SunPower Reports Third-Quarter 2013 Results

                 SunPower Reports Third-Quarter 2013 Results

-- Q3 2013 GAAP Revenue of $657 Million, Non-GAAP Revenue of $619 Million

-- Q3 2013 GAAP Earnings per Share of $0.73, Non-GAAP Earnings per Share of
$0.44

-- Company to Expand Manufacturing Capacity

PR Newswire

SAN JOSE, Calif., Oct. 30, 2013

SAN JOSE, Calif., Oct. 30, 2013 /PRNewswire/ --SunPower Corp. (NASDAQ: SPWR)
today announced financial results for its third quarter ended September 29,
2013.

                                        3^rd Quarter 2^nd Quarter 3^rd Quarter
($ Millions, except per-share data)
                                        2013         2013         2012
GAAP revenue^(1)                        $657.1       $576.5       $648.9 ^
GAAP gross margin                       29.4%        18.7%        12.4%
GAAP net income (loss)^(2)              $108.4       $19.6        ($48.5)
GAAP net income (loss) per diluted      $0.73        $0.15        ($0.41)
share^(2)
Non-GAAP gross margin^(3)               19.1%        19.5%        14.1%
Non-GAAP net income per diluted         $0.44        $0.48        $0.03
share^(3)
Megawatts produced                      313          296          227

(1) GAAP revenue includes (excludes) $37.7 million, $(73.5) million and $42.3
million for the third quarter of fiscal 2013, second quarter of fiscal 2013,
and the third quarter of fiscal 2012, respectively, in revenue primarily
related to utility and power plant projects. See details in the non-GAAP
measures disclosure included in this press release.
(2) GAAP results include approximately $53.1 million, $(39.7) million and
$(47.5) million for the third quarter of fiscal 2013, second quarter of fiscal
2013, and the third quarter of fiscal 2012, respectively, in net, pre-tax
benefits (charges) and adjustments excluded from non-GAAP results. See
details in the non-GAAP measures disclosure included in this press release.
(3) A reconciliation of GAAP to non-GAAP results is included at the end of
this press release.

"SunPower's third-quarter results reflect strong execution of our diversified
downstream strategy, as global demand for our high efficiency systems in both
our power plant and distributed generation channels remains robust," said Tom
Werner, SunPower president and CEO. "Operationally, we beat our cost
reduction goals for the quarter while improving overall equipment
effectiveness and average solar cell conversion efficiency. Due to strong
demand for our unique, cost effective, high efficiency products, we have made
the strategic decision to expand our solar cell manufacturing capacity by more
than 25 percent. SunPower's planned 350-megawatts (MW) expansion will produce
our next generation, step-reduced cell technology with initial silicon
starting in early 2015. This will bring our total cell capacity to more than
1.8-gigawatts (GW) when fully ramped.

"Regionally, our North American business once again drove our performance, as
construction of the 579-MW Solar Star projects for MidAmerican Solar remains
on plan and we expect to start commercial operation of the California Valley
Solar Ranch (CVSR) in the near future. We continue to see significant demand
in our residential lease business and recently signed an additional $155
million in new lease capacity financing to fund our growth. With this new
financing, our total lease capacity to date now exceeds $850 million.
Additionally, we expanded our solar loan program during the quarter by signing
an agreement with Digital Federal Credit Union for up to $100 million in
financing capacity.

"Japan remains a key market for SunPower. In addition to our longstanding
participation in the residential market, we are also increasing shipments to
the commercial and power plant segments as evidenced by the recent signing of
supply agreements totaling more than 90-MW for two power plants projects.

"Our performance in Europe was solid, as demand trends improved further and
industry conditions were in line with our expectations. As a result, we
increased revenue sequentially and met our margin targets for the quarter. In
our emerging markets channel, we are continuing to expand our footprint as we
partner with Total to monetize our growing international pipeline. For
example, we recently announced that in partnership with Total S.A., we will
construct a 70-MWdc merchant power plant in Chile, the largest merchant solar
project in the world, with completion scheduled for 2015," concluded Werner.

Key milestones achieved by the company since the second quarter of 2013
include:

  oAnnounced 350-MW cell capacity expansion for 2015 production
  oContinued construction of 579-MW Solar Star projects for MidAmerican Solar
  oSigned supply agreement with Shimizu for 69-MWdc power plant in Japan for
    Eurus Energy Corporation, a joint venture between Toyota Tsusho Corp. and
    Tokyo Electric Power
  oAnnounced 70-MWdc merchant power plant in Chile in partnership with Total
    S.A.
  oNorth American commercial project pipeline now exceeds $1 billion
  oStarted initial shipments for 65-MW of projects under French tender award
  oResidential lease program – approximately 20,000 customers representing
    159-MW to date
  oSigned $155 million in new residential lease financing capacity with two
    partners
  oSigned agreement with Digital Federal Credit Union for up to $100 million
    in solar loan financing
  oAll manufacturing facilities operating at full capacity

"SunPower's ability to leverage our downstream model, combined with the
successful execution in our lease and projects business, enabled us to exceed
our operational goals for the quarter," said Chuck Boynton, SunPower CFO.
"Financially, we successfully managed our working capital needs, drove more
than $150 million in free cash flow and ended the quarter with approximately
$1 billion in available liquidity. Looking forward, we are well positioned
for long-term profitability to continue to monetize our global project
pipeline, expand our footprint in the distributed generation market and
strategically manage our cash."

Third quarter fiscal 2013 GAAP results include pre-tax benefits (charges) and
adjustments totaling approximately $53.1 million, including a $26.3 million
gross margin adjustment related to the timing of revenue recognition from
utility and power plant projects; $52.0 million gain on contract termination;
$(12.1) million in stock-based compensation expense; $(12.3) million in
non-cash interest expense and $(0.8) million of other adjustments. These
benefits (charges) and adjustments are excluded from the company's non-GAAP
results.

