 | $ | 10,297 | $ | 14,225 | |||||||||||||||||||||||||||||||
| Net income | 550 | — | — | — | 550 | 7 | 215 | 772 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) | — | (69) | (1) | 28 | (42) | (6) | (378) | (426) | |||||||||||||||||||||||||||||||||||||||
| Capital contributions | — | — | — | — | — | — | 284 | 284 | |||||||||||||||||||||||||||||||||||||||
Disposal (Note 2) | 27 | — | (27) | — | — | (2) | (54) | (56) | |||||||||||||||||||||||||||||||||||||||
| Dividends declared | — | — | — | — | — | (16) | (1,042) | (1,058) | |||||||||||||||||||||||||||||||||||||||
| Other | — | — | 3 | — | 3 | 2 | (18) | (13) | |||||||||||||||||||||||||||||||||||||||
| Change in period | 577 | (69) | (25) | 28 | 511 | (15) | (993) | (497) | |||||||||||||||||||||||||||||||||||||||
| Balance, as at September 30, 2022 | $ | (4,257) | $ | (1,637) | $ | 10,100 | $ | (28) | $ | 4,178 | $ | 246 | $ | 9,304 | $ | 13,728 | |||||||||||||||||||||||||||||||
| Balance, as at December 31, 2020 | $ | (5,826) | $ | (1,350) | $ | 8,381 | $ | (28) | $ | 1,177 | $ | 258 | $ | 10,290 | $ | 11,725 | |||||||||||||||||||||||||||||||
| Net income (loss) | 816 | — | — | — | 816 | 3 | (69) | 750 | |||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | (186) | (166) | (58) | (410) | (20) | (711) | (1,141) | |||||||||||||||||||||||||||||||||||||||
| Capital contributions | — | — | — | — | — | — | 42 | 42 | |||||||||||||||||||||||||||||||||||||||
| Disposal | 60 | — | (60) | — | — | — | (181) | (181) | |||||||||||||||||||||||||||||||||||||||
| Dividends declared | — | — | — | — | — | — | (491) | (491) | |||||||||||||||||||||||||||||||||||||||
| Other | (14) | (1) | (17) | — | (32) | — | 234 | 202 | |||||||||||||||||||||||||||||||||||||||
| Change in period | 862 | (187) | (243) | (58) | 374 | (17) | (1,176) | (819) | |||||||||||||||||||||||||||||||||||||||
| Balance, as at September 30, 2021 | $ | (4,964) | $ | (1,537) | $ | 8,138 | $ | (86) | $ | 1,551 | $ | 241 | $ | 9,114 | $ | 10,906 | |||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 6 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
| UNAUDITED | Three months ended September 30 | Nine months ended September 30 | |||||||||||||||||||||||||||
| (MILLIONS) | Notes | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||||
| Operating activities | |||||||||||||||||||||||||||||
| Net income | $ | 517 | $ | 153 | $ | 772 | $ | 750 | |||||||||||||||||||||
Adjustments for the following non-cash items: | |||||||||||||||||||||||||||||
Depreciation | 6 | 288 | 269 | 870 | 834 | ||||||||||||||||||||||||
| Unrealized financial instruments gain (loss) | 3 | 128 | (27) | 212 | (24) | ||||||||||||||||||||||||
| Share of earnings (loss) from equity-accounted investments | 10 | (2) | (1) | (1) | (2) | ||||||||||||||||||||||||
| Deferred income tax expense | 5 | (16) | 145 | 25 | 126 | ||||||||||||||||||||||||
Other non-cash items | 15 | (5) | 10 | 50 | |||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable shares and class B shares | 9 | (603) | (286) | (774) | (1,074) | ||||||||||||||||||||||||
| Dividends received from equity-accounted investments | 10 | — | — | 2 | 1 | ||||||||||||||||||||||||
| 327 | 248 | 1,116 | 661 | ||||||||||||||||||||||||||
| Changes in due to or from related parties | 20 | (17) | 35 | 44 | |||||||||||||||||||||||||
| Net change in working capital balances | (57) | (146) | (286) | (540) | |||||||||||||||||||||||||
| 290 | 85 | 865 | 165 | ||||||||||||||||||||||||||
| Financing activities | |||||||||||||||||||||||||||||
| Proceeds from non-recourse borrowings | 7 | 258 | 1,371 | 2,591 | 2,563 | ||||||||||||||||||||||||
| Repayment of non-recourse borrowings | 7 | (225) | (1,075) | (1,895) | (1,699) | ||||||||||||||||||||||||
| Repayment of lease liabilities | (4) | (3) | (11) | (15) | |||||||||||||||||||||||||
| Capital contributions from non-controlling interests | 8 | 88 | 4 | 284 | 42 | ||||||||||||||||||||||||
| Return of capital to non-controlling interests | (54) | (181) | (54) | (181) | |||||||||||||||||||||||||
| Distributions paid: | |||||||||||||||||||||||||||||
| To participating non-controlling interests | 8 | (251) | (201) | (1,058) | (491) | ||||||||||||||||||||||||
| Related party borrowings, net | 172 | (202) | 181 | (34) | |||||||||||||||||||||||||
| (16) | (287) | 38 | 185 | ||||||||||||||||||||||||||
| Investing activities | |||||||||||||||||||||||||||||
| Acquisitions, net of cash and cash equivalents, in acquired entity | — | — | — | (12) | |||||||||||||||||||||||||
| Investment in equity-accounted investments | 10 | (48) | — | (48) | — | ||||||||||||||||||||||||
| Investment in property, plant and equipment | 6 | (210) | (158) | (624) | (563) | ||||||||||||||||||||||||
| Proceeds from disposal of assets | 4 | 376 | 92 | 376 | |||||||||||||||||||||||||
| Restricted cash and other | 12 | (4) | (6) | (129) | (78) | ||||||||||||||||||||||||
| (258) | 212 | (709) | (277) | ||||||||||||||||||||||||||
| Foreign exchange gain (loss) on cash | (21) | (9) | (38) | (15) | |||||||||||||||||||||||||
| Cash and cash equivalents | |||||||||||||||||||||||||||||
| Increase | (5) | 1 | 156 | 58 | |||||||||||||||||||||||||
| Net change in cash classified within assets held for sale | — | 16 | — | — | |||||||||||||||||||||||||
| Balance, beginning of period | 571 | 396 | 410 | 355 | |||||||||||||||||||||||||
| Balance, end of period | $ | 566 | $ | 413 | $ | 566 | $ | 413 | |||||||||||||||||||||
| Supplemental cash flow information: | |||||||||||||||||||||||||||||
Interest paid | $ | 229 | $ | 211 | $ | 677 | $ | 618 | |||||||||||||||||||||
Interest received | $ | 7 | $ | 2 | $ | 18 | $ | 9 | |||||||||||||||||||||
| Income taxes paid | $ | 14 | $ | 12 | $ | 47 | $ | 35 | |||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 7 | ||||||||
BROOKFIELD RENEWABLE CORPORATION
NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
Brookfield Renewable Corporation (“BEPC” or the “company) and its subsidiaries, own and operate a portfolio of renewable energy power generating facilities primarily in North America, Europe, Colombia and Brazil. BEPC was formed as a corporation established under the British Columbia Business Corporation Act on September 9, 2019 and is a subsidiary of Brookfield Renewable Partners L.P. (“BEP”), or, collectively with its controlled subsidiaries, including BEPC (“Brookfield Renewable”), or, collectively with its controlled subsidiaries, excluding BEPC, (the “partnership”). Brookfield Asset Management Inc. (“Brookfield Asset Management” or together with its controlled subsidiaries, excluding Brookfield Renewable, “Brookfield”) is our company’s ultimate parent.
The class A exchangeable subordinate voting shares (“BEPC exchangeable shares”) of Brookfield Renewable Corporation are listed on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “BEPC”.
The registered head office of Brookfield Renewable Corporation is 250 Vesey Street, New York, NY, United States.
| Notes to the consolidated financial statements | Page | |||||||
| 1. | Basis of presentation and significant accounting policies | |||||||
| 2. | Disposal of assets | |||||||
| 3. | Risk management and financial instruments | |||||||
| 4. | Segmented information | |||||||
| 5. | Income taxes | |||||||
| 6. | Property, plant and equipment | |||||||
| 7. | Borrowings | |||||||
| 8. | Non-controlling interests | |||||||
| 9. | BEPC Exchangeable shares, BEPC Class B shares and BEPC Class C shares | |||||||
| 10. | Equity-accounted investments | |||||||
| 11. | Cash and cash equivalents | |||||||
| 12. | Restricted cash | |||||||
| 13. | Trade receivables and other current assets | |||||||
| 14. | Accounts payable and accrued liabilities | |||||||
| 15. | Commitments, contingencies and guarantees | |||||||
| 16. | Related party transactions | |||||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 8 | ||||||||
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
(a) Statement of compliance
The interim consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting.
Certain information and footnote disclosures normally included in the annual audited consolidated financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), have been omitted or condensed. These interim consolidated financial statements should be read in conjunction with the company’s December 31, 2021 audited consolidated financial statements. The interim consolidated statements have been prepared on a basis consistent with the accounting policies disclosed in the December 31, 2021 audited consolidated financial statements.
The interim consolidated financial statements are unaudited and reflect adjustments (consisting of normal recurring adjustments) that are, in the opinion of management, necessary to provide a fair statement of results for the interim periods in accordance with IFRS.
The results reported in these interim consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for an entire year. The policies set out below are consistently applied to all periods presented, unless otherwise noted.
These interim financial statements were authorized for issuance by the Board of Directors of the company and authorized of issue on November 4, 2022.
Certain comparative figures have been reclassified to conform to the current year’s presentation.
References to $, €, R$, and COP are to United States (“U.S.”) dollars, Euros, Brazilian reais, and Colombian pesos, respectively.
All figures are presented in millions of U.S. dollars unless otherwise noted.
(b) Basis of presentation
The interim consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of property, plant and equipment and certain assets and liabilities which have been measured at fair value. Cost is recorded based on the fair value of the consideration given in exchange for assets.
(c) Consolidation
These interim consolidated financial statements include the accounts of the company and its subsidiaries, which are the entities over which the company has control. An investor controls an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Non-controlling interests in the equity of the company’s subsidiaries are shown separately in equity in the interim consolidated statements of financial position.
(d) Recently adopted accounting standards
Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework
The amendments add an exception to the recognition principle of IFRS 3 to avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of IAS 37 Provisions, Contingent Liabilities and Contingent Assets or IFRIC 21 Levies, if incurred separately. The exception requires entities to apply the criteria in IAS 37 or IFRIC 21, respectively, instead of the Conceptual Framework, to determine whether a present obligation exists at the acquisition date. At the same time, the amendments add a new paragraph to IFRS 3 to clarify that contingent assets do not qualify for recognition at the acquisition date. The amendments to IFRS 3 apply to annual reporting periods beginning on or after January 1, 2022.
The company has completed an assessment and implemented its transition plan to address the impact and effect changes as a result of amendments to the recognition principle of IFRS 3. The adoption did not have a significant impact on the company’s financial reporting.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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(e) Future changes in accounting policies
Amendments to IAS 1 – Presentation of Financial Statements (“IAS 1”)
The amendments clarify how to classify debt and other liabilities as current or non-current. The amendments to IAS 1 apply to annual reporting periods beginning on or after January 1, 2023. The company is currently assessing the impact of these amendments.
IFRS Interpretations Committee Agenda Decision - Demand Deposits with Restriction on Use Arising from a Contract with a Third Party (IAS 7 Statement of Cash Flows)
In April 2022, the IFRS Interpretations Committee (“IFRS IC”) concluded that restrictions on the use of a demand deposit arising from a contract with a third party do not result in the deposit no longer being cash, unless those restrictions change the nature of the deposit in a way that it would no longer meet the definition of cash in IAS 7 Statement of Cash Flows. In the fact pattern described in the request, the contractual restrictions on the use of the amounts held in the demand deposit did not change the nature of the deposit — the entity can access those amounts on demand. Therefore, the entity should include the demand deposit as a component of “cash and cash equivalents” in its statement of financial position and in its statement of cash flows. The company is currently assessing the impact of this IFRS IC agenda decision.
There are currently no other future changes to IFRS with potential impact on the company.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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2. DISPOSAL OF ASSETS
In June 2022, the company, together with its institutional partners, completed the sale of its 100% interest in a 36 MW operating hydroelectric portfolio in Brazil ("Brazil Hydroelectric Portfolio") for proceeds of R$461 million (approximately $90 million and $23 million net to the company). The company holds an approximately 23% economic interest in each of the project entities within the Brazil Hydroelectric Portfolio and a 100% voting interest. As a result of the disposition, the company's post-tax portion of the accumulated revaluation surplus of $27 million was reclassified from accumulated other comprehensive income directly to equity and noted as a Disposal item in the consolidated statements of changes in equity.
Summarized financial information relating to the disposal of the Brazil Hydroelectric Portfolio is shown below:
| (MILLIONS) | Total | ||||
| Proceeds, net of transaction costs | $ | 90 | |||
| Carrying value of net assets held for sale | |||||
Assets | 90 | ||||
Liabilities | — | ||||
| 90 | |||||
| Loss on disposal, net of transaction costs | $ | — | |||
3. RISK MANAGEMENT AND FINANCIAL INSTRUMENTS
RISK MANAGEMENT
The company`s activities expose it to a variety of financial risks, including market risk (i.e., commodity price risk, interest rate risk, and foreign currency risk), credit risk and liquidity risk. The company uses financial instruments primarily to manage these risks.
Fair value disclosures
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
Fair values determined using valuation models require the use of assumptions concerning the amount and timing of estimated future cash flows and discount rates. In determining those assumptions, management looks primarily to external readily observable market inputs such as interest rate yield curves, currency rates, commodity prices and, as applicable, credit spreads.
A fair value measurement of a non-financial asset is the consideration that would be received in an orderly transaction between market participants, considering the highest and best use of the asset.
Assets and liabilities measured at fair value are categorized into one of three hierarchy levels, described below. Each level is based on the transparency of the inputs used to measure the fair values of assets and liabilities.
Level 1 – inputs are based on unadjusted quoted prices in active markets for identical assets and liabilities;
Level 2 – inputs, other than quoted prices in Level 1, that are observable for the asset or liability, either directly or indirectly; and
Level 3 – inputs for the asset or liability that are not based on observable market data.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table presents the company's assets and liabilities measured and disclosed at fair value classified by the fair value hierarchy:
| September 30, 2022 | December 31, 2021 | ||||||||||||||||||||||||||||
| (MILLIONS) | Level 1 | Level 2 | Level 3 | Total | Total | ||||||||||||||||||||||||
| Assets measured at fair value: | |||||||||||||||||||||||||||||
| Cash and cash equivalents | $ | 566 | $ | — | $ | — | $ | 566 | $ | 410 | |||||||||||||||||||
Restricted cash(1) | 326 | — | — | 326 | 197 | ||||||||||||||||||||||||
Financial instrument assets(1) | |||||||||||||||||||||||||||||
| Energy derivative contracts | — | 27 | 3 | 30 | 45 | ||||||||||||||||||||||||
| Interest rate swaps | — | 247 | — | 247 | 40 | ||||||||||||||||||||||||
| Foreign exchange swaps | — | 30 | — | 30 | 31 | ||||||||||||||||||||||||
| Property, plant and equipment | — | — | 36,158 | 36,158 | 37,915 | ||||||||||||||||||||||||
| Liabilities measured at fair value: | |||||||||||||||||||||||||||||
Financial instrument liabilities(1) | |||||||||||||||||||||||||||||
| Energy derivative contracts | — | (404) | (189) | (593) | (206) | ||||||||||||||||||||||||
| Interest rate swaps | — | (19) | — | (19) | (103) | ||||||||||||||||||||||||
| Foreign exchange swaps | — | (1) | — | (1) | (6) | ||||||||||||||||||||||||
| Tax equity | — | — | (349) | (349) | (455) | ||||||||||||||||||||||||
Liabilities for which fair value is disclosed: | |||||||||||||||||||||||||||||
BEPC exchangeable and class B shares(2) | (5,390) | — | — | (5,390) | (6,163) | ||||||||||||||||||||||||
Non-recourse borrowing(1) | (1,709) | (10,939) | — | (12,648) | (14,397) | ||||||||||||||||||||||||
| Total | $ | (6,207) | $ | (11,059) | $ | 35,623 | $ | 18,357 | $ | 17,308 | |||||||||||||||||||
(1)Includes both the current amount and long-term amounts
(2)BEPC class C shares are also classified as financial liabilities due to their cash redemption feature. As discussed in Note 9 –BEPC Exchangeable shares, BEPC Class B shares and BEPC Class C shares, the BEPC class C shares meet certain qualifying criteria and are presented as equity.
There were no transfers between levels during the nine months ended September 30, 2022.
Financial instruments disclosures
The aggregate amount of our company's net financial instrument positions are as follows:
| September 30, 2022 | December 31, 2021 | ||||||||||||||||||||||
| (MILLIONS) | Assets | Liabilities | Net Assets (Liabilities) | Net Assets (Liabilities) | |||||||||||||||||||
| Energy derivative contracts | $ | 30 | $ | 593 | $ | (563) | $ | (161) | |||||||||||||||
| Interest rate swaps | 247 | 19 | 228 | (63) | |||||||||||||||||||
| Foreign exchange swaps | 30 | 1 | 29 | 25 | |||||||||||||||||||
| Tax equity | — | 349 | (349) | (455) | |||||||||||||||||||
| Total | 307 | 962 | (655) | (654) | |||||||||||||||||||
| Less: current portion | 93 | 376 | (283) | (189) | |||||||||||||||||||
| Long-term portion | $ | 214 | $ | 586 | $ | (372) | $ | (465) | |||||||||||||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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(a) Tax equity
The company owns and operates certain projects in the United States under tax equity structures to finance the construction of utility-scale solar, distributed generation and wind projects. In accordance with the substance of the contractual agreements, the amounts paid by the tax equity investors for their equity stakes are classified as financial instrument liabilities on the interim consolidated statements of financial position.