Fourth Quarter and Fiscal Year 2013 Financial Outlook
The company's fourth quarter 2013 consolidated non-GAAP guidance is as
follows: revenue of $675 million to $725 million, gross margin of 17 percent
to 19 percent, net income per diluted share of $0.15 to $0.35 and MW
recognized in the range of 300 MW to 330 MW. On a GAAP basis, the company
expects revenue of $575 million to $625 million, gross margin of 17 percent to
19 percent and net income (loss) per diluted share of ($0.10) to $0.10.

For fiscal year 2013, the company expects non-GAAP revenue of $2.52 billion to
$2.57 billion, gross margin of 19 percent to 20 percent, net income per
diluted share of $1.30 to $1.50, capital expenditures of $45 million to $55
million and GW recognized in the range of 1.0 GW to 1.03 GW. On a GAAP basis,
the company expects revenue of $2.45 billion to $2.50 billion, gross margin of
18 percent to 19 percent and net income per diluted share of $0.45 to $0.65.
SunPower remains on track to reduce its operational expenses year over year
and expects to generate free cash flow, including lease financings of
approximately $200 million while continuing to invest in its technology
roadmap and manufacturing cost reduction initiatives.

The company will host a conference call for investors this afternoon to
discuss its third quarter 2013 performance at 1:30 p.m. Pacific Time. The
call will be webcast and can be accessed from SunPower's website at
http://investors.sunpowercorp.com/events.cfm.

This press release contains both GAAP and non-GAAP financial information.
Non-GAAP historical figures are reconciled to the closest GAAP equivalent
categories in the financial attachment of this press release. Please note
that the company has posted supplemental information and slides related to its
third quarter 2013 performance on the Events and Presentations section of the
SunPower Investor Relations page at
http://investors.sunpowercorp.com/events.cfm. The capacity of power plants in
this release is described in approximate megawatts on an alternating current
(ac) basis unless otherwise noted.

About SunPower
SunPower Corp. (NASDAQ: SPWR) designs, manufactures and delivers the highest
efficiency, highest reliability solar panels and systems available today.
Residential, business, government and utility customers rely on the company's
quarter century of experience and guaranteed performance to provide maximum
return on investment throughout the life of the solar system. Headquartered in
San Jose, Calif., SunPower has offices in North America, Europe, Australia,
Africa and Asia. For more information, visit www.SunPowercorp.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including, but not
limited to, statements regarding: (a) expanding manufacturing capacity; (b)
CVSR construction timeline; (c) growing demand in residential leasing; (d)
growing demand in Japan; (e) expanding internal operations; (f) growing
international project pipeline; (g) monetizing projects with assistance from
Total S.A.; (h) growing North American commercial project pipeline; (i)
positioning for long-term profitability; (j) strategically managing cash; (k)
guidance for the fourth fiscal quarter, including non-GAAP revenue, gross
margin, net income per diluted share and MW recognized and GAAP revenue, gross
margin and net loss per diluted share; (l) guidance for fiscal year 2013,
including non-GAAP revenue, gross margin, net income per diluted share,
capital expenditures and MW recognized and GAAP revenue, gross margin and net
income/loss per diluted share; (m) reducing operating expenses; (n) generating
free cash flow; (o) additional leasing capacity; (p) investing in technology
roadmap and manufacturing cost reduction initiatives. These forward-looking
statements are based on our current assumptions, expectations and beliefs and
involve substantial risks and uncertainties that may cause results,
performance or achievement to materially differ from those expressed or
implied by these forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to: (1)
competition in the industry and downward pressure on average selling prices;
(2) our liquidity, substantial indebtedness, and our ability to obtain
additional financing for our projects and our customers; (3) our ability to
meet our cost reduction targets; (4) regulatory changes and the availability
of economic incentives promoting use of solar energy; (5) challenges inherent
in constructing and maintaining certain of our large projects, such as the
California Valley Solar Ranch and Solar Star; (6) the success of our ongoing
research and development efforts and commercialization of new products and
services; (7) fluctuations in our operating results; (8) manufacturing
difficulties that could arise; and (9) challenges managing our joint ventures.
A detailed discussion of these factors and other risks that affect our
business is included in filings we make with the Securities and Exchange
Commission (SEC) from time to time, including our most recent reports on Form
10-K and Form 10-Q, particularly under the heading "Risk Factors." Copies of
these filings are available online from the SEC or on the SEC Filings section
of our Investor Relations website at investors.sunpowercorp.com. All
forward-looking statements in this press release are based on information
currently available to us, and we assume no obligation to update these
forward-looking statements in light of new information or future events.

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



SUNPOWER CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
                                               Sep. 29,        Dec. 30,
                                               2013            2012
ASSETS
Cash and cash equivalents                      $   743,575  $   457,487
Restricted cash and cash equivalents           32,020          46,964
Investments                                    9,179           10,885
Accounts receivable, net                       377,824         398,150
Costs and estimated earnings in excess of      42,563          36,395
billings
Inventories                                    288,049         291,386
Advances to suppliers                          365,140         351,405
Prepaid expenses and other assets              947,320         889,116
Property, plant and equipment, net             851,344         774,909
Project assets - plants and land               101,564         83,507
Other intangible assets, net                   514             744
Total assets                                   $  3,759,092   $  3,340,948
LIABILITIES AND EQUITY
Accounts payable                               $   483,059  $   414,335
Accrued and other liabilities                  776,714         582,991
Billings in excess of costs and estimated      253,329         225,550
earnings
Bank loans and other debt                      169,999         390,361
Convertible debt                               751,372         438,629
Customer advances                              215,775         295,730
Total liabilities                              2,650,248       2,347,596
Stockholders' equity                          1,079,020       993,352
Noncontrolling interests in subsidiaries       29,824          -
Total equity                                   1,108,844       993,352
Total liabilities and equity                   $  3,759,092   $  3,340,948



SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
                        THREE MONTHS ENDED               NINE MONTHS ENDED
                        Sep. 29,   Jun. 30,   Sep. 30,   Sep. 29,   Sep. 30,
                        2013       2013       2012       2013       2012
Revenue:
AMERICAS                $        $        $        $         $ 
                        442,091   367,609   502,373   1,293,822  1,176,148
EMEA                    120,712    107,010    88,547     296,374    400,074
APAC                    94,317     101,897    58,028     278,873    162,754
Total revenue           657,120    576,516    648,948    1,869,069  1,738,976
Cost of revenue:
AMERICAS                306,024    285,939    409,432    1,008,044  978,062
EMEA                    100,605    97,396     111,622    289,495    422,922
APAC                    57,261     85,320     47,121     211,126    138,471
Total cost of revenue   463,890    468,655    568,175    1,508,665  1,539,455
Gross margin            193,230    107,861    80,773     360,404    199,521
Operating expenses:
Research and            14,903     13,035     14,956     41,108     45,786
development
Selling, general and    63,229     62,035     69,714     195,356    208,388
administrative
Restructuring charges   1,114      928        10,544     1,705      61,189
Goodwill and other
intangible asset        -          -          59,581     -          59,581
impairment
Total operating         79,246     75,998     154,795    238,169    374,944
expenses
Operating income        113,984    31,863     (74,022)   122,235    (175,423)
(loss)
Gain on share lending   -          -          50,645     -          50,645
arrangement
 Other expense, net    (32,762)   (24,101)   (25,146)   (91,898)   (68,157)
Income (loss) before
income taxes and
equity in earnings      81,222     7,762      (48,523)   30,337     (192,935)
(loss) of
unconsolidated
investees
Benefit from
(provision for) income  4,575      (4,506)    (593)      (2,920)    (12,542)
taxes
Equity in earnings
(loss) of               1,585      1,009      578        2,261      (1,772)
unconsolidated
investees
Net income (loss)       87,382     4,265      (48,538)   29,678     (207,249)
 Net loss
attributable to         21,004     15,300     -          43,577     -
noncontrolling
interests
Net income (loss)       $        $       $        $       $ 
attributable to         108,386   19,565    (48,538)  73,255    (207,249)
stockholders
Net income (loss) per
share attributable to
stockholders:
Net income (loss) per   $      $      $      $      $    
share – basic            0.89     0.16    (0.41)     0.61    (1.78)
Net income (loss) per   $      $      $      $      $    
share – diluted         0.73     0.15    (0.41)     0.55    (1.78)
Weighted-average
shares:
- Basic                 121,314    120,943    118,952    120,604    116,408
- Diluted               153,876    133,973    118,952    134,859    116,408

SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands)
(Unaudited)
                            THREE MONTHS ENDED             NINE MONTHS ENDED
                            Sep. 29,  Jun. 30,  Sep. 30,   Sep. 29,  Sep. 30,
                            2013      2013      2012       2013      2012
Net income (loss)           $       $      $        $       $ 
                            87,382   4,265    (48,538)   29,678   (207,249)
Components of
comprehensive income
(loss):
Translation adjustment      1,923     (2,583)   148        (2,003)   (1,802)
Net unrealized loss on      (2,005)   (1,354)   (2,611)    (524)     (10,738)
derivatives
Unrealized gain (loss) on   7         (7)       -          -         -
investments
Income taxes                379       254       490        100       2,016
Net change in accumulated
other comprehensive income  304       (3,690)   (1,973)    (2,427)   (10,524)
(loss)
Total comprehensive income  87,686    575       (50,511)   27,251    (217,773)
(loss)
Comprehensive loss
attributable to             21,004    15,300    -          43,577    -
noncontrolling interests
Comprehensive income        $        $       $        $       $ 
(loss) attributable to      108,690  15,875   (50,511)   70,828   (217,773)
stockholders



SUNPOWER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
                        THREE MONTHS ENDED               NINE MONTHS ENDED
                        Sep. 29,   Jun. 30,   Sep. 30,   Sep. 29    Sep. 30,
                        2013       2013       2012       2013       2012
                                                                    (1)
Cash flows from
operating activities:
Net income (loss)       $       $      $        $       $ 
                        87,382     4,265      (48,538)  29,678     (207,249)
Adjustments to
reconcile net income
(loss) to net cash
provided by (used in)
operating activities:
Stock-based             12,082     10,505     9,271      31,103     33,179
compensation
Depreciation            24,722     24,551     24,385     72,893     82,747
Loss on retirement of
property, plant and     -          -          10,990     -          56,399
equipment
Amortization of other   42         42         2,622      231        8,099
intangible assets
Goodwill impairment     -          -          46,734     -          46,734
Other intangible        -          -          12,847     -          12,847
asset impairment
Gain on sale of         (51)       -          -          (51)       -
investments
Gain (loss) on
mark-to-market          3          27         -          30         (4)
derivatives
Non-cash interest       12,311     12,181     13,990     36,382     29,336
expense
Amortization of debt    1,627      1,041      1,019      3,762      2,899
issuance costs
Equity in (earnings)
loss of                 (1,585)    (1,009)    (578)      (2,261)    1,772
unconsolidated
investees
Gain on equity
interest in             (529)      -          -          (529)      -
unconsolidated
investee
Third-party
inventories             -          -          -          -          8,869
write-down
Gain on share lending   -          -          (50,645)   -          (50,645)
arrangement
Gain on contract        (51,988)   -          -          (51,988)   -
termination
Deferred income taxes
and other tax           (4,830)    2,423      (2,553)    2,317      110
liabilities
Changes in operating
assets and
liabilities:
Accounts receivable     61,063     (167,794)  (32,108)   (46,391)   124,865
Costs and estimated
earnings in excess of   (1,246)    (4,073)    3,027      (6,168)    (10,709)
billings
Inventories             (65,253)   32,316     4,491      (38,543)   (50,076)
Project assets          (10,820)   3,957      (62,671)   (42,113)   (101,917)
Prepaid expenses and    (6,315)    (142,819)  46,276     48,355     (35,401)
other assets
Advances to suppliers   (5,930)    (3,486)    (11,673)   (13,735)   (29,993)
Accounts payable and
other accrued           65,077     70,517     20,718     106,769    (43,008)
liabilities
Billings in excess of
costs and estimated     (81,600)   112,076    (6,036)    27,779     (31,203)
earnings
Customer advances       (5,293)    (20,899)   35,953     (27,967)   40,048
Net cash provided by
(used in) operating     28,869     (66,179)   17,521     129,553    (112,301)
activities
Cash flows from
investing activities:
(Increase) decrease
in restricted cash      (2,882)    29         2,720      14,944     54,341
and cash equivalents
Purchases of
property, plant and     (5,579)    (7,839)    (16,389)   (25,460)   (79,033)
equipment
Cash paid for solar
power systems, leased   (18,544)   (23,387)   (49,249)   (83,619)   (100,655)
and to be leased
Purchases of            -          (99,928)   (1,436)    (99,928)   (1,436)
marketable securities
Proceeds from sales
or maturities of        100,947    -          -          100,947    -
marketable securities
Proceeds from sale of
equipment to            628        6          -          645        419
third-party
Cash received for
sale of investment in   -          -          -          -          17,403
unconsolidated
investee
Cash paid for
investments in          -          (1,411)    -          (1,411)    (10,000)
unconsolidated
investees
Net cash provided by
(used in) investing     74,570     (132,530)  (64,354)   (93,882)   (118,961)
activities
Cash flows from
financing activities:
Proceeds from
issuance of             -          296,283    -          296,283    -
convertible debt, net
of issuance costs
Proceeds from
issuance of bank        -          -          -          -          125,000
loans, net of
issuance costs
Proceeds from
issuance of project     11,610     32,554     13,830     68,225     27,617
loans, net of
issuance costs
Proceeds from
recovery of claim in    -          -          50,645     -          50,645
connection with share
lending arrangement
Proceeds from
residential lease       26,817     17,458     18,562     83,365     26,809
financing
Proceeds from
sale-leaseback          -          6,907      -          40,757     -
financing
Contributions from
noncontrolling          29,535     31,551     -          73,401     -
interests
Repayment of bank
loans, project loans    (8,386)    (101,211)  (25,295)   (290,098)  (126,427)
and other debt
Repayment of
sale-leaseback          -          (5,124)    -          (5,124)    -
financing
Cash paid for
repurchased             -          -          -          -          (198,608)
convertible debt
Proceeds from private
offering of common      -          -          (65)       -          163,616
stock, net of
issuance costs
Cash distributions to
Parent in connection
with the transfer of    -          -          -          -          (178,290)
entities under common
control
Proceeds from
exercise of stock       49         24         17         98         51
options
Purchases of stock
for tax withholding     (1,401)    (5,444)    (226)      (17,584)   (5,430)
obligations on vested
restricted stock
Net cash provided by
(used in) financing     58,224     272,998    57,468     249,323    (115,017)
activities
Effect of exchange
rate changes on cash    1,352      684        241        1,094      (2,213)
and cash equivalents
Net increase
(decrease) in cash      163,015    74,973     10,876     286,088    (348,492)
and cash equivalents
Cash and cash
equivalents,            580,560    505,587    366,250    457,487    725,618
beginning of period
Cash and cash           $        $        $        $        $  
equivalents, end of     743,575    580,560    377,126    743,575    377,126
period
Non-cash
transactions:
Assignment of
financing receivables   $       $       $      $       $   
to a third party        22,166     11,265     7,736      67,400     10,259
financial institution
Property, plant and
equipment               5,628      6,356      13,243     5,628      13,243
acquisitions funded
by liabilities
Costs of solar power
systems, leased and
to be leased, sourced   13,627     14,178     38,591     43,341     80,068
from existing
inventory
Costs of solar power
systems, leased and     2,315      1,708      6,712      2,315      6,712
to be leased, funded
by liabilities
Costs of solar power
systems under
sale-leaseback          -          4,333      -          24,399     -
financing
arrangements sourced
from project assets
Non-cash interest
expense capitalized     79         162        411        400        1,161
and added to the cost
of qualified assets
Issuance of warrants
in connection with      -          -          -          -          50,327
the Liquidity Support
Agreement
(1) As adjusted to conform to the current period presentation for solar power
systems leased and to be leased.



(In thousands,
except per share
data)
            THREE MONTHS ENDED             NINE MONTHS ENDED       THREE MONTHS ENDED          NINE MONTHS
                                                                                               ENDED
            Sep.     Jun.     Sep. 30,     Sep.     Sep. 30,       Sep.     Jun.     Sep.      Sep.     Sep.
            29,      30,                   29,                     29,      31,      30,       29,      30,
            2013     2013     2012         2013     2012           2013     2013     2012      2013     2012
            (Presented on a GAAP Basis)                          (Presented on a non-GAAP Basis)
Gross       $     $     $        $     $           $     $     $       $     $   
margin      193,230  107,861  80,773       360,404  199,521        118,478  126,483          375,453  257,034
                                                                                     85,464
Operating   $     $     $         $     $            $     $     $       $     $   
income      113,984          (74,022)    122,235  (175,423)                             164,594  
(loss)               31,863                                        49,221   59,943   10,662             36,653
Net income (loss)
per share
attributable to
stockholders:
            $     $     $        $     $          $     $     $       $     $   
- Basic                  (0.41)           (1.78)                                  
            0.89     0.16                  0.61                    0.48     0.52      0.03    1.23       -
            $     $     $        $     $          $     $     $       $     $   
- Diluted                (0.41)           (1.78)                                  
            0.73     0.15                  0.55                    0.44     0.48      0.03    1.15       -



About SunPower's Non-GAAP Financial Measures
To supplement its consolidated financial results presented in accordance with
GAAP, SunPower uses non-GAAP measures which are adjusted from the most
directly comparable GAAP results for certain items, as described below.
Management does not consider these items in evaluating the core operational
activities of SunPower.The specific non-GAAP measureslisted below are gross
margin, operating income (loss), net income (loss) per share, earnings before
interest, taxes, depreciation and amortization (EBITDA) and free cash flow.
Management believes that each of these non-GAAP measures (gross margin,
operating income (loss), net income (loss) per share, EBITDA and free cash
flow) are useful to investors by enabling them to better assess changes in
each of these key elements of SunPower's results of operations across
different reporting periods on a consistent basis, independent of certain
items as described below. Thus, each of these non-GAAP financial measures
provides investors withanother method for assessing SunPower's operating
results in a manner that is focused on its ongoing core operating performance,
absent the effects of these items. Management also uses these non-GAAP
measures internally to assess the business and financial performance of
current and historical results, for strategic decision making, forecasting
future results and evaluating the company's current performance.Many of the
analysts covering SunPower also use these non-GAAP measures in their analyses.
Given management's use of these non-GAAP measures, SunPower believes these
measures are important to investors in understanding SunPower's current and
future operating results as seen through the eyes of management.These
non-GAAP measures are not in accordance with or an alternative for GAAP
financial data, the non-GAAP measures should be reviewed together with the
GAAP measuresand are not intended to serve as a substitute for results under
GAAP, and may be different from non-GAAP measures used by other companies.