Gain or loss on the tax equity liabilities are recognized within foreign exchange and financial instruments (loss) gain in the interim consolidated statements of income (loss).
(b) Energy derivative contracts
The company has entered into energy derivative contracts primarily to stabilize or eliminate the price risk on the sale of certain future power generation. Certain energy contracts are recorded in the company's interim consolidated financial statements at an amount equal to fair value, using quoted market prices or, in their absence, a valuation model using both internal and third-party evidence and forecasts.
(c) Interest rate hedges
The company has entered into interest rate hedge contracts primarily to minimize exposure to interest rate fluctuations on its variable rate debt or to lock in interest rates on future debt refinancing. All interest rate hedge contracts are recorded in the interim consolidated financial statements at fair value.
(d) Foreign exchange swaps
The company has entered into foreign exchange swaps to minimize its exposure to currency fluctuations impacting its investments and earnings in foreign operations, and to fix the exchange rate on certain anticipated transactions denominated in foreign currencies.
The following table reflects the gains (losses) included in foreign exchange and financial instrument (loss) gain in the interim consolidated statements of income for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Energy derivative contracts | $ | (125) | $ | 10 | $ | (249) | $ | (53) | |||||||||||||||
| Interest rate swaps | 12 | 3 | 32 | 36 | |||||||||||||||||||
| Foreign exchange swaps | 40 | 19 | 75 | 67 | |||||||||||||||||||
| Tax equity | 30 | 15 | 92 | 31 | |||||||||||||||||||
| Foreign exchange gain (loss) | (25) | (8) | (48) | (26) | |||||||||||||||||||
| $ | (68) | $ | 39 | $ | (98) | $ | 55 | ||||||||||||||||
The following table reflects the gains (losses) included in other comprehensive income (loss) in the interim consolidated statements of comprehensive income (loss) for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Energy derivative contracts | $ | (58) | $ | (142) | $ | (282) | $ | (165) | |||||||||||||||
| Interest rate swaps | 59 | 8 | 238 | 45 | |||||||||||||||||||
| Foreign exchange swaps | 3 | 5 | 2 | 3 | |||||||||||||||||||
| 4 | (129) | (42) | (117) | ||||||||||||||||||||
| Foreign exchange swaps - net investment | 51 | 12 | 66 | 38 | |||||||||||||||||||
| $ | 55 | $ | (117) | $ | 24 | $ | (79) | ||||||||||||||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table reflects the reclassification adjustments recognized in net income in the interim consolidated statements of comprehensive income (loss) for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Energy derivative contracts | $ | 37 | $ | 10 | $ | 125 | $ | (53) | |||||||||||||||
| Interest rate swaps | 1 | 12 | 3 | 15 | |||||||||||||||||||
| $ | 38 | $ | 22 | $ | 128 | $ | (38) | ||||||||||||||||
4. SEGMENTED INFORMATION
The company’s Chief Executive Officer and Chief Financial Officer (collectively, the chief operating decision maker or “CODM”) review the results of the operations, manage the operations, and allocate resources based on the type of technology, in conjunction with other segments of Brookfield Renewable.
The operations of the company are segmented by – 1) hydroelectric, 2) wind, 3) utility-scale solar, 4) distributed energy & sustainable solutions (pumped storage, cogeneration and biomass) and 5) corporate. This best reflects the way in which the CODM reviews the results of the company.
The reporting to the CODM was revised during the year to incorporate the distributed energy & sustainable solutions business of the company. The distributed energy & sustainable solutions business corresponds to a portfolio of multi-technology assets and investments that support the broader strategy of decarbonization of electricity grids around the world through distributed generation and offering of other sustainable services. The financial information of operating segments in the prior period has been restated to present the corresponding results of the distributed energy & sustainable solutions.
In accordance with IFRS 8, Operating Segments, the company discloses information about its reportable segments based upon the measures used by the CODM in assessing performance. The accounting policies of the reportable segments are the same as those described in Note 1 – Basis of presentation and significant accounting policies.
Reporting to the CODM on the measures utilized to assess performance and allocate resources is provided on a proportionate basis. Information on a proportionate basis reflects the company’s share from facilities which it accounts for using consolidation and the equity method whereby the company either controls or exercises significant influence or joint control over the investment, respectively. Proportionate information provides shareholders perspective that the CODM considers important when performing internal analyses and making strategic and operating decisions. The CODM also believes that providing proportionate information helps investors understand the impacts of decisions made by management and financial results allocable to the company’s shareholders.
Proportionate financial information is not, and is not intended to be, presented in accordance with IFRS. Tables reconciling IFRS data with data presented on a proportionate consolidation basis have been disclosed below. Segment revenues, other income, direct operating costs, interest expense, depreciation, current and deferred income taxes, and other are items that will differ from results presented in accordance with IFRS as these items include the company’s proportionate share of earnings from equity-accounted investments attributable to each of the above-noted items, and exclude the proportionate share of earnings (loss) of consolidated investments not held by the company apportioned to each of the above-noted items.
The company does not control those entities that have not been consolidated and as such, have been presented as equity-accounted investments in its consolidated financial statements. The presentation of the assets and liabilities and revenues and expenses does not represent the company’s legal claim to such items, and the removal of financial statement amounts that are attributable to non-controlling interests does not extinguish the company’s legal claims or exposures to such items.
The company reports its results in accordance with these segments and presents prior period segmented information in a consistent manner.
The company analyzes the performance of its operating segments based on Funds From Operations. Funds From Operations is not a generally accepted accounting measure under IFRS and therefore may differ from definitions of Funds From Operations used by other entities, as well as the definition of funds from operations used by the Real Property Association of Canada (“REALPAC”) and the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”).
The company uses Funds From Operations to assess the performance of the company before the effects of certain cash items (e.g., acquisition costs and other typical non-recurring cash items) and certain non-cash items (e.g., deferred income taxes, depreciation, non-cash portion of non-controlling interests, unrealized gain or loss on financial instruments, non-
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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cash gain or loss from equity-accounted investments, and other non-cash items) as these are not reflective of the performance of the underlying business. The company includes realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term within Funds From Operations in order to provide additional insight regarding the performance of investments on a cumulative realized basis, including any unrealized fair value adjustments that were recorded in equity and not otherwise reflected in current period net income.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table provides each segment's results in the format that management organizes its segments to make operating decisions and assess performance and reconciles the company's proportionate results to the consolidated statements of income on a line by line basis by aggregating the components comprising the earnings from the company's investments in associates and reflecting the portion of each line item attributable to non-controlling interests for the three months ended September 30, 2022:
| Attributable to the partnership | Contribution from equity-accounted investments | Attributable to non- controlling interests | As per IFRS financials(1) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues | $ | 252 | $ | 36 | $ | 53 | $ | 43 | $ | — | $ | 384 | $ | (13) | $ | 525 | $ | 896 | |||||||||||||||||||||||||||||||||||||||||
| Other income | 6 | 4 | 15 | — | (2) | 23 | — | (14) | 9 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Direct operating costs | (102) | (11) | (15) | (20) | (1) | (149) | 8 | (152) | (293) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of revenue, other income and direct operating costs from equity-accounted investments | — | — | — | — | — | — | 5 | — | 5 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| 156 | 29 | 53 | 23 | (3) | 258 | — | 359 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | (37) | (37) | — | — | (37) | ||||||||||||||||||||||||||||||||||||||||||||||||||
Interest expense(1) | (47) | (8) | (13) | (6) | — | (74) | 1 | (136) | (209) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Current income taxes | (8) | — | — | — | — | (8) | — | (23) | (31) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of interest and cash taxes from equity-accounted investments | — | — | — | — | — | — | (1) | — | (1) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of Funds From Operations attributable to non-controlling interests | — | — | — | — | — | — | — | (200) | (200) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Funds From Operations | 101 | 21 | 40 | 17 | (40) | 139 | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | (129) | 3 | (162) | (288) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange and financial instrument gain (loss) | (89) | (2) | 23 | (68) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Deferred income tax expense | 28 | — | (12) | 16 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | (17) | 1 | (12) | (28) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(1) | (55) | — | — | (55) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | 603 | — | — | 603 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of earnings from equity-accounted investments | — | (2) | — | (2) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to non-controlling interests | — | — | 163 | 163 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to the partnership | $ | 480 | $ | — | $ | — | $ | 480 | |||||||||||||||||||||||||||||||||||||||||||||||||||
(1)Share of earnings from equity-accounted investments of $2 million is comprised of amounts found on the Share of revenue, other income and direct operating costs, Share of interest and cash taxes and Share of earnings lines. Net income attributable to participating non-controlling interests of $37 million is comprised of amounts found on Share of Funds From Operations attributable to non-controlling interests and Net Income attributable to non-controlling interests. Total interest expense of $264 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table provides each segment's results in the format that management organizes its segments to make operating decisions and assess performance and reconciles the company's proportionate results to the consolidated statements of income on a line by line basis by aggregating the components comprising the earnings from the company's investments in associates and reflecting the portion of each line item attributable to non-controlling interests for the three months ended September 30, 2021:
| Attributable to the partnership | Contribution from equity-accounted investments | Attributable to non- controlling interests | As per IFRS financials(1) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||||||||||||||||||||
| Revenues | $ | 235 | $ | 34 | $ | 48 | $ | 35 | $ | — | $ | 352 | $ | (9) | $ | 463 | $ | 806 | |||||||||||||||||||||||||||||||||||
| Other income | 28 | 20 | 4 | (1) | 3 | 54 | (1) | (24) | 29 | ||||||||||||||||||||||||||||||||||||||||||||
| Direct operating costs | (106) | (6) | (9) | (12) | (3) | (136) | 5 | (123) | (254) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of revenue, other income and direct operating costs from equity-accounted investments | — | — | — | — | — | — | 5 | — | 5 | ||||||||||||||||||||||||||||||||||||||||||||
| 157 | 48 | 43 | 22 | — | 270 | — | 316 | ||||||||||||||||||||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | (45) | (45) | — | — | (45) | ||||||||||||||||||||||||||||||||||||||||||||
Interest expense(1) | (35) | (8) | (14) | (2) | (6) | (65) | 2 | (116) | (179) | ||||||||||||||||||||||||||||||||||||||||||||
| Current income taxes | (4) | — | — | (4) | — | (8) | — | (12) | (20) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of interest and cash taxes from equity-accounted investments | — | — | — | — | — | — | (2) | — | (2) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of Funds From Operations attributable to non-controlling interests | — | — | — | — | — | — | — | (188) | (188) | ||||||||||||||||||||||||||||||||||||||||||||
| Funds From Operations | 118 | 40 | 29 | 16 | (51) | 152 | — | — | |||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | (113) | 3 | (159) | (269) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange and financial instrument gain (loss) | 24 | (1) | 16 | 39 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Deferred income tax recovery (expense) | (32) | — | (113) | (145) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Other | (51) | — | 7 | (44) | |||||||||||||||||||||||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(1) | (52) | — | — | (52) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | 286 | — | — | 286 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Share of earnings from equity-accounted investments | — | (2) | — | (2) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to non-controlling interests | — | — | 249 | 249 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to the partnership | $ | 214 | $ | — | $ | — | $ | 214 | |||||||||||||||||||||||||||||||||||||||||||||
(1)Share of earnings from equity-accounted investments of $1 million is comprised of amounts found on the Share of revenue, other income and direct operating costs, Share of interest and cash taxes and Share of earnings lines. Net loss attributable to participating non-controlling interests of $61 million is comprised of amounts found on Share of Funds From Operations attributable to non-controlling interests and Net Income attributable to non-controlling interests. Total interest expense of $231 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table provides each segment's results in the format that management organizes its segments to make operating decisions and assess performance and reconciles the company's proportionate results to the consolidated statements of income on a line by line basis by aggregating the components comprising the earnings from the company's investments in associates and reflecting the portion of each line item attributable to non-controlling interests for the nine months ended September 30, 2022:
| Attributable to the partnership | Contribution from equity-accounted investments | Attributable to non- controlling interests | As per IFRS financials(1) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues | 825 | 131 | 143 | 110 | — | 1,209 | (38) | 1,651 | 2,822 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other income | 30 | 9 | 36 | 7 | (2) | 80 | — | (1) | 79 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Direct operating costs | (318) | (38) | (39) | (53) | (3) | (451) | 23 | (452) | (880) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of revenue, other income and direct operating costs from equity-accounted investments | — | — | — | — | — | — | 15 | — | 15 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| 537 | 102 | 140 | 64 | (5) | 838 | — | 1,198 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | (127) | (127) | — | (5) | (132) | ||||||||||||||||||||||||||||||||||||||||||||||||||
Interest expense(1) | (131) | (22) | (38) | (15) | (4) | (210) | 4 | (376) | (582) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Current income taxes | (27) | (1) | — | — | — | (28) | — | (70) | (98) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of interest and cash taxes from equity-accounted investments | — | — | — | — | — | — | (4) | — | (4) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of Funds From Operations attributable to non-controlling interests | — | — | — | — | — | — | — | (747) | (747) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Funds From Operations | 379 | 79 | 102 | 49 | (136) | 473 | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | (388) | 9 | (491) | (870) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange and financial instrument gain (loss) | (126) | — | 28 | (98) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Deferred income tax recovery (expense) | 33 | — | (58) | (25) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | (51) | 1 | (4) | (54) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(1) | (165) | — | — | (165) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | 774 | — | — | 774 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share of earnings from equity-accounted investments | — | (10) | — | (10) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to non-controlling interests | — | — | 525 | 525 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to the partnership | 550 | — | — | 550 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
(1)Share of earnings from equity-accounted investments of $1 million is comprised of amounts found on the Share of revenue, other income and direct operating costs, Share of interest and cash taxes and Share of earnings lines. Net loss attributable to participating non-controlling interests of $222 million is comprised of amounts found on Share of Funds From Operations attributable to non-controlling interests and Net Income attributable to non-controlling interests. Total interest expense of $747 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 18 | ||||||||
The following table provides each segment's results in the format that management organizes its segments to make operating decisions and assess performance and reconciles the company's proportionate results to the consolidated statements of income on a line by line basis by aggregating the components comprising the earnings from the company's investments in associates and reflecting the portion of each line item attributable to non-controlling interests for the nine months ended September 30, 2021:
| Attributable to the partnership | Contribution from equity-accounted investments | Attributable to non- controlling interests | As per IFRS financials(1) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||||||||||||||||||||
| Revenues | 713 | 147 | 134 | 100 | — | 1,094 | (31) | 1,399 | 2,462 | ||||||||||||||||||||||||||||||||||||||||||||
| Other income | 45 | 24 | 7 | (1) | 3 | 78 | (1) | (29) | 48 | ||||||||||||||||||||||||||||||||||||||||||||
| Direct operating costs | (285) | (39) | (33) | (35) | (3) | (395) | 14 | (460) | (841) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of revenue, other income and direct operating costs from equity-accounted investments | — | — | — | — | — | — | 18 | — | 18 | ||||||||||||||||||||||||||||||||||||||||||||
| 473 | 132 | 108 | 64 | — | 777 | — | 910 | ||||||||||||||||||||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | (147) | (147) | — | — | (147) | ||||||||||||||||||||||||||||||||||||||||||||
Interest expense(1) | (102) | (28) | (41) | (12) | (10) | (193) | 6 | (328) | (515) | ||||||||||||||||||||||||||||||||||||||||||||
| Current income taxes | (14) | (2) | — | (4) | — | (20) | — | (31) | (51) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of interest and cash taxes from equity-accounted investments | — | — | — | — | — | — | (6) | — | (6) | ||||||||||||||||||||||||||||||||||||||||||||
| Share of Funds From Operations attributable to non-controlling interests | — | — | — | — | — | — | — | (551) | (551) | ||||||||||||||||||||||||||||||||||||||||||||
| Funds From Operations | 357 | 102 | 67 | 48 | (157) | 417 | — | — | |||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | (361) | 9 | (482) | (834) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange and financial instrument gain (loss) | (3) | 1 | 57 | 55 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Deferred income tax recovery (expense) | (11) | — | (115) | (126) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Other | (144) | — | (77) | (221) | |||||||||||||||||||||||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(1) | (156) | — | — | (156) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | 1,074 | — | — | 1,074 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Share of earnings from equity-accounted investments | — | (10) | — | (10) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to non-controlling interests | — | — | 617 | 617 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income attributable to the partnership | 816 | — | — | 816 | |||||||||||||||||||||||||||||||||||||||||||||||||
(1)Share of earnings from equity-accounted investments of $2 million is comprised of amounts found on the Share of revenue, other income and direct operating costs, Share of interest and cash taxes and Share of earnings lines. Net loss attributable to participating non-controlling interests of $66 million is comprised of amounts found on Share of Funds From Operations attributable to non-controlling interests and Net Income attributable to non-controlling interests. Total interest expense of $671 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table presents information on a segmented basis about certain items in our company's statements of financial position and reconciles the company's proportionate results to the consolidated statements of financial position by aggregating the components comprising the company's investments in associates and reflecting the portion of each line item attributable to non-controlling interests:
| Attributable to the partnership | Contribution from equity- accounted investments | Attributable to non- controlling interests | As per IFRS financials | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| As at September 30, 2022 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cash and cash equivalents | $ | 69 | $ | 59 | $ | 54 | $ | 17 | $ | 1 | $ | 200 | $ | (5) | $ | 371 | 566 | ||||||||||||||||||||||||||||||||||||||||||
| Property, plant and equipment, at fair value | 13,254 | 1,440 | 1,530 | 1,205 | — | 17,429 | (613) | 19,342 | 36,158 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total assets | 15,039 | 1,704 | 1,702 | 1,265 | 13 | 19,723 | (168) | 21,250 | 40,805 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total borrowings | 2,743 | 706 | 1,241 | 477 | — | 5,167 | (159) | 8,580 | 13,588 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other liabilities | 4,312 | 424 | 147 | 28 | 5,460 | 10,371 | (9) | 3,127 | 13,489 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| For the nine months ended September 30, 2022: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions to property, plant and equipment | 91 | 54 | 104 | 11 | — | 260 | (8) | 468 | 720 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| As at December 31, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cash and cash equivalents | $ | 41 | $ | 35 | $ | 43 | $ | 13 | $ | 4 | $ | 136 | $ | (2) | $ | 276 | 410 | ||||||||||||||||||||||||||||||||||||||||||
| Property, plant and equipment, at fair value | 13,577 | 1,478 | 1,585 | 1,232 | — | 17,872 | (604) | 20,647 | 37,915 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total assets | 15,108 | 1,700 | 1,731 | 1,279 | 17 | 19,835 | (176) | 22,327 | 41,986 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total borrowings | 2,720 | 765 | 1,377 | 461 | — | 5,323 | (161) | 8,350 | 13,512 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other liabilities | 4,051 | 379 | 119 | 66 | 6,231 | 10,846 | (15) | 3,418 | 14,249 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| For the nine months ended September 30, 2021: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions to property, plant and equipment | 136 | 38 | 54 | 3 | — | 231 | (8) | 389 | 612 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 20 | ||||||||
Additional Segment Information
The following table presents consolidated revenue split by technology for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Hydroelectric | $ | 520 | $ | 468 | $ | 1,697 | $ | 1,409 | |||||||||||||||
| Wind | 130 | 112 | 470 | 458 | |||||||||||||||||||
| Utility-scale Solar | 174 | 154 | 468 | 406 | |||||||||||||||||||
| Distributed energy & sustainable solutions | 72 | 72 | 187 | 189 | |||||||||||||||||||
| Total | $ | 896 | $ | 806 | $ | 2,822 | $ | 2,462 | |||||||||||||||
The following table presents consolidated property, plant and equipment and equity-accounted investments split by geographical region:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| North America | $ | 22,442 | $ | 22,634 | |||||||
| Colombia | 7,424 | 8,497 | |||||||||
| Brazil | 3,696 | 3,299 | |||||||||
| Europe | 3,101 | 3,940 | |||||||||
| $ | 36,663 | $ | 38,370 | ||||||||
5. INCOME TAXES
The company's effective income tax rate was 13.7% for the nine months ended September 30, 2022 (2021: 19.1%). The effective tax rate is different than the statutory rate primarily due to rate differentials and non-controlling interests' income or loss not subject to tax.