  oNon-GAAP gross margin. The use of this non-GAAP financial measure allows
    management to evaluate the gross margin of SunPower's core businesses and
    trends across different reporting periods on a consistent basis,
    independent of charges including gain on contract termination, stock-based
    compensation, non-cash interest expense and other items as described
    below. In addition, the presentation of non-GAAP gross margin includes the
    revenue recognition of utility and power plant projects on a non-GAAP
    basis. This non-GAAP financial measure is an important component of
    management's internal performance measurement process as it is used to
    assess the current and historical financial results of the business, for
    strategic decision making, preparing budgets and forecasting future
    results. Management presents this non-GAAP financial measure to enable
    investors and analysts to evaluate SunPower's revenue generation
    performance relative to the direct costs of revenue of its core
    businesses.
  oNon-GAAP operating income (loss). The use of this non-GAAP financial
    measure allows management to evaluate the operating results of SunPower's
    core businesses and trends across different reporting periods on a
    consistent basis, independent of charges including gain on contract
    termination, stock-based compensation, non-cash interest expense,
    restructuring charges, and other items as described below. In addition,
    the presentation of non-GAAP operating income (loss) includes the revenue
    recognition of utility and power plant projects on a non-GAAP basis.
    Non-GAAP operating income (loss) is an important component of management's
    internal performance measurement process as it is used to assess the
    current and historical financial results of the business, for strategic
    decision making, preparing budgets and forecasting future results.
    Management presents this non-GAAP financial measure to enable investors
    and analysts to understand the results of operations of SunPower's core
    businesses and to compare results of operations on a more consistent basis
    against that of other companies in the industry.
  oNon-GAAP net income (loss) per share. Management presents this non-GAAP
    financial measure to enable investors and analysts to assess SunPower's
    operating results and trends across different reporting periods on a
    consistent basis, independent of items including gain on contract
    termination, stock-based compensation, non-cash interest expense,
    restructuring charges, other items as described below, and the tax effects
    of these non-GAAP adjustments. In addition, the presentation of non-GAAP
    net income (loss) includes the revenue recognition of utility and power
    plant projects on a non-GAAP basis. Management presents this non-GAAP
    financial measure to enable investors and analysts to compare SunPower's
    operating results on a more consistent basis against that of other
    companies in the industry.
  oEBITDA. Management presents this non-GAAP financial measure to enable
    investors and analysts to assess SunPower's operating results and trends
    across different reporting periods on a consistent basis, independent of
    items including gain on contract termination, stock-based compensation,
    non-cash interest expense, restructuring charges, cash interest expense,
    net of interest income, provision for income taxes, depreciation, and
    other items as described below. In addition, the presentation of EBITDA
    includes the revenue recognition of utility and power plant projects on a
    non-GAAP basis. Management presents this non-GAAP financial measure to
    enable investors and analysts to compare SunPower's operating results on a
    more consistent basis against that of other companies in the industry.
  oFree cash flow. Management presents this non-GAAP financial measure to
    enable investors and analysts to assess SunPower's operating results and
    trends across different reporting periods on a consistent basis, inclusive
    of lease financing as described below. Management presents this non-GAAP
    financial measure to enable investors and analysts to compare SunPower's
    operating results on a more consistent basis against that of other
    companies in the industry.

Included items

  oUtility and power plant projects. The company includes adjustments to
    non-GAAP revenue and non-GAAP cost of revenue related to the utility and
    power plant projects based on the separately identifiable components of
    the transactions in order to reflect the substance of the transactions.
    Such treatment is consistent with accounting rules under International
    Financial Reporting Standards (IFRS). On a GAAP basis, such revenue and
    costs of revenue are accounted for under U.S. GAAP real estate accounting
    guidance. Management calculates separate revenue and cost of revenue
    amounts each fiscal period in accordance with the two treatments above and
    the aggregate difference for the company's affected projects is included
    in the relevant reconciliation tables below. Over the life of each
    project, cumulative revenue and gross margin will be equivalent between
    the two treatments; however, revenue and gross margin will generally be
    recognized earlier under the company's non-GAAP treatment than under the
    company's GAAP treatment. Among other factors, this is due to the
    attribution of non-GAAP revenue and margin to the company's project
    development efforts at the time of initial project sale as required under
    IFRS accounting rules whereas no separate attribution to this element
    occurs under U.S. GAAP real estate accounting guidance. Within each
    project, the relationship between the adjustments to revenue and gross
    margins are generally consistent. However, as the company may have
    multiple utility and power plant projects in progress at any given time,
    the relationship in the aggregate will occasionally appear otherwise.
    Management presents this non-GAAP financial measure to enable investors
    and analysts to evaluate SunPower's revenue generation performance
    relative to the direct costs of revenue of its core businesses.
  oFree cash flow adjustments. Specifically to calculate free cash flow, the
    company includes the impact during the period of the following items:

       oNet cash provided by (used in) investing activities
       oProceeds from residential lease financing
       oProceeds from sale-leaseback financing
       oContributions from noncontrolling interests
       oRepayment of sale-leaseback financing

Excluded Items

  oGain on contract termination. During the third quarter of fiscal 2013,
    SunPower agreed to terminate a contract with one of the company's
    suppliers. As a result, SunPower recorded a gain associated with the
    non-cashforfeitureof a previously recorded advance from the supplier. As
    this gain is non-recurring in nature, excluding this data provides
    investors with a basis to compare the company's performance against the
    performance of other companies without similar impacts.
  oStock-based compensation. Stock-based compensation relates primarily to
    SunPower stock awards such as restricted stock. Stock-based compensation
    is a non-cash expense that varies in amount from period to period and is
    dependent on market forces that are difficult to predict. As a result of
    this unpredictability, management excludes this item from its internal
    operating forecasts and models. Management believes that non-GAAP measures
    adjusted for stock-based compensation provide investors with a basis to
    measure the company's core performance against the performance of other
    companies without the variability created by stock-based compensation.
  oNon-cash interest expense. SunPower separately accounted for the fair
    value liabilities of the embedded cash conversion option and the
    over-allotment option on its 4.5% senior cash convertible debentures
    issued in 2010 as an original issue discount and a corresponding
    derivative conversion liability. As a result, SunPower incurs interest
    expense that is substantially higher than interest payable on its 4.5%
    senior cash convertible debentures. SunPower excludes non-cash interest
    expense because the expense is not reflective of its ongoing financial
    results in the period incurred. In addition, in connection with the
    Liquidity Support Agreement with Total executed on February 28, 2012, the
    company issued warrants to Total to acquire 9,531,677 shares of its common
    stock. The fair value of the warrants is recorded as debt issuance costs
    and amortized over the expected life of the agreement. As a result,
    SunPower incurs non-cash interest expense associated with the amortization
    of the warrants. Excluding this data provides investors with a basis to
    compare the company's performance against the performance of other
    companies without non-cash interest expense.
  oRestructuring charges. In October 2012, the company's Board of Directors
    approved a reorganization to accelerate operating cost reduction and
    improve overall operating efficiency (the October 2012 Restructuring
    Plan). Restructuring charges are excluded from non-GAAP financial measures
    because they are not considered core operating activities and such costs
    have historically occurred infrequently. Although SunPower has engaged in
    restructuring activities in the past, each has been a discrete event based
    on a unique set of business objectives. As such, management believes that
    it is appropriate to exclude restructuring charges from SunPower's
    non-GAAP financial measures as they are not reflective of ongoing
    operating results or contribute to a meaningful evaluation of a company's
    past operating performance.
  oOther. Beginning with the first quarter of fiscal 2013 the company has
    combined amounts previously disclosed under separate captions. These
    amounts were previously disclosed under one of the following captions:

       oGoodwill and other intangible asset impairment
       oAmortization of intangible assets
       oRestructuring charges (related to actions prior to the October 2012
         Restructuring Plan)
       oCharges on manufacturing step reduction plan
       oNon-recurring idle equipment impairment
       oClass action settlement
       oAcquisition and integration costs
       oChange in European government incentives
       oGain (loss) on mark-to-market derivative instruments
       oGain on share lending arrangement
       oGain on sale of equity interest in unconsolidated investee

The adjustments recorded in "Other" for the third quarter of fiscal 2013 are
primarily driven by adjustments which would have previously been disclosed
under "Restructuring charges."

  oTax effect. This amount is used to present each of the amounts described
    above on an after-tax basis with the presentation of non-GAAP net income
    (loss) per share. The company's non-GAAP tax amount is based on estimated
    cash tax expense and reserves. This approach is designed to enhance the
    ability of investors to understand the company's tax expense on its
    current operations, provide improved modeling accuracy, and substantially
    reduce fluctuations caused by GAAP to non-GAAP adjustments which may not
    reflect actual cash tax expense. The company forecasts its annual cash tax
    liability and allocates the tax to each quarter in proportion to earnings
    for that period.
  oEBITDA adjustments. Specifically to calculate EBITDA, in addition to
    adjustments previously described above, the company excludes the impact
    during the period of the following items:

       oCash interest expense, net of interest income
       oProvision for income taxes
       oDepreciation

For more information on these non-GAAP financial measures, please see the
tables captioned "Reconciliations of GAAP Measures to Non-GAAP Measures" set
forth at the end of this release and which should be read together with the
preceding financial statements prepared in accordance with GAAP.