In 2021, the company incurred a one-time deferred tax expense of $142 million as a result of new tax legislation in Colombia.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 21 | ||||||||
6. PROPERTY, PLANT AND EQUIPMENT
The following table presents a reconciliation of property, plant and equipment at fair value:
| (MILLIONS) | Hydroelectric | Wind | Solar | Other(1) | Total(2) | ||||||||||||||||||||||||||||||
| Property, plant and equipment, at fair value | |||||||||||||||||||||||||||||||||||
| As at December 31, 2021 | $ | 25,496 | $ | 4,998 | $ | 6,457 | $ | 188 | $ | 37,139 | |||||||||||||||||||||||||
| Additions | 12 | (53) | 10 | — | (31) | ||||||||||||||||||||||||||||||
| Transfer from construction work-in-progress | 104 | 1 | 536 | 1 | 642 | ||||||||||||||||||||||||||||||
| Disposals | (97) | — | — | — | (97) | ||||||||||||||||||||||||||||||
| Items recognized through OCI: | |||||||||||||||||||||||||||||||||||
| Change in fair value | (2) | — | — | — | (2) | ||||||||||||||||||||||||||||||
| Foreign exchange | (949) | (156) | (402) | 1 | (1,506) | ||||||||||||||||||||||||||||||
| Items recognized through net income: | |||||||||||||||||||||||||||||||||||
| Depreciation | (376) | (230) | (241) | (23) | (870) | ||||||||||||||||||||||||||||||
| As at September 30, 2022 | $ | 24,188 | $ | 4,560 | $ | 6,360 | $ | 167 | $ | 35,275 | |||||||||||||||||||||||||
| Construction work-in-progress | |||||||||||||||||||||||||||||||||||
| As at December 31, 2021 | $ | 224 | $ | 114 | $ | 433 | $ | 5 | $ | 776 | |||||||||||||||||||||||||
| Additions | 99 | 182 | 466 | 4 | 751 | ||||||||||||||||||||||||||||||
| Transfer to property, plant and equipment | (104) | (1) | (536) | (1) | (642) | ||||||||||||||||||||||||||||||
| Items recognized through OCI: | |||||||||||||||||||||||||||||||||||
| Change in fair value | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Foreign exchange | 7 | (13) | 4 | — | (2) | ||||||||||||||||||||||||||||||
| As at September 30, 2022 | $ | 226 | $ | 282 | $ | 367 | $ | 8 | $ | 883 | |||||||||||||||||||||||||
| Total property, plant and equipment, at fair value | |||||||||||||||||||||||||||||||||||
As at December 31, 2021(2) | $ | 25,720 | $ | 5,112 | $ | 6,890 | $ | 193 | $ | 37,915 | |||||||||||||||||||||||||
As at September 30, 2022(2) | $ | 24,414 | $ | 4,842 | $ | 6,727 | $ | 175 | $ | 36,158 | |||||||||||||||||||||||||
(1)Includes cogeneration and biomass.
(2)Includes right-of-use assets not subject to revaluation of $49 million (2021: $52 million) in our hydroelectric segment, $124 million (2021: $130 million) in our wind segment, $142 million (2021: $157 million) in our solar segment , and $2 million (2021: $2 million) in other.
In the first quarter of 2022, the company, together with its institutional partners, completed the acquisition of a 248 MW development wind portfolio in Brazil. The investment is accounted for as asset acquisition as it does not constitute a business combinations under IFRS 3, with $11 million of property, plant and equipment included in the consolidated statements of financial position at the acquisition date. The company holds a 25% economic interest.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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7. BORROWINGS
Non-recourse borrowings
Non-recourse borrowings are typically asset-specific, long-term, and non-recourse borrowings denominated in the domestic currency of the subsidiary. Non-recourse borrowings in the United States and Europe consist of both fixed and floating interest rate debt indexed to the London Interbank Offered Rate (“LIBOR”) and the Euro Interbank Offered Rate ("EURIBOR"). The company uses interest rate swap agreements in the United States and Colombia to minimize its exposure to floating interest rates. Non-recourse borrowings in Brazil consist of floating interest rates of Taxa de Juros de Longo Prazo (“TJLP”), the Brazil National Bank for Economic Development’s long-term interest rate, Interbank Deposit Certificate rate (“CDI”), or The Extended National Consumer Price Index (“IPCA”) plus a margin. Non-recourse borrowings in Colombia include floating interest rates of Indicador Bancario de Referencia rate (“IBR”), the Banco Central de Colombia short-term interest rate, or Colombian Consumer Price Index (“IPC”), the Banco Central de Colombia inflation rate, plus a margin.
Effective January 1, 2022, Sterling Overnight Index Average (“SONIA”) replaced £ LIBOR, and Euro Short-term Rate (“€STR”) replaced € LIBOR. It is also currently expected that Secured Overnight Financing Rate (“SOFR”) will replace US$ LIBOR prior to June 30, 2023. As at September 30, 2022, the company’s floating rate borrowings have not been materially impacted by SONIA and €STR reforms. The company has a transition plan for the replacement of US$ LIBOR with the Secured Overnight Financing Rate (“SOFR”) benchmark on June 30, 2023. This plan involves certain amendments to the contractual terms of US$ LIBOR referenced floating rate borrowings, interest rate swaps, interest rate caps and updates to hedge designations. These are not expected to have a material impact.
The composition of non-recourse borrowings is presented in the following table:
| September 30, 2022 | December 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||
| Weighted-average | Weighted-average | ||||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS EXCEPT AS NOTED) | Interest rate (%) | Term (years)(3) | Carrying value | Estimated fair value | Interest rate (%) | Term (years) | Carrying value | Estimated fair value | |||||||||||||||||||||||||||||||||||||||
Non-recourse borrowings(1)(2) | |||||||||||||||||||||||||||||||||||||||||||||||
| Hydroelectric | 7.5 | 7 | $ | 6,628 | $ | 5,986 | 5.1 | 7 | $ | 6,160 | $ | 6,543 | |||||||||||||||||||||||||||||||||||
Wind | 4.8 | 8 | 2,379 | 2,217 | 3.7 | 9 | 2,416 | 2,577 | |||||||||||||||||||||||||||||||||||||||
| Utility-scale Solar | 5.3 | 13 | 3,799 | 3,683 | 4.1 | 13 | 4,110 | 4,365 | |||||||||||||||||||||||||||||||||||||||
| Distributed energy & sustainable solutions | 4.6 | 12 | 827 | 762 | 3.9 | 12 | 860 | 912 | |||||||||||||||||||||||||||||||||||||||
| Total | 6.2 | 9 | $ | 13,633 | $ | 12,648 | 4.5 | 9 | $ | 13,546 | $ | 14,397 | |||||||||||||||||||||||||||||||||||
Add: Unamortized premiums(4) | 35 | 57 | |||||||||||||||||||||||||||||||||||||||||||||
Less: Unamortized financing fees(4) | (80) | (91) | |||||||||||||||||||||||||||||||||||||||||||||
| Less: Current portion | (1,359) | (1,452) | |||||||||||||||||||||||||||||||||||||||||||||
| $ | 12,229 | $ | 12,060 | ||||||||||||||||||||||||||||||||||||||||||||
(1)Includes $1 million (2021: $8 million) borrowed under a subscription facility of a Brookfield sponsored private fund.
(2)Includes $15 million (2021: nil) outstanding to an associate of Brookfield. Refer to Note 16 - Related party transactions for more details.
(3)Excluding credit facilities total weighted-average term is 9 years.
(4)Unamortized premiums and unamortized financing fees are amortized over the terms of the borrowing.
In the first quarter of 2022, the company completed a financing of COP 200 billion ($53 million) in Colombia. The loan bears a fixed interest of 8.66% and matures in 2032.
In the first quarter of 2022, the company completed a financing of COP 356 billion ($95 million) in Colombia. The bond issued in two tranches bears variable interest at IPC plus a margin maturing in 2029 and 2037.
In the first quarter of 2022, the company completed a financing of COP 200 billion ($53 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2032.
In the first quarter of 2022, the company completed a financing of R$150 million ($29 million) associated with a utility-scale solar development project in Brazil. The loan bears a variable interest at IPCA plus a margin and matures February 2045.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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In the first quarter of 2022, the company completed a refinancing totaling $170 million associated with a hydroelectric portfolio in the United States. The debt drawn in two tranches bears an average fixed interest of 3.62% and matures in 2032.
In the first quarter of 2022, the company completed a refinancing totaling $35 million associated with a hydroelectric portfolio in the United States. A portion of the debt bears a fixed rate of 4.98% and the remaining portion bears interest at the SOFR plus 3.25% maturing in 2026.
In the second quarter of 2022, the company completed a financing of R$300 million ($63 million) associated with a utility-scale solar development project in Brazil. The loan bears a variable interest at IPCA plus a margin and matures 2045.
In the second quarter of 2022, the company completed a financing of R$500 million ($96 million) associated with a utility-scale solar development project in Brazil. The loan bears a variable interest at IPCA plus a margin and matures 2024.
In the second quarter of 2022, the company completed a financing of €66 million ($70 million) associated with a utility-scale solar asset in Spain. The loan bears a fixed interest rate of 3.36% and matures 2039.
In the second quarter of 2022, the company completed a financing of COP 400 billion ($97 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2032.
In the second quarter of 2022, the company completed a financing of COP 100 billion ($24 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2030.
In the second quarter of 2022, the company completed a financing of COP 50 billion ($12 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2030.
In the second quarter of 2022, the company completed a financing of COP 100 billion ($24 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2034.
In the second quarter of 2022, the company completed a financing of COP 219 billion ($53 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2027.
In the second quarter of 2022, the company completed a financing of COP 594 billion ($144 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2029.
In the second quarter of 2022, the company completed a financing of COP 237 billion ($57 million) in Colombia. The loan bears variable interest at IBR plus a margin maturing in 2030.
In the second quarter of 2022, the company increased its revolving credit facility capacity associated with the United States business by $250 million to a total of $750 million.
In the second quarter of 2022, the company completed a refinancing totaling $500 million associated with the United States business. The loan bears a variable interest at SOFR plus a margin and matures in 2029.
In the third quarter of 2022, Brookfield Renewable completed a financing of COP 315 billion ($71 million) in Colombia. The loan drawn in three tranches bears an average variable interest at IBR plus a margin and matures 2030.
In the third quarter of 2022, Brookfield Renewable completed a refinancing totaling $12 million associated with a hydroelectric portfolio in the United States. The debt bears a variable interest at SOFR plus a margin and matures in 2024.
8. NON-CONTROLLING INTERESTS
The company`s non-controlling interests are comprised of the following:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Non-controlling interests | |||||||||||
Participating non-controlling interests – in operating subsidiaries | $ | 9,304 | $ | 10,297 | |||||||
| Participating non-controlling interests – in a holding subsidiary held by the partnership | 246 | 261 | |||||||||
| $ | 9,550 | $ | 10,558 | ||||||||
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
Page 24 | ||||||||
Participating non-controlling interests – in operating subsidiaries
The net change in participating non-controlling interests – in operating subsidiaries is as follows:
(MILLIONS) | Brookfield Americas Infrastructure Fund | Brookfield Infrastructure Fund II | Brookfield Infrastructure Fund III | Brookfield Infrastructure Fund IV | Isagen institutional investors | Isagen public non-controlling interests | The Catalyst Group | TerraForm Power | Other | Total | |||||||||||||||||||||||||||||||||||||||||||||||||
| As at December 31, 2021 | $ | 686 | $ | 2,251 | $ | 3,186 | $ | 261 | $ | 2,442 | $ | 13 | $ | 132 | $ | 853 | $ | 473 | $ | 10,297 | |||||||||||||||||||||||||||||||||||||||
| Net income (loss) | 5 | (71) | 86 | 2 | 145 | 1 | 13 | 31 | 3 | 215 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) | (12) | (1) | (98) | (7) | (250) | (2) | — | 18 | (26) | (378) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Capital contributions | — | 4 | — | 248 | — | — | — | — | 32 | 284 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Disposal | (54) | — | — | — | — | — | — | — | — | (54) | |||||||||||||||||||||||||||||||||||||||||||||||||
| Dividends declared | (40) | (49) | (328) | — | (474) | (1) | (9) | (87) | (54) | (1,042) | |||||||||||||||||||||||||||||||||||||||||||||||||
Other(1) | — | 1 | 2 | — | (6) | — | — | 3 | (18) | (18) | |||||||||||||||||||||||||||||||||||||||||||||||||
| As at September 30, 2022 | $ | 585 | $ | 2,135 | $ | 2,848 | $ | 504 | $ | 1,857 | $ | 11 | $ | 136 | $ | 818 | $ | 410 | $ | 9,304 | |||||||||||||||||||||||||||||||||||||||
| Interests held by third parties | 75% - 78% | 43% - 60% | 23% - 71% | 75 | % | 53 | % | 0.3 | % | 25 | % | 33 | % | 0.3% - 30% | |||||||||||||||||||||||||||||||||||||||||||||
(1) During the year, the company issued additional shares to a partly-owned subsidiary of Brookfield Renewable. Refer to Note 15 – Commitments, contingencies and guarantees in the unaudited interim consolidated financial statements for further details.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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9. BEPC EXCHANGEABLE SHARES, BEPC CLASS B SHARES AND BEPC CLASS C SHARES
The BEPC exchangeable shares and class B shares are classified as liabilities due to their exchange and cash redemption features. As at September 30, 2022, the BEPC exchangeable shares and class B shares were remeasured to $31.30 per share to reflect the NYSE closing price of a BEP unit. Remeasurement gains or losses associated with these shares are recorded in the interim consolidated statements of income (loss). During the three and nine months ended September 30, 2022, our shareholders exchanged 3,834 and 11,918 BEPC exchangeable shares, respectively for an equal number of BEP units resulting in a decrease of less than $1 million to our financial liability (2021: 4,766 and 14,408 shares, respectively resulting in a decrease of less than $1 million). During the three and nine months ended September 30, 2022, the company declared dividends of $55 million and $165 million, respectively (2021: $52 million and $156 million, respectively) on its BEPC exchangeable shares outstanding. Dividends on BEPC exchangeable shares are presented as interest expense in the interim consolidated statements of income.
The following table provides a continuity schedule of outstanding BEPC exchangeable and class B shares along with the corresponding liability and remeasurement gains and losses.
| BEPC exchangeable shares outstanding (units) | BEPC class B shares outstanding (units) | BEPC exchangeable and BEPC class B shares ($ million) | |||||||||||||||||||||
| Balance, as at December 31, 2021 | 172,203,342 | 165 | $ | 6,163 | |||||||||||||||||||
| Share issuance | 27,064 | — | 1 | ||||||||||||||||||||
| Share exchanges | (11,918) | — | — | ||||||||||||||||||||
| Remeasurement of liability | — | — | (774) | ||||||||||||||||||||
| Balance, as at September 30, 2022 | 172,218,488 | 165 | $ | 5,390 | |||||||||||||||||||
Similar to BEPC exchangeable shares and BEPC class B shares, BEPC class C shares are classified as liabilities due to their cash redemption feature. However, BEPC class C shares, the most subordinated class of all common shares, meet certain qualifying criteria and are presented as equity instruments given the narrow scope presentation exceptions existing in IAS 32. There are 189.6 million BEPC class C shares issued and outstanding as at September 30, 2022.