SUNPOWER CORPORATION
RECONCILIATIONS OF GAAP MEASURES TO NON-GAAP MEASURES
(Unaudited)
(In thousands, except per share data)
STATEMENT OF
OPERATIONS DATA: THREE MONTHS ENDED
                                                                     NINE MONTHS ENDED
                 Sep. 29,        Jun. 30,          Sep. 30,          Sep. 29,          Sep. 30
                 2013            2013              2012              2013              2012
GAAP AMERICAS    $            $              $              $                $ 
revenue          442,091         367,609           502,373           1,293,822        1,176,148
Utility and
power plant      (37,669)        74,200            (42,268)          (24,270)          98,759
projects
Non-GAAP         $            $              $              $                $ 
AMERICAS revenue 404,422         441,809           460,105           1,269,552        1,274,907
GAAP EMEA        $            $              $             $              $   
revenue          120,712         107,010           88,547            296,374           400,074
Other            -               -                 -                 -                 (193)
Non-GAAP EMEA    $            $              $             $              $   
revenue          120,712         107,010           88,547            296,374           399,881
GAAP APAC        $            $              $             $              $   
revenue           94,317        101,897           58,028            278,873           162,754
Other            -               (672)             -                 (672)             -
Non-GAAP APAC    $            $              $             $              $   
revenue           94,317        101,225           58,028            278,201           162,754
GAAP total       $            $              $              $                $ 
revenue          657,120         576,516           648,948           1,869,069        1,738,976
Utility and
power plant      (37,669)        74,200            (42,268)          (24,270)          98,759
projects
Other            -               (672)             -                 (672)             (193)
Non-GAAP total   $            $              $              $                $ 
revenue          619,451         650,044           606,680           1,844,127        1,837,542
GAAP AMERICAS    $     30.8%  $      22.2%  $     18.5%   $       22.1%  $       16.8%
gross margin     136,067         81,670            92,941            285,778           198,086
Utility and
power plant      (26,323)        16,142            (5,815)           57,957            24,869
projects
Gain on contract (25,604)        -                 -                 (25,604)          -
termination
Stock-based
compensation     1,295           1,136             1,589             3,209             4,743
expense
Non-cash         291             291               308               802               731
interest expense
Other            42              42                4,015             443               10,608
Non-GAAP         $            $             $             $              $   
AMERICAS gross    85,768 21.2%  99,281     22.5%  93,038    20.2%   322,585    25.4%  239,037    18.7%
margin
GAAP EMEA gross  $            $             $              $             $   
margin                   16.7%   9,614    9.0%   (23,075)  -26.1%   6,879    2.3%   (22,848)  -5.7%
                 20,107
Gain on contract (9,395)         -                 -                 (9,395)           -
termination
Stock-based
compensation     803             618               795               1,862             3,158
expense
Non-cash         107             132               112               368               425
interest expense
Other            -               -                 2,200             186               8,614
Non-GAAP EMEA    $     9.6%   $      9.7%   $      -22.6%  $      0.0%   $       -2.7%
gross margin      11,622        10,364            (19,968)           (100)         (10,651)
GAAP APAC gross  $     39.3%  $      16.3%  $     18.8%   $      24.3%  $      14.9%
margin            37,056        16,577            10,907            67,747            24,283
Gain on contract (16,988)        -                 -                 (16,988)          -
termination
Stock-based
compensation     827             763               368               2,081             1,125
expense
Non-cash         193             170               81                542               190
interest expense
Other            -               (672)             1,038             (414)             3,050
Non-GAAP APAC    $     22.4%  $      16.6%  $     21.4%   $      19.0%  $      17.6%
gross margin      21,088        16,838            12,394            52,968            28,648
GAAP total gross $     29.4%  $       18.7%  $     12.4%   $       19.3%  $       11.5%
margin           193,230         107,861           80,773            360,404           199,521
Utility and
power plant      (26,323)        16,142            (5,815)           57,957            24,869
projects
Gain on contract (51,987)        -                 -                 (51,987)          -
termination
Stock-based
compensation     2,925           2,517             2,752             7,152             9,026
expense
Non-cash         591             593               501               1,712             1,346
interest expense
Other            42              (630)             7,253             215               22,272
Non-GAAP total   $     19.1%  $       19.5%  $     14.1%   $       20.4%  $       14.0%
gross margin     118,478         126,483           85,464            375,453           257,034
GAAP operating   $            $             $              $              $   
expenses          79,246        75,998            154,795           238,169           374,944
Stock-based
compensation     (9,157)         (7,988)           (6,519)           (23,951)          (24,153)
expense
Non-cash         (42)            (42)              (25)              (124)             (76)
interest expense
October 2012
Restructuring    (56)            255               -                 777               -
Plan
Other            (734)           (1,683)           (73,449)          (4,012)           (130,334)
Non-GAAP         $            $             $             $              $   
operating         69,257        66,540            74,802            210,859           220,381
expenses
GAAP operating   $            $             $              $              $  
income (loss)    113,984         31,863            (74,022)         122,235           (175,423)
Utility and
power plant      (26,323)        16,142            (5,815)           57,957            24,869
projects
Gain on contract (51,987)        -                 -                 (51,987)          -
termination
Stock-based
compensation     12,082          10,505            9,271             31,103            33,179
expense
Non-cash         633             635               526               1,836             1,422
interest expense
October 2012
Restructuring    56              (255)             -                 (777)             -
Plan
Other            776             1,053             80,702            4,227             152,606
Non-GAAP         $            $             $             $              $    
operating income  49,221        59,943            10,662            164,594           36,653
NET INCOME (LOSS) PER SHARE
ATTRIBUTABLE TO STOCKHOLDERS:
                 THREE MONTHS ENDED                                  NINE MONTHS ENDED
                 Sep. 29,        Jun. 30,          Sep. 30,          Sep. 29,          Sep. 30,
                 2013            2013              2012              2013              2012
Basic:
GAAP net income  $   
(loss) per share              $             $             $             $    
attributable to  0.89              0.16           (0.41)           0.61           (1.78)
stockholders
Utility and
power plant      (0.22)          0.13              (0.05)            0.47              0.22
projects
Gain on contract (0.43)          -                 -                 (0.43)            -
termination
Stock-based
compensation     0.10            0.09              0.08              0.26              0.29
expense
Non-cash         0.10            0.10              0.12              0.30              0.25
interest expense
October 2012
Restructuring    -               -                 -                 (0.01)            -
Plan
Other            0.01            0.01              0.25              0.04              0.89
Tax effect       0.03            0.03              0.04              (0.01)            0.13
Non-GAAP net
income (loss)    $            $             $             $             $    
per share                       0.52            0.03            1.23              -
attributable to  0.48
stockholders
Diluted:
GAAP net income  $   
(loss) per share              $             $             $             $    
attributable to  0.73              0.15           (0.41)           0.55           (1.78)
stockholders
Utility and
power plant      (0.18)          0.12              (0.05)            0.46              0.22
projects
Gain on contract (0.38)          -                 -                 (0.40)            -
termination
Stock-based
compensation     0.11            0.08              0.08              0.24              0.29
expense
Non-cash         0.11            0.09              0.12              0.28              0.25
interest expense
October 2012
Restructuring    -               -                 -                 (0.01)            -
Plan
Other            0.03            0.01              0.25              0.03              0.89
Tax effect       0.02            0.03              0.04              -                 0.13
Non-GAAP net
income (loss)    $            $             $             $             $    
per share                       0.48            0.03            1.15              -
attributable to  0.44
stockholders
Weighted-average
shares:
GAAP net income
(loss) per share
attributable to
stockholders:
- Basic          121,314         120,943           118,952           120,604           116,408
- Diluted        153,876         133,973           118,952           134,859           116,408
Non-GAAP net
income (loss)
per share
attributable to
stockholders:
- Basic          121,314         120,943           118,952           120,604           116,408
- Diluted*       133,138         129,697           119,176           129,441           116,408