In December 2021, the company renewed its normal course issuer bid for its outstanding BEPC exchangeable shares. The company is authorized to repurchase up to 8.6 million BEPC exchangeable shares, representing 5% of its issued and outstanding BEPC exchangeable shares. The bids will expire on December 15, 2022, or earlier should the company complete its repurchases prior to such date. There were no BEPC exchangeable shares repurchased during the three and nine months ended September 30, 2022.
10. EQUITY-ACCOUNTED INVESTMENTS
The following are the company’s equity-accounted investments for the nine months ended September 30, 2022:
| (MILLIONS) | September 30, 2022 | |||||||
| Opening balance | $ | 455 | ||||||
| Acquisition | 48 | |||||||
| Share of net income | 1 | |||||||
| Share of other comprehensive income | 1 | |||||||
| Dividends received | (2) | |||||||
| Foreign exchange translation and other | 2 | |||||||
| Ending balance | $ | 505 | ||||||
During the quarter, the company, together with its institutional partners, formed a joint venture with California Resources Corporation (“CRC”) to establish a Carbon Management Business that will develop carbon capture and storage in California. The company, together with its institutional partners, has committed to invest up to $500 million to fund the development of identified carbon capture and storage projects in California. This includes an initial investment of approximately $137 million, of which $48 million was deployed during the quarter, which includes a put option that offers strong downside protection at a pre-determined rate of return. The company holds an approximate 10% economic interest.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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11. CASH AND CASH EQUIVALENTS
The company’s cash and cash equivalents are as follows:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Cash | $ | 564 | $ | 405 | |||||||
| Short-term deposits | 2 | 5 | |||||||||
| $ | 566 | $ | 410 | ||||||||
12. RESTRICTED CASH
The company’s restricted cash is as follows:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Operations | $ | 117 | $ | 80 | |||||||
| Credit obligations | 66 | 67 | |||||||||
| Development projects | 143 | 50 | |||||||||
| Total | 326 | 197 | |||||||||
| Less: non-current | (74) | (51) | |||||||||
| Current | $ | 252 | $ | 146 | |||||||
13. TRADE RECEIVABLES AND OTHER CURRENT ASSETS
The company's trade receivables and other current assets are as follows:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Trade receivables | $ | 437 | $ | 502 | |||||||
Collateral deposits(1) | 825 | 434 | |||||||||
| Prepaids and other | 80 | 83 | |||||||||
| Income tax receivables | 11 | 30 | |||||||||
| Inventory | 20 | 20 | |||||||||
Other short-term receivables | 87 | 77 | |||||||||
| $ | 1,460 | $ | 1,146 | ||||||||
(1)Collateral deposits are related to energy derivative contracts the company enters into in order to mitigate the exposure to wholesale market electricity prices on the future sale of uncontracted generation, as part of the company's risk management strategy.
The company primarily receives payments monthly for invoiced PPA revenues and has no significant aged receivables as of the reporting date. Receivables from contracts with customers are reflected in Trade receivables.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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14. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
The company's accounts payable and accrued liabilities are as follows:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Operating accrued liabilities | $ | 204 | $ | 195 | |||||||
| Accounts payable | 132 | 118 | |||||||||
| Interest payable on borrowings | 103 | 71 | |||||||||
BEPC exchangeable shares distributions payable(1) | 14 | 16 | |||||||||
| Current portion of lease liabilities | 26 | 25 | |||||||||
| Other | 54 | 27 | |||||||||
| $ | 533 | $ | 452 | ||||||||
(1)Includes amounts payable only to external shareholders. Amounts payable to Brookfield and the partnership are included in due to related parties.
15. COMMITMENTS, CONTINGENCIES AND GUARANTEES
Commitments
In the course of its operations, the company has entered into agreements for the use of water, land and dams. Payment under those agreements varies with the amount of power generated. The various agreements can be renewed and are extendable up to 2089.
In the normal course of business, the company will enter into capital expenditure commitments which primarily relate to contracted project costs for various growth initiatives. As at September 30, 2022, the company had $512 million (2021: $392 million) of capital expenditure commitments of which $240 million is payable in 2022, $253 million is payable in 2023 , $17 million is payable in 2024 to 2027, and $2 million thereafter.
The following table lists the assets and portfolio of assets that the Company, together with institutional partners have agreed to acquire which are subject to customary closing conditions as at September 30, 2022 :
Region | Technology | Capacity | Consideration | The Company’s Economic Interest | Expected Close | |||||||||||||||||||||||||||
Colombia | Utility-scale Solar | 38 MW development | COP 153 billion ($37 million) | 22% | Q4 2022 | |||||||||||||||||||||||||||
Brazil | Wind | 137 MW operating | BRL 529 million ($98 million) | 23% | Q4 2022 | |||||||||||||||||||||||||||
An integral part of the company’s strategy is to participate with institutional investors in Brookfield-sponsored private equity funds that target acquisitions that suit the company’s profile. In the normal course of business, the company has made commitments to Brookfield-sponsored private equity funds to participate in these target acquisitions in the future, if and when identified. From time to time, in order to facilitate investment activities in a timely and efficient manner, the company will fund deposits or incur other costs and expenses (including by use of loan facilities to consummate, support, guarantee or issue letters of credit) in respect of an investment that ultimately will be shared with or made entirely by Brookfield sponsored vehicles, consortiums and/or partnerships (including private funds, joint ventures and similar arrangements), the company, or by co-investors.
Contingencies
The company and its subsidiaries are subject to various legal proceedings, arbitrations and actions arising in the normal course of business. While the final outcome of such legal proceedings and actions cannot be predicted with certainty, it is the opinion of management that the resolution of such proceedings and actions will not have a material impact on the company’s consolidated financial position or results of operations.
The company’s subsidiaries themselves have provided letters of credit, which include, but are not limited to, guarantees for debt service reserves, capital reserves, construction completion and performance.
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The company, along with institutional investors, has provided letters of credit, which include, but are not limited to, guarantees for debt service reserves, capital reserves, construction completion and performance as it relates to interests in the Brookfield Americas Infrastructure Fund, the Brookfield Infrastructure Fund II, Brookfield Infrastructure Fund III, Brookfield Infrastructure Fund IV and Brookfield Global Transition Fund. The company’s subsidiaries have similarly provided letters of credit, which include, but are not limited to, guarantees for debt service reserves, capital reserves, construction completion and performance.
Letters of credit issued by the company’s subsidiaries as at September 30, 2022 were $803 million (2021: $698 million).
Guarantees
In the normal course of operations, the company executes agreements that provide for indemnification and guarantees to third-parties of transactions such as business dispositions, capital project purchases, business acquisitions, sales and purchases of assets and services, and the transfer of tax credits or renewable energy grants from tax equity partnerships. The company has also agreed to indemnify its directors and certain of its officers and employees. The nature of substantially all of the indemnification undertakings and guarantee agreements prevents the company from making a reasonable estimate of the maximum potential amount that the company could be required to pay third parties as the agreements do not always specify a maximum amount and the amounts are dependent upon the outcome of future contingent events, the nature and likelihood of which cannot be determined at this time.
Two direct and indirect wholly-owned subsidiaries of our company fully and unconditionally guaranteed (i) any and all present and future unsecured debt securities issued by Brookfield Renewable Partners ULC, in each case as to payment of principal, premium (if any) and interest when and as the same will become due and payable under or in respect of the trust indenture under which such securities are issued, (ii) all present and future senior preferred shares of Brookfield Renewable Power Preferred Equity Inc. (“BRP Equity”) as to the payment of dividends when due, the payment of amounts due on redemption and the payment of amounts due on the liquidation, dissolution or winding up of BRP Equity, (iii) certain of BEP’s preferred units, as to payment of distributions when due, the payment of amounts due on redemption and the payment of amounts due on the liquidation, dissolution or winding up of BEP, (iv) the obligations of all present and future bilateral credit facilities established for the benefit of Brookfield Renewable, and (v) notes issued by Brookfield BRP Holdings (Canada) Inc. under its U.S. commercial paper program. BRP Bermuda Holdings I Limited (“BBHI”) and BEP Subco Inc. subsidiaries of the company have guaranteed the perpetual subordinated notes issued by Brookfield BRP Holdings (Canada) Inc. These arrangements do not have or are not reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
16. RELATED PARTY TRANSACTIONS
The company’s related party transactions are recorded at the exchange amount. The company’s related party transactions are primarily with the partnership and Brookfield.
Brookfield has provided a $400 million committed unsecured revolving credit facility maturing in December 2022 and the draws bear interest at London Interbank Offered Rate plus a margin. During the current period, there were no draws on the committed unsecured revolving credit facility provided by Brookfield. Brookfield may from time to time place funds on deposit with the company which are repayable on demand including any interest accrued. There were nil funds placed on deposit with the company as at September 30, 2022 (December 31, 2021: nil). The interest expense on the Brookfield revolving credit facility and deposit for the three and nine months ended September 30, 2022 totaled nil and less than $1 million (2021: $1 million and $2 million, respectively).
From time to time, Brookfield Asset Management Reinsurance Partners L.P. (“Brookfield Reinsurance”), an associate of the company, may take part in financings of the company, alongside other market participants. Such financings are non-recourse to the company and are recorded within Non-recourse borrowings on the consolidated statements of financial position. As at September 30, 2022, $15 million of non-recourse borrowings is due to Brookfield Reinsurance (2021: nil).
During the quarter, the partnership transferred its investment in certain subsidiaries, which included certain of its development assets in the United States to the company with a carrying value of approximately $23 million of total assets and liabilities. This transaction was accounted as an asset acquisition.
Other Amendments
During the year, a subsidiary of the company transferred its power agency agreements related to certain of the partnership’s Canadian assets to Evolugen Trading and Marketing LP (“ETMLP”), a subsidiary of the partnership.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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The following table reflects the related party agreements and transactions for the three and nine months ended September 30 in the interim consolidated statements of income:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Power purchase and revenue agreements | $ | 7 | $ | 25 | $ | 66 | $ | 133 | |||||||||||||||
| Other income | |||||||||||||||||||||||
| Interest income | $ | 2 | $ | — | $ | 7 | $ | — | |||||||||||||||
| Direct operating costs | |||||||||||||||||||||||
Energy purchases(1) | $ | (8) | $ | (19) | $ | (20) | $ | (32) | |||||||||||||||
| Energy marketing fee & other services | (3) | (3) | (10) | (7) | |||||||||||||||||||
Insurance services(2) | — | (5) | — | (14) | |||||||||||||||||||
| $ | (11) | $ | (27) | $ | (30) | $ | (53) | ||||||||||||||||
| Interest expense | |||||||||||||||||||||||
| Borrowings | $ | (3) | $ | (9) | $ | (13) | $ | (21) | |||||||||||||||
| Other related party services | $ | — | $ | (10) | $ | (2) | $ | (12) | |||||||||||||||
| Management service agreement | $ | (37) | $ | (45) | $ | (132) | $ | (147) | |||||||||||||||
(1)Certain subsidiaries that the company controls, through a voting agreement, have entered into agreements to appoint the partnership as their agent in entering into certain derivative transactions with external counterparties to hedge against fluctuations in power purchase prices. For the three and nine months ended September 30, 2021, the company recognized nil and $62 million gains, respectively associated with agency arrangement which have been excluded from energy purchases. As of April 1, 2021, the agency arrangements were transferred from the partnership to the company.
(2)Prior to November 2021, insurance services were paid to external insurance service providers through subsidiaries of Brookfield Asset Management. The fees paid to the subsidiaries of Brookfield Asset Management in 2022 were nil. As of November 2021, Brookfield, through a regulated subsidiary, began providing reinsurance coverage to third-party commercial insurers for the benefits of certain of the company’s entities in North America. The premiums and claims paid are not included in the table above.
| Brookfield Renewable Corporation | Interim Consolidated Financial Statements and Notes | September 30, 2022 | ||||||
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GENERAL INFORMATION | ||||||||
Corporate Office 250 Vesey Street New York, NY United States Tel: (441) 294-3304 Fax: (441) 516-1988 https://bep.brookfield.com/bepc Officers of Brookfield Renewable Corporation Connor Teskey Chief Executive Officer Wyatt Hartley Chief Financial Officer Transfer Agent & Registrar Computershare Trust Company of Canada 100 University Avenue 9th floor Toronto, Ontario, M5J 2Y1 Tel Toll Free: (800) 564-6253 Fax Toll Free: (888) 453-0330 www.computershare.com | Directors of Brookfield Renewable Corporation Jeffrey Blidner Eleazar de Carvalho Filho Scott Cutler Nancy Dorn David Mann Lou Maroun Patricia Zuccotti Stephen Westwell Randy MacEwen Dr. Sarah Deasley Exchange Listing NYSE: BEPC (share unit) TSX: BEPC (share unit) Investor Information Visit Brookfield Renewable Corporation online at https://bep.brookfield.com/bepc for more information. For detailed and up-to-date news and information, please visit the News Release section. Additional financial information is filed electronically with various securities regulators in United States and Canada through EDGAR at www.sec.gov and through SEDAR at www.sedar.com. Shareholder enquiries should be directed to the Investor Relations Department at (416) 649-8172 or enquiries@brookfieldrenewable.com | |||||||
| Management’s Discussion and Analysis for | ||
| the three and nine months ended September 30, 2022 | ||
The following Management’s Discussion and Analysis (“MD&A”) for the three and nine months ended September 30, 2022 is provided as of November 4, 2022. Unless the context indicates or requires otherwise, the terms, “we”, “us”, and “our company” mean BEPC and its controlled entities. BEPC is an indirect controlled subsidiary of Brookfield Renewable Partners L.P. ("BEP", or collectively with its subsidiaries, including our company, "Brookfield Renewable")(NYSE: BEP; TSX:BEP.UN). Unless the context indicates or requires otherwise, the "partnership" means Brookfield Renewable and its controlled subsidiaries, excluding our company. The ultimate parent of Brookfield Renewable and Brookfield Renewable Corporation is Brookfield Asset Management Inc. (“Brookfield Asset Management”). Brookfield Asset Management and its subsidiaries, other than Brookfield Renewable, are also individually and collectively referred to as “Brookfield” in this Management’s Discussion and Analysis.
In addition to historical information, this MD&A contains forward-looking statements. Readers are cautioned that these forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. See “Cautionary Statements Regarding Forward-Looking Statements”.
BEPC’s unaudited interim consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), which require estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as at the date of the financial statements and the amounts of revenue and expense during the reporting periods.
References to $, C$, €, R$, and COP are to United States (“U.S.”) dollars, Canadian dollars, Euros, Brazilian reais and Colombian pesos, respectively. Unless otherwise indicated, all dollar amounts are expressed in U.S. dollars.
For a description on our operational and segmented information and for the non-IFRS financial measures we use to explain our financial results see “Part 8 – Presentation to Stakeholders and Performance Measurement”. For a reconciliation of the non-IFRS financial measures to the most comparable IFRS financial measures, see “Part 4 – Financial Performance Review on Proportionate Information – Reconciliation of non-IFRS measures”. This Management’s Discussion and Analysis contains forward-looking information within the meaning of U.S. and Canadian securities laws. Refer to – “Part 9 – Cautionary Statements” for cautionary statements regarding forward-looking statements and the use of non-IFRS measures. Our Annual Report and additional information filed with the Securities Exchange Commission (“SEC”) and with securities regulators in Canada are available on our website (https://bep.brookfield.com), on the SEC’s website (www.sec.gov/edgar.shtml), or on SEDAR (www.sedar.com).
| Part 1 – Overview | Part 5 – Liquidity and Capital Resources Continued | |||||||||||||
| Consolidated statements of cash flows | ||||||||||||||
| Part 2 – Financial Performance Review on Consolidated Information | Shares and units outstanding | |||||||||||||
| Contractual obligations | ||||||||||||||
| Off-statement of financial position arrangements | ||||||||||||||
| Part 3 – Additional Consolidated Financial Information | ||||||||||||||
| Summary consolidated statements of financial position | Part 6 – Selected Quarterly Information | |||||||||||||
| Related party transactions | ||||||||||||||
| Part 7 – Critical Estimates, Accounting Policies, and Internal Controls | ||||||||||||||
| Part 4 – Financial Performance Review on Proportionate Information | ||||||||||||||
| Part 8 – Presentation to Stakeholders and Performance Measurement | ||||||||||||||
| Proportionate results for the three months ended September 30 | ||||||||||||||
| Reconciliation of non-IFRS measures | Part 9 – Cautionary Statements | |||||||||||||
| Part 5 – Liquidity and Capital Resources | ||||||||||||||
| Available liquidity | ||||||||||||||
| Dividend policy | ||||||||||||||
| Borrowings | ||||||||||||||
| Capital expenditure | ||||||||||||||
PART 1 – OVERVIEW
BUSINESS OVERVIEW
BEPC is a Canadian corporation incorporated on September 9, 2019 under the laws of British Columbia. Our company was established by Brookfield Renewable to be an alternative investment vehicle for investors who prefer owning securities through a corporate structure. While our operations are primarily located in the United States, Brazil, Colombia, and Europe, shareholders will, on economic terms, have exposure to all regions BEP operates in as a result of the exchange feature attaching to the Class A exchangeable subordinate voting shares ("BEPC exchangeable shares"), whereby BEPC will have the option to meet an exchange request by delivering cash or non-voting limited partnership units of BEP (“LP units”).
The BEPC exchangeable shares of our company are structured with the intention of being economically equivalent to the LP units. We believe economic equivalence is achieved through identical dividends and distributions on the BEPC exchangeable shares and the LP units and each BEPC exchangeable share being exchangeable at the option of the holder for one LP unit at any time. Given the economic equivalence, we expect that the market price of the BEPC exchangeable shares will be significantly impacted by the market price of the LP units and the combined business performance of our company and Brookfield Renewable as a whole. In addition to carefully considering the disclosure made in this document, shareholders are strongly encouraged to carefully review the partnership’s periodic reporting. The partnership is required to file reports, including annual reports on Form 20-F, and other information with the United States Securities and Exchange Commission (the “SEC”). The partnership’s SEC filings are available to the public from the SEC’s website at http://www.sec.gov. Copies of documents that have been filed with the Canadian securities authorities can be obtained at www.sedar.com. Information about the partnership, including its SEC filings, is also available on its website at https://bep.brookfield.com. The information found on, or accessible through, https://bep.brookfield.com is not incorporated into and does not form a part of this MD&A.
Our company, our subsidiaries and Brookfield Renewable, target a total return of 12% to 15% per annum on the renewable assets that it owns, measured over the long-term. Our group intends to generate this return from cash flows from our operations plus growth through investments in upgrades and expansions of our asset base, as well as acquisitions and capital recycling initiatives. Brookfield Renewable determines its distributions based primarily on an assessment of its operating performance. Our group uses Funds From Operations (“FFO”) to assess operating performance and can be used on a per unit basis as a proxy for future distribution growth over the long-term. For further details, see the “Performance Disclosures” section of this MD&A.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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PART 2 – FINANCIAL PERFORMANCE REVIEW ON CONSOLIDATED INFORMATION
The following table reflects key financial data for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Revenues | $ | 896 | $ | 806 | $ | 2,822 | $ | 2,462 | |||||||||||||||
| Direct operating costs | (293) | (254) | (880) | (841) | |||||||||||||||||||
| Management service costs | (37) | (45) | (132) | (147) | |||||||||||||||||||
| Interest expense | (264) | (231) | (747) | (671) | |||||||||||||||||||
| Depreciation | (288) | (269) | (870) | (834) | |||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | 603 | 286 | 774 | 1,074 | |||||||||||||||||||
| Income tax expense | (15) | (165) | (123) | (177) | |||||||||||||||||||
| Net income | $ | 517 | $ | 153 | $ | 772 | $ | 750 | |||||||||||||||
| Average FX rates to USD | |||||||||||||||||||||||
| € | 0.99 | 0.85 | 0.94 | 0.84 | |||||||||||||||||||
| R$ | 5.25 | 5.23 | 5.13 | 5.33 | |||||||||||||||||||
| COP | 4,375 | 3,844 | 4,068 | 3,696 | |||||||||||||||||||
Variance Analysis For The Three Months Ended September 30, 2022
Revenues totaling $896 million represents an increase of $90 million over the same period in the prior year. Recently acquired and commissioned facilities contributed 448 GWh of generation and $37 million to revenue which was partly offset by recently completed asset sales that reduced generation by 102 GWh and revenue by $11 million. On a same store, constant currency basis, revenue increased by $102 million primarily as we benefited from higher realized prices across most markets on the back of inflation escalation and higher global power prices.
The strengthening of the U.S. dollar relative to the same period in the prior year across most currencies decreased revenues by $38 million, which was partly offset by $21 million favorable foreign exchange impact on our operating and interest expenses for the quarter.
Direct operating costs totaling $293 million represents an increase of $39 million over the same period in the prior year as the benefit from cost saving initiatives across our business was more than offset by additional costs from our recently acquired and commissioned facilities and higher power purchases in Colombia, which are passed through to our customers.
Management service costs totaling $37 million represents a decrease of $8 million over the same period in the prior year.
Interest expense totaling $264 million represents an increase of $33 million over the same period in the prior year due to growth in our portfolio and accelerated financing activities in South America to fund the growth of our business.
Remeasurement of BEPC exchangeable shares resulted in a $603 million gain due to the movement in the LP unit price during the period.
Depreciation expense totaling $288 million represents an increase of $19 million over the same period in the prior year due to the growth of our business.
Net income totaling $517 million represents an increase of $364 million over the same period in the prior year due to the above noted items.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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Variance Analysis For The Nine Months Ended September 30, 2022
Revenues totaling $2,822 million represents an increase of $360 million over the same period in the prior year. Recently acquired and commissioned facilities contributed 1,302 GWh of generation and $99 million to revenue which was partly offset by recently completed asset sales that reduced generation by 585 GWh and revenue by $59 million. On a same store, constant currency basis, revenue increased by $397 million primarily due to higher realized revenue per MWh across most markets on the back of inflation indexation, recontracting initiatives and higher global power prices.
The strengthening of the U.S. dollar relative to the same period in the prior year across most of the currencies decreased revenue by $77 million, which was partly offset by $45 million favorable foreign exchange impact on our operating and interest expenses for the year.
Direct operating costs totaling $880 million represents an increase of $39 million over the same period in the prior year as the benefit from cost-saving initiatives across our business and recently completed asset sales was offset by additional costs from our recently acquired and commissioned facilities and higher power purchases in Colombia, which are passed through to our customers.
Management service costs totaling $132 million represents a decrease of $15 million over the same period in the prior year.
Interest expense totaling $747 million represents an increase of $76 million over the same period in the prior year due to the growth in our portfolio and accelerated financing activities in South America to fund the growth of our business.
Remeasurement of BEPC exchangeable shares resulted in a $774 million gain due to the movement in the LP unit price during the period.
Depreciation expense totaling $870 million represents an increase of $36 million over the same period in the prior year due to the growth of our business.
Net income totaling $772 million represents an increase of $22 million compared to the same period in the prior year due to the above noted items.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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PART 3 – ADDITIONAL CONSOLIDATED FINANCIAL INFORMATION
SUMMARY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
The following table provides a summary of the key line items on the unaudited interim consolidated statements of financial position:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | |||||||||
| Current assets | 2,722 | 2,308 | |||||||||
| Equity-accounted investments | 505 | 455 | |||||||||
| Property, plant and equipment, at fair value | 36,158 | 37,915 | |||||||||
| Total assets | 40,805 | 41,986 | |||||||||
| Non-recourse borrowings | 13,588 | 13,512 | |||||||||
| Deferred income tax liabilities | 4,774 | 5,020 | |||||||||
| BEPC exchangeable shares and class B shares | 5,390 | 6,163 | |||||||||
| Total equity in net asset | 13,728 | 14,225 | |||||||||
| Total liabilities and equity | 40,805 | 41,986 | |||||||||
| Spot FX rates to USD | |||||||||||
| € | 1.02 | 0.88 | |||||||||
| R$ | 5.41 | 5.58 | |||||||||
| COP | 4,532 | 3,981 | |||||||||
Property, plant and equipment
Property, plant and equipment totaled $36.2 billion as at September 30, 2022 compared to $37.9 billion as at December 31, 2021. The $1.7 billion decrease was primarily attributable to sale of a 36 MW operating hydroelectric portfolio in Brazil which decreased property, plant and equipment by $0.1 billion, and the strengthening of the U.S. dollar across most of the currencies which decreased property, plant and equipment by $1.5 billion and depreciation expense associated with property, plant and equipment of $0.8 billion. The decreases were partially offset by our continued investment in development of power generating assets that increased property, plant and equipment by $0.7 billion.
RELATED PARTY TRANSACTIONS
Our company’s related party transactions are in the normal course of business, are recorded at the exchange amount, and are primarily with the partnership and Brookfield.
Our company sells electricity to Brookfield through a single long-term PPA across our New York hydroelectric facilities.
Brookfield has provided a $400 million committed unsecured revolving credit facility maturing in December 2022 and the draws bear interest at the London Interbank Offered Rate plus a margin. During the current period, there were no draws on the committed unsecured revolving credit facility provided by Brookfield. Brookfield may from time to time place funds on deposit with the company which are repayable on demand including any interest accrued. There were nil funds placed on deposit with the company as at September 30, 2022 (December 31, 2021: nil). The interest expense on the Brookfield revolving credit facility and deposit for the three and nine months ended September 30, 2022 totaled nil and less than $1 million (2021: $1 million and $2 million, respectively).
From time to time, Brookfield Asset Management Reinsurance Partners L.P. (“Brookfield Reinsurance”), an associate of the company, may take part in financings of the company, alongside other market participants. Such financings are non-recourse to the company and are recorded within Non-recourse borrowings on the consolidated statements of financial position. As at September 30, 2022, $15 million of non-recourse borrowings is due to Brookfield Reinsurance (2021: nil).
During the quarter, the partnership transferred its investment in certain subsidiaries, which included certain of its development assets in the United States to the company with a carrying value of approximately $23 million of total assets and liabilities. This transaction was accounted as an asset acquisition.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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During the year, a subsidiary of the company transferred its power agency agreements related to certain of the partnership’s Canadian assets to Evolugen Trading and Marketing LP (“ETMLP”), a subsidiary of the partnership.
In addition, our company has executed, amended, or terminated other agreements with the partnership and Brookfield that are described in Note 27 - Related party transactions in the company’s December 31, 2021 audited consolidated financial statements.
The following table reflects the related party agreements and transactions in the unaudited interim consolidated statements of income for the three and nine months ended September 30:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Power purchase and revenue agreements | $ | 7 | $ | 25 | $ | 66 | $ | 133 | |||||||||||||||
| Other income | |||||||||||||||||||||||
| Interest income | $ | 2 | $ | — | $ | 7 | $ | — | |||||||||||||||
| Direct operating costs | |||||||||||||||||||||||
Energy purchases(1) | $ | (8) | $ | (19) | $ | (20) | $ | (32) | |||||||||||||||
| Energy marketing fee & other services | (3) | (3) | (10) | (7) | |||||||||||||||||||
Insurance services(2) | — | (5) | — | (14) | |||||||||||||||||||
| $ | (11) | $ | (27) | $ | (30) | $ | (53) | ||||||||||||||||
| Interest expense | |||||||||||||||||||||||
| Borrowings | $ | (3) | $ | (9) | $ | (13) | $ | (21) | |||||||||||||||
| Other related party services | $ | — | $ | (10) | $ | (2) | $ | (12) | |||||||||||||||
| Management service agreement | $ | (37) | $ | (45) | $ | (132) | $ | (147) | |||||||||||||||
(1)Certain subsidiaries that the company controls, through a voting agreement, have entered into agreements to appoint the partnership as their agent in entering into certain derivative transactions with external counterparties to hedge against fluctuations in power purchase prices. For the three and nine months ended September 30, 2021, the company recognized nil and $62 million gains, respectively associated with agency arrangement which have been excluded from energy purchases. As of April 1, 2021, the agency arrangements were transferred from the partnership to the company.
(2)Prior to November 2021, insurance services were paid to external insurance service providers through subsidiaries of Brookfield Asset Management. The fees paid to the subsidiaries of Brookfield Asset Management in 2022 were nil. As of November 2021, Brookfield, through a regulated subsidiary, began providing reinsurance coverage to third-party commercial insurers for the benefits of certain of the company’s entities in North America. The premiums and claims paid are not included in the table above.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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PART 4 – FINANCIAL PERFORMANCE REVIEW ON PROPORTIONATE INFORMATION
SEGMENTED DISCLOSURES
Segmented information is prepared on the same basis that our company's chief operating decision maker, which we refer to as "CODM" manages our company, evaluates financial results, and makes key operating decisions. See "Part 8 – Presentation to Stakeholders and Performance Measurement" for information on segments and an explanation on the calculation and relevance of proportionate information.
PROPORTIONATE RESULTS FOR THE THREE MONTHS ENDED SEPTEMBER 30
The following chart reflects the generation and summary financial figures on a proportionate basis for the three months ended September 30:
| (GWh) | (MILLIONS) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Actual Generation | Revenues | Adjusted EBITDA(2) | Funds From Operations(2) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hydroelectric | 3,025 | 3,087 | $ | 252 | $ | 235 | $ | 156 | $ | 157 | $ | 101 | $ | 118 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Wind | 408 | 469 | 36 | 34 | 29 | 48 | 21 | 40 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Utility-scale Solar | 274 | 242 | 53 | 48 | 53 | 43 | 40 | 29 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Distributed energy & sustainable solutions(1) | 263 | 238 | 43 | 35 | 23 | 22 | 17 | 16 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Corporate | — | — | — | — | (3) | — | (40) | (51) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | 3,970 | 4,036 | $ | 384 | $ | 352 | $ | 258 | $ | 270 | $ | 139 | $ | 152 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(1)Actual generation includes 171 GWh (2021: 157 GWh) from facilities that do not have a corresponding long-term average. See Part 8 – Presentation to Stakeholders and Performance Measurement for why we do not consider long-term average for certain of our facilities.
(2)Non-IFRS measures. For reconciliation to the most directly comparable IFRS measure see "Reconciliation of Non-IFRS Measures" in this Management's Discussion and Analysis
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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HYDROELECTRIC OPERATIONS ON PROPORTIONATE BASIS
The following table presents our proportionate results for Hydroelectric operations for the three months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Revenue | $ | 252 | $ | 235 | |||||||
| Other income | 6 | 28 | |||||||||
| Direct operating costs | (102) | (106) | |||||||||
Adjusted EBITDA(1) | 156 | 157 | |||||||||
| Interest expense | (47) | (35) | |||||||||
| Current income taxes | (8) | (4) | |||||||||
| Funds From Operations | $ | 101 | $ | 118 | |||||||
Generation (GWh) - actual | 3,025 | 3,087 | |||||||||
(1)Non-IFRS measures. For reconciliations to the most directly comparable IFRS measure see “Reconciliation of Non-IFRS Measures” in this Management’s Discussion and Analysis.
Funds From Operations at our Hydroelectric business was $101 million versus $118 million. Excluding the impact of the positive ruling regarding historical under allocation of generation at our facilities under the centralized pooling mechanism that benefited the prior year ($25 million), Funds From Operations was higher than prior year primarily due to higher average revenue per MWh in the United States due to inflation indexation on our contracted generation and strong market pricing environment as well as higher generation in Brazil and Colombia. Our recently acquired and commissioned facilities contributed $5 million and 78 GWh. The increases were partly offset by lower generation at our hydroelectric assets in the United States and the weakening of the Colombia peso versus the U.S. dollar.
WIND OPERATIONS ON PROPORTIONATE BASIS
The following table presents our proportionate results for Wind operations for the three months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Revenue | $ | 36 | $ | 34 | |||||||
| Other income | 4 | 20 | |||||||||
| Direct operating costs | (11) | (6) | |||||||||
Adjusted EBITDA(1) | 29 | 48 | |||||||||
| Interest expense | (8) | (8) | |||||||||
| Current income taxes | — | — | |||||||||
| Funds From Operations | $ | 21 | $ | 40 | |||||||
| Generation (GWh) - actual | 408 | 469 | |||||||||
(1)Non-IFRS measures. For reconciliations to the most directly comparable IFRS measure see “Reconciliation of Non-IFRS Measures” in this Management’s Discussion and Analysis.
Funds From Operations at our Wind business was $21 million versus $40 million in the prior year. On a same store basis, net of asset sales ($24 million and 63 GWh), Funds From Operations was higher than prior year as we benefited from higher average revenue per MWh due to higher market prices in Spain and strong resources.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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UTILITY-SCALE SOLAR OPERATIONS ON PROPORTIONATE BASIS
The following table presents our proportionate results for Utility-scale Solar operations for the three months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Revenue | $ | 53 | $ | 48 | |||||||
| Other income | 15 | 4 | |||||||||
| Direct operating costs | (15) | (9) | |||||||||
Adjusted EBITDA(1) | 53 | 43 | |||||||||
| Interest expense | (13) | (14) | |||||||||
| Current income taxes | — | — | |||||||||
| Funds From Operations | $ | 40 | $ | 29 | |||||||
Generation (GWh) – actual | 274 | 242 | |||||||||
(1)Non-IFRS measures. For reconciliations to the most directly comparable IFRS measure see “Reconciliation of Non-IFRS Measures” in this Management’s Discussion and Analysis.
Funds From Operations at our utility-scale Solar business was $40 million versus $29 million in the prior year. Contributions from our newly commissioned facilities were $1 million and 39 GWh. On a same store basis, Funds From Operations was higher than prior year primarily due to higher market prices in Spain, partly offset by lower resources.
DISTRIBUTED ENERGY & SUSTAINABLE SOLUTIONS OPERATIONS ON PROPORTIONATE BASIS
The following table presents our proportionate results for Distributed energy & sustainable solutions for the three months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Revenue | $ | 43 | $ | 35 | |||||||
| Other income | — | (1) | |||||||||
| Direct operating costs | (20) | (12) | |||||||||
Adjusted EBITDA(1) | 23 | 22 | |||||||||
| Interest expense | (6) | (2) | |||||||||
| Current income taxes | — | (4) | |||||||||
| Funds From Operations | $ | 17 | $ | 16 | |||||||
Generation (GWh) – actual (2) | 263 | 238 | |||||||||
(1)Non-IFRS measures. For reconciliations to the most directly comparable IFRS measure see “Reconciliation of Non-IFRS Measures” in this Management’s Discussion and Analysis.
(2)Actual generation includes 171 GWh (2021: 157 GWh) from facilities that do not have a corresponding long-term average. See Part 8 – Presentation to Stakeholders and Performance Measurement for why we do not consider long-term average for certain of our facilities.
Funds From Operations at our Distributed energy & sustainable solutions business was $17 million versus $16 million primarily consistent with the prior year.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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RECONCILIATION OF NON-IFRS MEASURES
The following table reconciles the non-IFRS financial measures to the most directly comparable IFRS measures. Net income (loss) is reconciled to Adjusted EBITDA for the three months ended September 30, 2022:
| Attributable to the partnership | |||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||
| Net income (loss) | $ | (11) | $ | (23) | $ | 34 | $ | 10 | $ | 507 | $ | 517 | |||||||||||||||||||||||
| Add back or deduct the following: | |||||||||||||||||||||||||||||||||||
| Depreciation | 124 | 75 | 64 | 25 | — | 288 | |||||||||||||||||||||||||||||
| Deferred income tax expense (recovery) | (26) | 11 | (2) | 1 | — | (16) | |||||||||||||||||||||||||||||
| Foreign exchange and financial instrument loss (gain) | 112 | (36) | (15) | 4 | 3 | 68 | |||||||||||||||||||||||||||||
Other(1) | 6 | 39 | 44 | — | — | 89 | |||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(2) | — | — | — | — | 55 | 55 | |||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | — | — | — | — | (603) | (603) | |||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | 37 | 37 | |||||||||||||||||||||||||||||
Interest expense(2) | 126 | 33 | 38 | 12 | — | 209 | |||||||||||||||||||||||||||||
| Current income tax expense | 29 | 1 | 1 | — | — | 31 | |||||||||||||||||||||||||||||
Amount attributable to equity accounted investments and non-controlling interests(3) | (204) | (71) | (111) | (29) | (2) | $ | (417) | ||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 156 | $ | 29 | $ | 53 | $ | 23 | $ | (3) | $ | 258 | |||||||||||||||||||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and Brookfield Renewable’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included within Adjusted EBITDA.
(2)Total interest expense of $264 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
(3)Amount attributable to equity accounted investments corresponds to the Adjusted EBITDA to the company that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Adjusted EBITDA attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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The following table reconciles the non-IFRS financial measures to the most directly comparable IFRS measures. Net income (loss) is reconciled to Adjusted EBITDA for the three months ended September 30, 2021:
| Attributable to the partnership | |||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||
| Net income (loss) | $ | (60) | $ | (18) | $ | 30 | $ | 22 | $ | 179 | $ | 153 | |||||||||||||||||||||||
| Add back or deduct the following: | |||||||||||||||||||||||||||||||||||
| Depreciation | 106 | 82 | 62 | 19 | — | 269 | |||||||||||||||||||||||||||||
| Deferred income tax expense (recovery) | 156 | (3) | (4) | (3) | (1) | 145 | |||||||||||||||||||||||||||||
| Foreign exchange and financial instrument loss (gain) | (19) | (8) | (14) | 1 | 1 | (39) | |||||||||||||||||||||||||||||
Other(1) | 40 | 21 | 19 | (1) | 2 | 81 | |||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(2) | — | — | — | — | 52 | 52 | |||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | — | — | — | — | (286) | (286) | |||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | 45 | 45 | |||||||||||||||||||||||||||||
Interest expense(2) | 81 | 34 | 45 | 12 | 7 | 179 | |||||||||||||||||||||||||||||
| Current income tax expense | 18 | 1 | — | — | 1 | 20 | |||||||||||||||||||||||||||||
Amount attributable to equity accounted investments and non-controlling interests(3) | (165) | (61) | (95) | (28) | — | $ | (349) | ||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 157 | $ | 48 | $ | 43 | $ | 22 | $ | — | $ | 270 | |||||||||||||||||||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and Brookfield Renewable’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included within Adjusted EBITDA.
(2)Total interest expense of $231 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
(3)Amount attributable to equity accounted investments corresponds to the adjusted EBITDA to the company that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Adjusted EBITDA attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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The following table reconciles non-IFRS financial measures to the most directly comparable IFRS measures. Net income is reconciled to Funds From Operations for the three months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Net income | $ | 517 | $ | 153 | |||||||
| Add back or deduct the following: | |||||||||||
| Depreciation | 288 | 269 | |||||||||
| Foreign exchange and financial instruments loss (gain) | 68 | (39) | |||||||||
| Deferred income tax expense (recovery) | (16) | 145 | |||||||||
Other(1) | 89 | 330 | |||||||||
| Dividends on BEPC exchangeable shares | 55 | 52 | |||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | (603) | (286) | |||||||||
Amount attributable to equity accounted investments and non-controlling interest(2) | (259) | (472) | |||||||||
| Funds From Operations | $ | 139 | $ | 152 | |||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and the company’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included in Funds From Operations.
(2)Amount attributable to equity accounted investments corresponds to the Funds From Operations that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Funds From Operations attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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PART 5 – LIQUIDITY AND CAPITAL RESOURCES
AVAILABLE LIQUIDITY
Our company assesses liquidity on a group-wide basis, consistent with the partnership, because shareholders have exposure to a broader base of renewable investments by virtue of the exchange feature of BEPC exchangeable shares. Our group-wide liquidity consisted of the following:
| (MILLIONS) | September 30, 2022 | December 31, 2021 | ||||||||||||
| Our company's share of cash and cash equivalents | $ | 200 | $ | 136 | ||||||||||
Authorized credit facilities(1) | 2,375 | 2,375 | ||||||||||||
| 2,575 | 2,511 | |||||||||||||
| Available portion of subsidiary credit facilities | 122 | 189 | ||||||||||||
| Brookfield Renewable group liquidity on a proportionate basis | 821 | 1,369 | ||||||||||||
| Available liquidity | $ | 3,518 | $ | 4,069 | ||||||||||
(1)Includes the $1,975 million Subordinated Credit Facilities with the partnership and a $400 million revolving credit facility with Brookfield Asset Management.
We operate with sufficient liquidity to enable us to fund growth initiatives, capital expenditures, distributions and withstand sudden adverse changes in economic circumstances or short-term fluctuations in generation. We maintain a strong, investment grade balance sheet characterized by a conservative capital structure, access to multiple funding levers including a focus on capital recycling on an opportunistic basis, and diverse sources of capital. Principal sources of liquidity are cash flows from operations, our credit facilities, upfinancings on non-recourse borrowings and proceeds from the issuance of various securities through public markets.
DIVIDEND POLICY
The BEPC board may declare dividends at its discretion. However, the BEPC exchangeable shares have been structured with the intention of providing an economic return equivalent to the LP units and it is expected that dividends on the BEPC exchangeable shares will be declared at the same time and in the same amount as distributions made on the LP units. In the event dividends are not declared and paid concurrently with a distribution on the LP units, then the undeclared or unpaid amount of such BEPC exchangeable share dividend will accrue and accumulate. Pursuant to the equity commitment agreement, the partnership has also agreed not to declare or pay any distribution on the LP units if on such date our company does not have sufficient funds or other assets to enable the declaration and payment of an equivalent dividend on the BEPC exchangeable shares. See Item 7.B “Related Party Transactions – BEPC relationship with the partnership – Equity Commitment Agreement” of our Form 20-F for the annual period ending December 31, 2021. Brookfield Renewable’s distributions are underpinned by stable, highly regulated and contracted cash flows generated from operations. Brookfield Renewable’s objective is to pay a distribution that is sustainable on a long-term basis and has set its target payout ratio at approximately 70% of Brookfield Renewable’s Funds From Operations.
The board of directors of the general partner of Brookfield Renewable approved a 5% increase in its annual distribution to $1.28 per LP unit, or $0.32 per LP unit quarterly, starting with the distribution paid in March 2022, an increase from $1.22 per LP unit in 2021. This increase reflects the forecasted contribution from Brookfield Renewable's recently commissioned capital projects, as well as the expected cash yield on recent acquisitions. Brookfield Renewable targets a 5% to 9% annual distribution growth in light of growth it foresees in its operations.
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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BORROWINGS
The composition of debt obligations, overall maturity profile, and average interest rates associated with our borrowings and credit facilities on a proportionate basis is presented in the following table:
| September 30, 2022 | December 31, 2021 | ||||||||||||||||||||||||||||||||||
| Weighted-average | Weighted-average | ||||||||||||||||||||||||||||||||||
| (MILLIONS EXCEPT AS NOTED) | Interest rate (%) | Term (years) | Total | Interest rate (%) | Term (years) | Total | |||||||||||||||||||||||||||||
Proportionate non-recourse borrowings(1) | |||||||||||||||||||||||||||||||||||
| Hydroelectric | 6.7 | 7 | $ | 2,743 | 4.9 | 8 | $ | 2,720 | |||||||||||||||||||||||||||
| Wind | 4.4 | 9 | 706 | 3.9 | 9 | 765 | |||||||||||||||||||||||||||||
| Utility-scale Solar | 4.7 | 13 | 1,241 | 3.3 | 13 | 1,377 | |||||||||||||||||||||||||||||
| Distributed energy & sustainable solutions | 4.5 | 8 | 477 | 3.6 | 10 | 461 | |||||||||||||||||||||||||||||
| 5.7 | 9 | 5,167 | 4.2 | 10 | 5,323 | ||||||||||||||||||||||||||||||
| Proportionate unamortized financing fees, net of unamortized premiums | (39) | (21) | |||||||||||||||||||||||||||||||||
| 5,128 | 5,302 | ||||||||||||||||||||||||||||||||||
| Equity-accounted borrowings | (159) | (161) | |||||||||||||||||||||||||||||||||
| Non-controlling interests | 8,619 | 8,371 | |||||||||||||||||||||||||||||||||
| As per IFRS Statements | $ | 13,588 | $ | 13,512 | |||||||||||||||||||||||||||||||
(1)See “Part 8 – Presentation to Stakeholders and Performance Measurement” for information on proportionate debt.
The following table summarizes our undiscounted principal repayments and scheduled amortization on a proportionate basis as at September 30, 2022:
| (MILLIONS) | 2022 | 2023 | 2024 | 2025 | 2026 | Thereafter | Total | |||||||||||||||||||||||||||||||||||||
| Debt Principal repayments | ||||||||||||||||||||||||||||||||||||||||||||
| Non-recourse borrowings | ||||||||||||||||||||||||||||||||||||||||||||
| Credit facilities | $ | — | $ | — | $ | 4 | $ | — | $ | 32 | $ | — | $ | 36 | ||||||||||||||||||||||||||||||
| Hydroelectric | 31 | 15 | 73 | 247 | 259 | 1,147 | 1,772 | |||||||||||||||||||||||||||||||||||||
| Wind | — | — | 21 | — | — | 251 | 272 | |||||||||||||||||||||||||||||||||||||
| Utility-scale solar | — | 10 | 29 | — | — | 266 | 305 | |||||||||||||||||||||||||||||||||||||
| Distributed energy & sustainable solutions | — | — | 36 | 152 | — | 96 | 284 | |||||||||||||||||||||||||||||||||||||
| 31 | 25 | 163 | 399 | 291 | 1,760 | 2,669 | ||||||||||||||||||||||||||||||||||||||
| Amortizing debt principal repayments | ||||||||||||||||||||||||||||||||||||||||||||
| Non-recourse borrowings | ||||||||||||||||||||||||||||||||||||||||||||
| Hydroelectric | 20 | 74 | 78 | 95 | 87 | 614 | 968 | |||||||||||||||||||||||||||||||||||||
| Wind | 13 | 59 | 50 | 44 | 40 | 217 | 423 | |||||||||||||||||||||||||||||||||||||
| Utility-scale solar | 36 | 69 | 66 | 64 | 64 | 621 | 920 | |||||||||||||||||||||||||||||||||||||
| Distributed energy & sustainable solutions | 8 | 28 | 21 | 14 | 10 | 106 | 187 | |||||||||||||||||||||||||||||||||||||
| 77 | 230 | 215 | 217 | 201 | 1,558 | 2,498 | ||||||||||||||||||||||||||||||||||||||
| Total | $ | 108 | $ | 255 | $ | 378 | $ | 616 | $ | 492 | $ | 3,318 | $ | 5,167 | ||||||||||||||||||||||||||||||
Proportionate debt is presented to assist investors in understanding the capital structure of the underlying investments of our company that are consolidated in its financial statements but are not wholly-owned. When used in conjunction with
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Funds from Operations, proportionate debt is expected to provide useful information as to how our company has financed its businesses at the asset-level. The only difference between consolidated debt presented under IFRS and proportionate debt is the adjustment to remove the share of debt of consolidated investments not attributable to our company and the adjustment to include share of debt attributable to the equity-accounted investments of our company. Management utilizes proportionate debt in understanding the capital structure of the underlying investments that are consolidated in its financial statements but are not wholly-owned. Proportionate debt provides useful information as to how our company has financed its businesses at the asset-level and provides a view into the return on the capital that it invests at a given degree of leverage.
CAPITAL EXPENDITURES
We fund growth capital expenditures with cash flow generated from operations, supplemented by non-recourse debt sized to investment grade coverage and covenant thresholds. This is designed to ensure that our investments have stable capital structures supported by a substantial level of equity and that cash flows at the asset level can be remitted freely to our company. This strategy also underpins our investment grade profile.
To fund large scale development projects and acquisitions, we will evaluate a variety of capital sources including proceeds from selling mature businesses, in addition to raising money in the capital markets through equity, debt and preferred share issuances. Furthermore, our company has $2.38 billion of committed revolving credit facilities available for investments and acquisitions, as well as funding the equity component of organic growth initiatives. The facilities are intended, and have historically been used, as a bridge to a long-term financing strategy rather than a permanent source of capital.
CONSOLIDATED STATEMENTS OF CASH FLOWS
The following table summarizes the key items in the unaudited interim consolidated statements of cash flows:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Cash flow provided by (used in): | |||||||||||||||||||||||
| Operating activities before changes in due to or from related parties and net working capital change | $ | 327 | $ | 248 | $ | 1,116 | $ | 661 | |||||||||||||||
| Changes in due to or from related parties | 20 | (17) | 35 | 44 | |||||||||||||||||||
| Net change in working capital balances | (57) | (146) | (286) | (540) | |||||||||||||||||||
| 290 | 85 | 865 | 165 | ||||||||||||||||||||
| Financing activities | (16) | (287) | 38 | 185 | |||||||||||||||||||
| Investing activities | (258) | 212 | (709) | (277) | |||||||||||||||||||
| Foreign exchange loss on cash | (21) | (9) | (38) | (15) | |||||||||||||||||||
| Increase in cash and cash equivalents | $ | (5) | $ | 1 | $ | 156 | $ | 58 | |||||||||||||||
Operating Activities
Cash flows provided by operating activities before changes in due to or from related parties and net working capital changes for the three and nine months ended September 30, 2022 totaled $327 million and $1,116 million, respectively compared to $248 million and $661 million, respectively reflecting strong operating performance of our business during the period.
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The net change in working capital balances shown in the unaudited interim consolidated statements of cash flows is comprised of the following:
| Three months ended September 30 | Nine months ended September 30 | ||||||||||||||||||||||
| (MILLIONS) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Trade receivables and other current assets | $ | (109) | $ | (180) | $ | (382) | $ | (341) | |||||||||||||||
| Accounts payable and accrued liabilities | 41 | (29) | 72 | (262) | |||||||||||||||||||
| Other assets and liabilities | 11 | 63 | 24 | 63 | |||||||||||||||||||
| $ | (57) | $ | (146) | $ | (286) | $ | (540) | ||||||||||||||||
Financing Activities
Cash flows used and provided by financing activities totaled $16 million and $38 million for the three and nine months ended September 30, 2022, respectively. The strength of our balance sheet and disciplined access to diverse sources of capital allowed us to fund our growth as discussed below and generate $877 million of net proceeds from non-recourse upfinancings for the nine months ended September 30, 2022.
Distributions paid during the three and nine months ended September 30, 2022 to the partnership and to participating non-controlling interest in operating subsidiaries were $251 million and $1,058 million, respectively (2021: $201 million and $491 million, respectively). Our non-controlling interest contributed capital, net of capital returns, of $34 million and $230 million in the three and nine months ended September 30, 2022, respectively (2021: $(177) million and $(139) million, respectively).
Cash flows used and provided by financing activities totaled $287 million and $185 million for the three and nine months ended September 30, 2021, respectively. Our disciplined and investment grade approach to financing our increased investment activity allowed us to generate $830 million of proceeds from non-recourse upfinancing for the nine months ended September 30, 2021.
Investing Activities
Cash flows used in investing activities totaled $258 million and $709 million for the three and nine months ended September 30, 2022, respectively. Our continued investment in our property, plant and equipment, including the construction of a 1,200 MW utility-scale solar facility in Brazil, was $210 million and $624 million for the three and nine months ended September 30, 2022, respectively.
Cash flows provided by and used in investing activities totaled $212 million and $277 million for the three and nine months ended September 30, 2021, respectively. During the quarter, we recycled capital from the sale of a wind portfolio in the United States for $376 million, investing into the construction of 1,800 MW of shovel-ready utility-scale solar development projects in Brazil, of which 357 MW reached commercial operations during the quarter. We continued investing in our property, plant and equipment, including the purchase of two 20 MW hydroelectric assets in Colombia, the continuing initiative to repower existing wind power projects, and sustaining capital expenditures was $158 million and $575 million for the three and nine months ended September 30, 2021, respectively.
SHARES AND UNITS OUTSTANDING
Our company’s equity interests include BEPC exchangeable shares held by the public shareholders and BEPC class B and BEPC class C shares held by the partnership. Dividends on each of our BEPC exchangeable shares are expected to be declared and paid at the same time and in the same amount per share as distributions on each LP unit of the partnership. Ownership of BEPC class C shares will entitle holders to receive dividends as and when declared by our board.
Our company’s capital structure is comprised of the following shares:
| (UNITS) | September 30, 2022 | ||||||||||
| BEPC exchangeable shares | 172,218,488 | ||||||||||
| BEPC class B shares | 165 | ||||||||||
| BEPC class C shares | 189,600,000 | ||||||||||
In the three and nine months ended September 30, 2022, our company declared dividends of $55 million and $165 million, respectively (2021: $52 million and $156 million, respectively) on its outstanding BEPC exchangeable shares. Dividends
| Brookfield Renewable Corporation | Management's Discussion and Analysis | September 30, 2022 | ||||||
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on our BEPC exchangeable shares are presented as interest expense in the unaudited interim consolidated financial statements. No dividends were declared on BEPC class B shares or BEPC class C shares during the three and nine months ended September 30, 2022.
Our company may from time-to-time, subject to applicable law, purchase shares for cancellation in the open market, provided that any necessary approval has been obtained.
In December 2021, the company renewed its normal course issuer bid for its outstanding BEPC exchangeable shares. The company is authorized to repurchase up to 8.6 million BEPC exchangeable shares, representing 5% of its issued and outstanding BEPC exchangeable shares. The bids will expire on December 15, 2022, or earlier should the company complete its repurchases prior to such date. There were no BEPC exchangeable shares repurchased during the three and nine months ended September 30, 2022.
As at the date of this report, Brookfield and its affiliates, including the partnership, through its ownership of BEPC exchangeable shares and BEPC class B shares, holds an approximate 81.5% voting interest in our company. Holders of BEPC exchangeable shares, excluding Brookfield and its affiliates, including the partnership, hold an approximate 18.5% aggregate voting interest in BEPC.
CONTRACTUAL OBLIGATIONS
Please see Note 15 – Commitments, contingencies and guarantees in the unaudited interim consolidated financial statements, for further details on the following:
•Commitments – Water, land, and dam usage agreements, and agreements and conditions on committed acquisitions of operating portfolios and development projects;
•Contingencies – Legal proceedings, arbitrations and actions arising in the normal course of business, and providing for letters of credit; and
•Guarantees – Nature of all the indemnification undertakings.
OFF-STATEMENT OF FINANCIAL POSITION ARRANGEMENTS
Our company does not have any off-statement of financial position arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
Our company issues letters of credit from its corporate credit facilities for general corporate purposes which include, but are not limited to, security deposits, performance bonds and guarantees for reserve accounts. As at September 30, 2022, letters of credit issued amounted to $803 million (2021: $698 million).
Two direct and indirect wholly-owned subsidiaries of our company fully and unconditionally guaranteed (i) any and all present and future unsecured debt securities issued by Brookfield Renewable Partners ULC, in each case as to payment of principal, premium (if any) and interest when and as the same will become due and payable under or in respect of the trust indenture under which such securities are issued, (ii) all present and future senior preferred shares of Brookfield Renewable Power Preferred Equity Inc. (“BRP Equity”) as to the payment of dividends when due, the payment of amounts due on redemption and the payment of amounts due on the liquidation, dissolution or winding up of BRP Equity, (iii) certain of BEP’s preferred units, as to payment of distributions when due, the payment of amounts due on redemption and the payment of amounts due on the liquidation, dissolution or winding up of BEP, (iv) the obligations of all present and future bilateral credit facilities established for the benefit of Brookfield Renewable, and (v) notes issued by Brookfield BRP Holdings (Canada) Inc. under its U.S. commercial paper program. BRP Bermuda Holdings I Limited (“BBHI”) and BEP Subco Inc. subsidiaries of the company have guaranteed the perpetual subordinated notes issued by Brookfield BRP Holdings (Canada) Inc. These arrangements do not have or are not reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
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PART 6 – SELECTED QUARTERLY INFORMATION
HISTORICAL OPERATIONAL AND FINANCIAL INFORMATION RELATED TO THE PARTNERSHIP
As the market price of BEPC exchangeable shares is expected to be significantly impacted by the market price of the LP units and the combined business performance of Brookfield Renewable as a whole, we are providing the following historical operational and financial information regarding Brookfield Renewable. For further details please review the partnership’s periodic reporting referenced in the introductory section of this MD&A.
| 2022 | 2021 | 2020 | |||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS, EXCEPT AS NOTED) | Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | |||||||||||||||||||||||||||||||||||||||
| Revenues | $ | 1,105 | $ | 1,274 | $ | 1,136 | $ | 1,091 | $ | 966 | $ | 1,019 | $ | 1,020 | $ | 952 | |||||||||||||||||||||||||||||||
| Net income (loss) to Unitholders | (136) | 1 | (78) | (57) | (115) | (63) | (133) | (120) | |||||||||||||||||||||||||||||||||||||||
| Basic and diluted loss per LP unit | (0.25) | (0.03) | (0.16) | (0.12) | (0.21) | (0.13) | (0.24) | (0.22) | |||||||||||||||||||||||||||||||||||||||
| Funds From Operations | 243 | 294 | 243 | 214 | 210 | 268 | 242 | 201 | |||||||||||||||||||||||||||||||||||||||
| Funds From Operations per Unit | 0.38 | 0.46 | 0.38 | 0.33 | 0.33 | 0.42 | 0.38 | 0.31 | |||||||||||||||||||||||||||||||||||||||
| Distribution per LP Unit | 0.32 | 0.32 | 0.32 | 0.30 | 0.30 | 0.30 | 0.30 | 0.29 | |||||||||||||||||||||||||||||||||||||||
SUMMARY FINANCIAL INFORMATION
The following is a summary of unaudited quarterly financial information of our company for the last eight consecutive quarters:
| 2022 | 2021 | 2020 | |||||||||||||||||||||||||||||||||||||||||||||
| (MILLIONS, EXCEPT AS NOTED) | Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | |||||||||||||||||||||||||||||||||||||||
| Revenues | $ | 896 | $ | 997 | $ | 929 | $ | 905 | $ | 806 | $ | 817 | $ | 839 | $ | 746 | |||||||||||||||||||||||||||||||
| Net income (loss) | 520 | 1,137 | (882) | 180 | 153 | 659 | (62) | (1,632) | |||||||||||||||||||||||||||||||||||||||
| Net income (loss) attributable to the partnership | 483 | 1,046 | (976) | 130 | 214 | 611 | (9) | (1,516) | |||||||||||||||||||||||||||||||||||||||
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PROPORTIONATE RESULTS FOR THE NINE MONTHS ENDED SEPTEMBER 30
The following chart reflects the generation and summary financial figures on a proportionate basis for the nine months ended September 30:
| (GWh) | (MILLIONS) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Actual Generation | Revenues | Adjusted EBITDA(1) | Funds From Operations | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hydroelectric | 10,910 | 10,485 | $ | 825 | $ | 713 | $ | 537 | $ | 473 | $ | 379 | $ | 357 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Wind | 1,412 | 1,652 | 131 | 147 | 102 | 132 | 79 | 102 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Utility-scale Solar | 659 | 597 | 143 | 134 | 140 | 108 | 102 | 67 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Distributed energy & sustainable solutions(1) | 614 | 593 | 110 | 100 | 64 | 64 | 49 | 48 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Corporate | — | — | — | — | (5) | — | (136) | (157) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | 13,595 | 13,327 | $ | 1,209 | $ | 1,094 | $ | 838 | $ | 777 | $ | 473 | $ | 417 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(1) Non-IFRS measures. For reconciliation to the most directly comparable IFRS measure see "Reconciliation of Non-IFRS Measures" in this Management's Discussion and Analysis
(2)Actual generation includes 379 GWh (2021: 343 GWh) from facilities that do not have a corresponding long-term average. See Part 8 – Presentation to Stakeholders and Performance Measurement for why we do not consider long-term average for certain of our facilities.
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RECONCILIATION OF NON-IFRS MEASURES
The following table reconciles the non-IFRS financial measures to the most directly comparable IFRS measures. Net income (loss) is reconciled to Adjusted EBITDA for the nine months ended September 30, 2022:
| Attributable to the partnership | |||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||
| Net income (loss) | $ | 213 | $ | (24) | $ | 74 | $ | 39 | $ | 470 | $ | 772 | |||||||||||||||||||||||
| Add back or deduct the following: | |||||||||||||||||||||||||||||||||||
| Depreciation | 377 | 229 | 189 | 75 | — | 870 | |||||||||||||||||||||||||||||
| Deferred income tax expense (recovery) | (17) | 42 | (3) | 3 | — | 25 | |||||||||||||||||||||||||||||
| Foreign exchange and financial instrument loss (gain) | 188 | (57) | (33) | (1) | 1 | 98 | |||||||||||||||||||||||||||||
Other(1) | 2 | 76 | 93 | 5 | (2) | 174 | |||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(2) | — | — | — | — | 165 | 165 | |||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | — | — | — | — | (774) | (774) | |||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | 132 | 132 | |||||||||||||||||||||||||||||
Interest expense(2) | 336 | 93 | 115 | 33 | 5 | 582 | |||||||||||||||||||||||||||||
| Current income tax expense (recovery) | 92 | 5 | 1 | — | — | 98 | |||||||||||||||||||||||||||||
Amount attributable to equity accounted investments and non-controlling interests(3) | (654) | (262) | (296) | (90) | (2) | $ | (1,304) | ||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 537 | $ | 102 | $ | 140 | $ | 64 | $ | (5) | $ | 838 | |||||||||||||||||||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and Brookfield Renewable’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included within Adjusted EBITDA.
(2)Total interest expense of $747 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
(3)Amount attributable to equity accounted investments corresponds to the adjusted EBITDA to the company that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Adjusted EBITDA attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
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The following table reconciles the non-IFRS financial measures to the most directly comparable IFRS measures. Net income (loss) is reconciled to Adjusted EBITDA for the nine months ended September 30, 2021:
| Attributable to the partnership | |||||||||||||||||||||||||||||||||||
| (MILLIONS) | Hydroelectric | Wind | Utility-scale Solar | Distributed energy & sustainable solutions | Corporate | Total | |||||||||||||||||||||||||||||
| Net income (loss) | $ | 156 | $ | (108) | $ | 13 | $ | 47 | $ | 642 | $ | 750 | |||||||||||||||||||||||
| Add back or deduct the following: | |||||||||||||||||||||||||||||||||||
| Depreciation | 325 | 265 | 186 | 58 | — | 834 | |||||||||||||||||||||||||||||
| Deferred income tax expense (recovery) | 156 | (12) | (6) | (7) | (5) | 126 | |||||||||||||||||||||||||||||
| Foreign exchange and financial instrument loss (gain) | (28) | 14 | (37) | (1) | (3) | (55) | |||||||||||||||||||||||||||||
Other(1) | 90 | 68 | 45 | 5 | 122 | 330 | |||||||||||||||||||||||||||||
Dividends on BEPC exchangeable shares(2) | — | — | — | — | 156 | 156 | |||||||||||||||||||||||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | — | — | — | — | (1,074) | (1,074) | |||||||||||||||||||||||||||||
| Management service costs | — | — | — | — | 147 | 147 | |||||||||||||||||||||||||||||
Interest expense(2) | 236 | 105 | 125 | 35 | 14 | 515 | |||||||||||||||||||||||||||||
| Current income tax expense (recovery) | 45 | 4 | 1 | — | 1 | 51 | |||||||||||||||||||||||||||||
Amount attributable to equity accounted investments and non-controlling interests(3) | (507) | (204) | (219) | (73) | — | $ | (1,003) | ||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 473 | $ | 132 | $ | 108 | $ | 64 | $ | — | $ | 777 | |||||||||||||||||||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and Brookfield Renewable’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included within Adjusted EBITDA.
(2)Total interest expense of $671 million is comprised of amounts on Interest expense and Dividends on BEPC exchangeable shares.
(3)Amount attributable to equity accounted investments corresponds to the adjusted EBITDA to the company that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Adjusted EBITDA attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
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The following table reconciles non-IFRS financial measures to the most directly comparable IFRS measures. Net income is reconciled to Funds From Operations for the nine months ended September 30:
| (MILLIONS, EXCEPT AS NOTED) | 2022 | 2021 | |||||||||
| Net income | $ | 772 | $ | 750 | |||||||
| Add back or deduct the following: | |||||||||||
| Depreciation | 870 | 834 | |||||||||
| Foreign exchange and financial instruments loss (gain) | 98 | (55) | |||||||||
| Deferred income tax expense (recovery) | 25 | 126 | |||||||||
Other(1) | 174 | 330 | |||||||||
| Dividends on BEPC exchangeable shares | 165 | 156 | |||||||||
| Remeasurement of BEPC exchangeable and BEPC class B shares | (774) | (1,074) | |||||||||
Amount attributable to equity accounted investments and non-controlling interest(2) | (857) | (650) | |||||||||
| Funds From Operations | $ | 473 | 417 | ||||||||
(1)Other corresponds to amounts that are not related to the revenue earning activities and are not normal, recurring cash operating expenses necessary for business operations. Other balance also includes derivative and other revaluations and settlements, gains or losses on debt extinguishment/modification, transaction costs, legal, provisions, amortization of concession assets and the company’s economic share of foreign currency hedges and realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term that are included in Funds From Operations.
(2)Amount attributable to equity accounted investments corresponds to the Funds From Operations that are generated by its investments in associates and joint ventures accounted for using the equity method. Amounts attributable to non-controlling interest are calculated based on the economic ownership interest held by non-controlling interests in consolidated subsidiaries. By adjusting Funds From Operations attributable to non-controlling interest, our company is able to remove the portion of Funds From Operations earned at non-wholly owned subsidiaries that are not attributable to our company.
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PART 7 – CRITICAL ESTIMATES, JUDGEMENTS IN APPLYING ACCOUNTING POLICIES, AND INTERNAL CONTROLS
CRITICAL ESTIMATES AND CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES
The unaudited interim consolidated financial statements are prepared in accordance with IFRS, which require the use of estimates and judgments in reporting assets, liabilities, revenues, expenses and contingencies. In the judgment of management, none of the estimates outlined in Note 1 – Basis of presentation and significant accounting policies in the audited consolidated financial statements are considered critical accounting estimates with the exception of the estimates related to the valuation of property, plant and equipment, financial instruments, and the related deferred income tax liabilities. These assumptions include estimates of future electricity prices, discount rates, expected long-term average generation, inflation rates, terminal year, the amount and timing of operating and capital costs, and the income tax rates of future income tax provisions. Estimates also include determination of accruals, purchase price allocations, useful lives, asset valuations, asset impairment testing, deferred tax liabilities, decommissioning retirement obligations and those relevant to the defined benefit pension and non-pension benefit plans. Estimates are based on historical experience, current trends and various other assumptions that are believed to be reasonable under the circumstances.
In making estimates, management relies on external information and observable conditions where possible, supplemented by internal analysis, as required. These estimates have been applied in a manner consistent with that in the prior year and there are no known trends, commitments, events or uncertainties that we believe will materially affect the methodology or assumptions utilized in this MD&A. These estimates are impacted by, among other things, future power prices, movements in interest rates, foreign exchange volatility and other factors, some of which are highly uncertain, as described in the “Risk Factors” section of our Form 20-F for the annual period ended December 31, 2021. The interrelated nature of these factors prevents us from quantifying the overall impact of these movements on our company’s financial statements in a meaningful way. These sources of estimation uncertainty relate in varying degrees to substantially all asset and liability account balances. Actual results could differ from those estimates.
NEW ACCOUNTING STANDARDS
Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework
The amendments add an exception to the recognition principle of IFRS 3 to avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of IAS 37 Provisions, Contingent Liabilities and Contingent Assets or IFRIC 21 Levies, if incurred separately. The exception requires entities to apply the criteria in IAS 37 or IFRIC 21, respectively, instead of the Conceptual Framework, to determine whether a present obligation exists at the acquisition date. At the same time, the amendments add a new paragraph to IFRS 3 to clarify that contingent assets do not qualify for recognition at the acquisition date. The amendments to IFRS 3 apply to annual reporting periods beginning on or after January 1, 2022.
The company has completed an assessment and implemented its transition plan to address the impact and effect changes as a result of amendments to the recognition principle of IFRS 3. The adoption did not have a significant impact on the company’s financial reporting.
FUTURE CHANGES IN ACCOUNTING POLICIES
Amendments to IAS 1 – Presentation of Financial Statements (“IAS 1”)
The amendments clarify how to classify debt and other liabilities as current or non-current. The amendments to IAS 1 apply to annual reporting periods beginning on or after January 1, 2023. The company is currently assessing the impact of these amendments.
IFRS Interpretations Committee Agenda Decision - Demand Deposits with Restriction on Use Arising from a Contract with a Third Party (IAS 7 Statement of Cash Flows)
In April 2022, the IFRS Interpretations Committee (“IFRS IC”) concluded that restrictions on the use of a demand deposit arising from a contract with a third party do not result in the deposit no longer being cash, unless those restrictions change the nature of the deposit in a way that it would no longer meet the definition of cash in IAS 7 Statement of Cash Flows. In the fact pattern described in the request, the contractual restrictions on the use of the amounts held in the demand deposit did not change the nature of the deposit — the entity can access those amounts on demand. Therefore, the entity should include the demand deposit as a component of “cash and cash equivalents” in its statement of financial position and in its statement of cash flows. The company is currently assessing the impact of this IFRS IC agenda decision.
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There are currently no other future changes to IFRS with potential impact on the company.
INTERNAL CONTROL OVER FINANCIAL REPORTING
No changes were made in our internal control over financial reporting during the nine months ended September 30, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART 8 – PRESENTATION TO STAKEHOLDERS AND PERFORMANCE MEASUREMENT
PRESENTATION TO PUBLIC STAKEHOLDERS
Actual Generation
For assets acquired, disposed or reached commercial operation during the year, reported generation is calculated from the acquisition, disposition or commercial operation date and is not annualized. Generation on a same store basis refers to the generation of assets that were owned during both periods presented. As it relates to Colombia only, generation includes both hydroelectric and cogeneration facilities. Distributed energy & sustainable solutions includes generation from our distributed generation, pumped storage, North America cogeneration and Brazil biomass assets.
Our risk of a generation shortfall in Brazil continues to be minimized by participation in a hydrological balancing pool administered by the government of Brazil. This program mitigates hydrology risk by assuring that all participants receive, at any particular point in time, an assured energy amount, irrespective of the actual volume of energy generated. The program reallocates energy, transferring surplus energy from those who generated an excess to those who generate less than their assured energy, up to the total generation within the pool. Periodically, low precipitation across the entire country’s system could result in a temporary reduction of generation available for sale. During these periods, we expect that a higher proportion of thermal generation would be needed to balance supply and demand in the country, potentially leading to higher overall spot market prices.
Voting Agreements with Affiliates
Our company has entered into voting agreements with Brookfield and the partnership, whereby our company gained control of the entities that own certain renewable power generating facilities in the United States and Brazil, as well as TerraForm Power. Our company has also entered into a voting agreement with its consortium partners in respect of our Colombian business. The voting agreements provide our company the authority to direct the election of the boards of directors of the relevant entities, among other things, and therefore provide our company with control. Accordingly, our company consolidates the accounts of these entities.
For entities previously controlled by Brookfield Asset Management, the voting agreements entered into do not represent business combinations in accordance with IFRS 3, as all combining businesses are ultimately controlled by Brookfield Asset Management both before and after the transactions were completed. Our company accounts for these transactions involving entities under common control in a manner similar to a pooling of interest, which requires the presentation of pre-voting agreement financial information as if the transactions had always been in place. Refer to Note 1((r))(ii) – Critical judgments in applying accounting policies – Common control transactions in our audited annual consolidated financial statements for our policy on accounting for transactions under common control.
PERFORMANCE MEASUREMENT
Segment Information
Our operations are segmented by – 1) hydroelectric, 2) wind, 3) utility-scale solar, 4) distributed energy & sustainable solutions (pumped storage, cogeneration and biomass), and 5) corporate. This best reflects the way in which the CODM reviews results, manages operations and allocates resources.
The reporting to the CODM was revised during the year to incorporate the distributed energy & sustainable solutions business of the company. The distributed energy & sustainable solutions business corresponds to a portfolio of multi-technology assets and investments that support the broader strategy of decarbonization of electricity grids around the world through distributed generation and offering of other sustainable services. The financial information of operating segments in the prior period has been restated to present the corresponding results of the distributed energy & sustainable solutions.
We report our results in accordance with these segments and present prior period segmented information in a consistent manner. See Note 4 – Segmented information in our unaudited interim consolidated financial statements.
One of our primary business objectives is to generate stable and growing cash flows while minimizing risk for the benefit of all stakeholders. We monitor our performance in this regard through three key metrics — i) Net Income (Loss), ii) Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”), and iii) Funds From Operations.
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It is important to highlight that Adjusted EBITDA and Funds From Operations do not have any standardized meaning prescribed by IFRS and therefore are unlikely to be comparable to similar measures presented by other companies and have limitations as analytical tools. We provide additional information below on how we determine Adjusted EBITDA and Funds From Operations. We also provide reconciliations to Net income (loss). See “Part 4 – Financial Performance Review on Proportionate Information – Reconciliation of Non-IFRS Measures”.
Proportionate Information
Reporting to the CODM on the measures utilized to assess performance and allocate resources has been provided on a proportionate basis. Information on a proportionate basis reflects our company’s share from facilities which it accounts for using consolidation and the equity method whereby our company either controls or exercises significant influence or joint control over the investment, respectively. Proportionate information provides a shareholder perspective that the CODM considers important when performing internal analyses and making strategic and operating decisions. The CODM also believes that providing proportionate information helps investors understand the impacts of decisions made by management and financial results that can be allocated to shareholders.
Proportionate financial information is not, and is not intended to be, presented in accordance with IFRS. Tables reconciling IFRS data with data presented on a proportionate basis have been disclosed. Segment revenues, other income, direct operating costs, interest expense, depreciation, current and deferred income taxes, and other are items that will differ from results presented in accordance with IFRS as these items (1) include our company’s proportionate share of earnings (loss) from equity-accounted investments attributable to each of the above-noted items, and (2) exclude the proportionate share of earnings (loss) of consolidated investments not held by us apportioned to each of the above-noted items.
The presentation of proportionate results has limitations as an analytical tool, including the following:
•The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and
•Other companies may calculate proportionate results differently than we do.
Because of these limitations, our proportionate financial information should not be considered in isolation or as a substitute for our financial statements as reported under IFRS.
Our company does not control those entities that have not been consolidated and as such, have been presented as equity-accounted investments in its financial statements. The presentation of the assets and liabilities and revenues and expenses do not represent our company’s legal claim to such items, and the removal of financial statement amounts that are attributable to non-controlling interests does not extinguish our company’s legal claims or exposures to such items.
Unless the context indicates or requires otherwise, information with respect to the MW attributable to our company’s facilities, including development assets, is presented on a consolidated basis, including with respect to facilities whereby our company either controls or jointly controls the applicable facility.
Net Income (Loss)
Net income (loss) is calculated in accordance with IFRS.
Net income (loss) is an important measure of profitability, in particular because it has a standardized meaning under IFRS. The presentation of net income (loss) on an IFRS basis for our business will often lead to the recognition of a loss even though the underlying cash flows generated by the assets are supported by strong margins and stable, long-term power purchase agreements. The primary reason for this is that accounting rules require us to recognize a significantly higher level of depreciation for our assets than we are required to reinvest in the business as sustaining capital expenditures.
Adjusted EBITDA
Adjusted EBITDA is a non-IFRS measure used by investors to analyze the operating performance of companies.
Our company uses Adjusted EBITDA to assess the performance of our company before the effects of interest expense, income taxes, depreciation, management service costs, non-controlling interests, unrealized gain or loss on financial instruments, non-cash income or loss from equity-accounted investments, distributions to preferred shareholders, preferred limited partnership unit holders, perpetual subordinated noteholders and other typical non-recurring items. Our company adjusts for these factors as they may be non-cash, unusual in nature and/or are not factors used by management for evaluating operating performance. Our company includes realized disposition gains and losses on assets that we developed and/or did not intend to hold over the long-term within Adjusted EBITDA in order to provide additional insight regarding
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the performance of investments on a cumulative realized basis, including any unrealized fair value adjustments that were recorded in equity and not otherwise reflected in current period Adjusted EBITDA.
Our company believes that presentation of this measure will enhance an investor’s ability to evaluate our financial and operating performance on an allocable basis.
Funds From Operations
Funds From Operations is a non-IFRS measure used by investors to analyze net earnings from operations without the effects of certain volatile items that generally have no current financial impact or items not directly related to the performance of the business.
Our company uses Funds From Operations to assess the performance of our company before the effects of certain cash items (e.g. acquisition costs and other typical non-recurring cash items) and certain non-cash items (e.g. deferred income taxes, depreciation, non-cash portion of non-controlling interests, unrealized gain or loss on financial instruments, non-cash gain or loss from equity-accounted investments, and other non-cash items) as these are not reflective of the performance of the underlying business. In the unaudited interim consolidated financial statements of our company, the revaluation approach is used in accordance with IAS 16, Property, Plant and Equipment, whereby depreciation is determined based on a revalued amount, thereby reducing comparability with peers who do not report under IFRS as issued by the IASB or who do not employ the revaluation approach to measuring property, plant and equipment. Management adds back deferred income taxes on the basis that they do not believe this item reflects the present value of the actual tax obligations that they expect our company to incur over the long-term investment horizon of our company.
Our company believes that analysis and presentation of Funds From Operations on this basis will enhance an investor’s understanding of the performance of the business.
Funds From Operations is not a generally accepted accounting measure under IFRS and therefore may differ from definitions of Funds From Operations used by other entities, as well as the definition of funds from operations used by the Real Property Association of Canada (“REALPAC”) and the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”). Furthermore, this measure is not used by the CODM to assess our company’s liquidity.
Proportionate Debt
Proportionate debt is presented based on the proportionate share of borrowings obligations relating to the investments of our company in various portfolio businesses. The proportionate financial information is not, and is not intended to be, presented in accordance with IFRS. Proportionate debt measures are provided because management believes it assists investors and analysts in estimating the overall performance and understanding the leverage pertaining specifically to our company's share of its invested capital in a given investment. When used in conjunction with proportionate Adjusted EBITDA, proportionate debt is expected to provide useful information as to how our company has financed its businesses at the asset-level. Management believes that the proportionate presentation, when read in conjunction with our company’s reported results under IFRS, including consolidated debt, provides a more meaningful assessment of how the operations of our company are performing and capital is being managed.
The presentation of proportionate results has limitations as an analytical tool, including the following:
•Proportionate debt amounts do not represent the consolidated obligation for debt underlying a consolidated investment. If an individual project does not generate sufficient cash flows to service the entire amount of its debt payments, management may determine, in their discretion, to pay the shortfall through an equity injection to Brookfield Renewable Corporation to avoid defaulting on the obligation. Such a shortfall may not be apparent from or may not equal the difference between aggregate proportionate Adjusted EBITDA for all of the portfolio investments of our company and aggregate proportionate debt for all of the portfolio investments of our company; and
•Other companies may calculate proportionate debt differently.
Because of these limitations, the proportionate financial information of our company should not be considered in isolation or as a substitute for the financial statements of our company as reported under IFRS.
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PART 9 – CAUTIONARY STATEMENTS
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements and information, within the meaning of Canadian securities laws and “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations, concerning the business and operations of the group. Forward-looking statements in this report include, but are not limited to, statements regarding the quality of our group’s assets and the resiliency of the cash flow they will generate, our anticipated financial performance, future commissioning of assets, contracted portfolio, technology diversification, acquisition opportunities, expected completion of acquisitions, future energy prices and demand for electricity, economic recovery, achieving long-term average generation, project development and capital expenditure costs, diversification of the group’s investor base, energy policies, economic growth, growth potential of the renewable asset class, our future growth prospects and distribution profile, our access to capital and future dividends and distributions made to holders of LP units and BEPC’s exchangeable shares. In some cases, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “scheduled”, “estimates”, “intends”, “anticipates”, “believes”, “potentially”, “tends”, “continue”, “attempts”, “likely”, “primarily”, “approximately”, “endeavors”, “pursues”, “strives”, “seeks” or variations of such words and phrases, or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Although we believe that our anticipated future results, performance or achievements expressed or implied by the forward-looking statements and information in this report are based upon reasonable assumptions and expectations, we cannot assure you that such expectations will prove to have been correct. You should not place undue reliance on forward-looking statements and information as such statements and information involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.
Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to, the following: changes to resource availability, as a result of climate change or otherwise, at any of our group’s facilities; volatility in supply and demand in the energy markets; our group’s inability to re-negotiate or replace expiring PPAs on similar terms; an increase in the amount of uncontracted generation in our group’s portfolio; availability and access to interconnection facilities and transmission systems; concessions and licenses expiring and not being renewed or replaced on similar terms; our group’s real property rights for wind and utility-scale solar renewable energy facilities being adversely affected by the rights of lienholders and leaseholders that are superior to those granted to our group; increases in the cost of operating our group’s facilities; our group’s failure to comply with conditions in, or our group’s inability to maintain, governmental permits; equipment failures, including relating to wind turbines and utility-scale solar panels; the unavailability of necessary equipment, including spare parts and components required for project development and significant cost increases relating thereto; dam failures and the costs and potential liabilities associated with such failures; the severity, duration and spread of the COVID-19 outbreak, as well as the direct and indirect impacts that the virus may have; uninsurable losses and higher insurance premiums; changes in regulatory, political, economic and social conditions in the jurisdictions in which we operate; force majeure events; adverse changes in currency exchange rates and our group’s inability to effectively manage foreign currency exposure; health, safety, security and environmental risks; energy marketing risks; the termination of, or a change to, the hydrological balancing pool administered by the government of Brazil; involvement in litigation and other disputes, and governmental and regulatory investigations; counterparties to our group’s contracts not fulfilling their obligations; the time and expense of enforcing contracts against non-performing counterparties and the uncertainty of success; foreign laws or regulation to which our group becomes subject as a result of future acquisitions in new markets; our group’s operations being affected by local communities; our group’s reliance on computerized business systems, which could expose our group to cyber-attacks; newly developed technologies in which our group invests not performing as anticipated; increases in water rental costs (or similar fees) or changes to the regulation of water supply; advances in technology that impair or eliminate the competitive advantage of our projects; labour disruptions and economically unfavorable collective bargaining agreements; fraud, bribery, corruption, other illegal acts or inadequate or failed internal processes or systems; our group’s inability to finance its operations due to the status of the capital markets; operating and financial restrictions imposed on our groups by its loan, debt and security agreements; changes to our group’s credit ratings; our group’s inability to identify sufficient investment opportunities and complete transactions; changes to our group’s current business, including through future energy transition investments; our group’s inability to complete all or some of its capital recycling initiatives; the growth of our group’s portfolio and our group’s inability to realize the expected benefits
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of its transactions or acquisitions; our group’s inability to develop greenfield projects or find new sites suitable for the development of greenfield projects; delays, cost overruns and other problems associated with the construction and operation of generating facilities and risks associated with the arrangements our group enters into with communities and joint venture partners; Brookfield Asset Management’s election not to source acquisition opportunities for our group and our group’s lack of access to all renewable power acquisitions that Brookfield Asset Management identifies, including by reason of conflicts of interest; our group does not have control over all of its operations or investments; political instability or changes in government policy; some of our group’s acquisitions may be of distressed companies, which may subject our group to increased risks, including the incurrence of legal or other expenses; a decline in the value of our group’s investments in securities, including publicly traded securities of other companies; our group is not subject to the same disclosure requirements as a U.S. domestic issuer; the separation of economic interest from control within our group’s organizational structure; future sales and issuances of BEP units, preferred units or securities exchangeable for BEP units, including BEPC exchangeable shares, or the perception of such sales or issuances, could depress the trading price of the BEP units or BEPC exchangeable shares; the incurrence of debt at multiple levels within our group’s organizational structure; being deemed an “investment company” under the U.S. Investment Company Act of 1940; the effectiveness of our group’s internal controls over financial reporting; our group’s dependence on Brookfield Asset Management and the partnership and Brookfield Asset Management’s significant influence over our group; the departure of some or all of Brookfield Asset Management’s key professionals; our group’s lack of independent means of generating revenue; changes in how Brookfield Asset Management elects to hold its ownership interests in our group; Brookfield Asset Management acting in a way that is not in our group’s best interests or our shareholders; broader impact of climate change; failure of our group’s systems technology; any changes in the market price of the BEP units and BEPC exchangeable shares; the redemption of BEPC exchangeable shares by us at any time or upon notice from the holder of the BEPC class B shares; and other factors described in our most recent Annual Report on Form 20-F, including those set forth under Item 3.D “Risk Factors”.
We caution that the foregoing list of important factors that may affect future results is not exhaustive. The forward-looking statements represent our views as of the date of this report and should not be relied upon as representing our views as of any subsequent date. While we anticipate that subsequent events and developments may cause our views to change, we disclaim any obligation to update the forward-looking statements, other than as required by applicable law. For further information on these known and unknown risks, please see “Risk Factors” included in our most recent Annual Report on Form 20-F and other risks and factors that are described therein.
CAUTIONARY STATEMENT REGARDING USE OF NON-IFRS MEASURES
We prepare our financial statements in accordance with IFRS. However, this report also contains references to Adjusted EBITDA, Funds From Operations and Funds From Operations per Unit which are not generally accepted accounting measures standardized under IFRS and therefore may differ from definitions of Adjusted EBITDA, Funds From Operations and Funds From Operations per Unit used by other entities. In particular, our definition of Funds From Operations may differ from the definition of funds from operations used by other organizations, as well as the definition of funds from operations used by the Real Property Association of Canada (“REALPAC”) and the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”), in part because the NAREIT definition is based on U.S. GAAP, as opposed to IFRS. We believe that Adjusted EBITDA, Funds From Operations and Funds From Operations per Unit are useful supplemental measures that may assist investors in assessing our financial performance. None of Adjusted EBITDA, Funds From Operations or Funds From Operations per Unit should be considered as the sole measure of our performance and should not be considered in isolation from, or as a substitute for, analysis of our financial statements prepared in accordance with IFRS. These non-IFRS measures reflect how we manage our business and, in our opinion, enable the reader to better understand our business. For a reconciliation of these non-IFRS financial measures to the most comparable IFRS financial measures, see “Part 4 – Financial Performance Review on Proportionate Information – Reconciliation of non-IFRS measures”.
A reconciliation of net income to Adjusted EBITDA and Funds From Operations is presented in our Management’s Discussion and Analysis. We have also provided a reconciliation of Funds From Operations to net income (loss) in Note 4 – Segmented information in the unaudited interim consolidated financial statements.
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Exhibit 99.3
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE
I, Connor Teskey, Chief Executive Officer of Brookfield Renewable Corporation, certify the following:
1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Brookfield Renewable Corporation, (the "issuer") for the interim period ended September 30, 2022.
2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings
(a)designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
ii.information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
(b)designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.
5.1 Control framework: The control framework the issuer's other certifying officer and I used to design the issuer's ICFR is the Internal Control - Integrated Framework (COSO 2013 Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: N/A
6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on July 1, 2022 and ended on September 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.
Date: November 4, 2022 | |||||
| /s/ Connor Teskey | |||||
| Name: | Connor Teskey | ||||
| Title: | Chief Executive Officer of Brookfield Renewable Corporation | ||||
| (Principal Executive Officer) | |||||
Exhibit 99.4
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE
I, Wyatt Hartley, Chief Financial Officer of Brookfield Renewable Corporation, certify the following:
1.Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Brookfield Renewable Corporation, (the "issuer") for the interim period ended September 30, 2022.
2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings
(a)designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
ii.information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
(b)designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.
5.1 Control framework: The control framework the issuer's other certifying officer and I used to design the issuer's ICFR is the Internal Control - Integrated Framework (COSO 2013 Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: N/A
6.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on July 1, 2022 and ended on September 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.
Date: November 4, 2022 | |||||
/s/ Wyatt Hartley | |||||
| Name: | Wyatt Hartley | ||||
| Title: | Chief Financial Officer of Brookfield Renewable Corporation | ||||
| (Principal Executive Officer) | |||||