*Non-GAAP diluted weighted-average shares exclude the potential impact of the company's convertible
bonds under the if-converted method when the relevant conversion option is not in the money for the
relevant period. For the three months ended September 29, 2013, 12.0 million and 8.7 million
weighted-average shares relating to the company's 0.75% convertible bonds due 2018 and the company's
4.75% convertible bonds due 2014, respectively, were excluded. For the three months ended June 30,
2013, 4.3 million and 8.7 million weighted-average shares relating to the company's 0.75% convertible
bonds due 2018 and the company's 4.75% convertible bonds due 2014, respectively, were excluded. For the
nine months ended September 29, 2013, 5.4 million and 8.7 million weighted-average shares relating to
the company's 0.75% convertible bonds due 2018 and the company's 4.75% convertible bonds due 2014,
respectively, were excluded.
EBITDA:
                 THREE MONTHS ENDED                                  NINE MONTHS ENDED
                 Sep. 29,        Jun. 30,          Sep. 30,          Sep. 29,          Sep. 30,
                 2013            2013              2012              2013              2012
GAAP net income
(loss)           $            $             $              $             $  
attributable to  108,386         19,565            (48,538)         73,255            (207,249)
stockholders
Utility and
power plant      (26,323)        16,142            (5,815)           57,957            24,869
projects
Gain on contract (51,987)        -                 -                 (51,987)          -
termination
Stock-based
compensation     12,082          10,505            9,271             31,103            33,179
expense
Non-cash         12,311          12,181            13,990            36,382            29,336
interest expense
October 2012
Restructuring    56              (255)             -                 (777)             -
Plan
Other            779             1,080             30,057            4,257             104,710
Cash interest
expense, net of  16,292          12,998            12,276            44,747            35,259
interest income
Provision for    (4,575)         4,506             593               2,920             12,542
income taxes
Depreciation     24,722          24,551            24,385            72,893            82,747
EBITDA           $            $              $             $              $   
                  91,743        101,273           36,219            270,750           115,393
FREE CASH FLOW:
                 THREE MONTHS ENDED                                  NINE MONTHS ENDED
                 Sep. 29,        Jun. 30,          Sep. 30,          Sep. 29,          Sep. 30,
                 2013            2013              2012              2013              2012
Net cash
provided by      $            $              $             $              $  
(used in)         28,869        (66,179)         17,521            129,553           (112,301)
operating
activities
Net cash
provided by
(used in)        74,570          (132,530)         (64,354)          (93,882)          (118,961)
investing
activities
Proceeds from
residential      26,817          17,458            18,562            83,365            26,809
lease financing
Proceeds from
sale-leaseback   -               6,907             -                 40,757            -
financing
Contributions
from             29,535          31,551            -                 73,401            -
noncontrolling
interests
Repayment of
sale-leaseback   -               (5,124)           -                 (5,124)           -
financing
Free cash flow   $            $               $              $              $  
                 159,791         (147,917)        (28,271)         228,070           (204,453)



Q4 2013 GUIDANCE (in thousands except  Q4 2013           FY 2013
per share data)
Revenue (GAAP)                         $575,000-$625,000 $2,450,000-$2,500,000
Revenue (non-GAAP) (a)                 $675,000-$725,000 $2,520,000-$2,570,000
Gross margin (GAAP)                    17%-19%           18%-19%
Gross margin (non-GAAP) (b)            17%-19%           19%-20%
Net income (loss) per diluted share    ($0.10)-$0.10     $0.45-$0.65
(GAAP)
Net income per diluted share           $0.15-$0.35       $1.30-$1.50
(non-GAAP) (c)



        Estimated non-GAAP amounts above include a net increase of
(a)   approximately $100 million for Q4 2013 and $70 million for fiscal 2013
        of revenue primarily related to utility and power plant projects.
        Estimated non-GAAP amounts above for Q4 2013 include net, pre-tax
        adjustments that increase gross margin by approximately $10 million
        related to the non-GAAP revenue adjustments that are discussed above,
        $4 million related to stock-based compensation expense, and $1 million
        related to non-cash interest expense. Estimated non-GAAP amounts above
(b)     for fiscal 2013 include net, pre-tax adjustments that increase
        (decrease) gross margin by approximately $68 million related to the
        non-GAAP revenue adjustments that are discussed above, $11 million
        related to stock-based compensation expense, $3 million related to
        non-cash interest expense, and $(52) million related to gain on
        contract termination.
        Estimated non-GAAP amounts above for Q4 2013 include estimated net,
        pre-tax adjustments that increase net income (loss) by approximately
        $10 million related to the non-GAAP revenue adjustments that are
        discussed above, $13 million related to stock-based compensation
        expense, $13 million related to non-cash interest expense, $2 million
        related to restructuring charges, and $3 million of other items.
(c) Estimated non-GAAP amounts above for fiscal 2013 include estimated
        net, pre-tax adjustments that increase (decrease) net income by
        approximately $68 million related to the non-GAAP revenue adjustments
        that are discussed above, $44 million related to stock-based
        compensation expense, $49 million related to non-cash interest
        expense, $(52) million related to gain on contract termination, $1
        million related to restructuring expenses, $7 million related to other
        items, and $(2) million related to tax effects.

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

              SUPPLEMENTAL DATA
              (In thousands)
              THREE MONTHS ENDED
              September 29, 2013
              Revenue             Cost of revenue            Operating expenses                                   Benefit
                                                                                                             Other     from
                                                                 Research    Selling,                      income     (provision
              AMERICAS  EMEA  APAC  AMERICAS  EMEA     APAC      and          general         Restructuring (expense), for)
                                                                 development and             charges       net       income
                                                                              administrative                           taxes
Utility and   $       $   $   $      $     $     $       $        $        $      $    
power plant   (37,669)       11,346            -      -          -         -              -      -
projects                  -   -           -
Gain on
contract      -         -     -     (25,604)  (9,395)  (16,988)  -            -               -              -          -
termination
Stock-based
compensation  -         -     -     1,295     803      827       1,390        7,767           -              -          -
expense
Non-cash
interest      -         -     -     291       107      193       19           23              -              11,678     -
expense
October 2012
Restructuring -         -     -     -         -        -         -            -               56             -          -
Plan
Other         -         -     -     42        -        -         -            (324)           1,058          3          -
Tax effect    -         -     -     -         -        -         -            -               -              -          3,477
              $       $   $   $       $     $       $       $        $         $      $    
              (37,669)       (12,630) (8,485) (15,968) 1,409         7,466        1,114         11,681     3,477
                          -   -
              June 30, 2013
              Revenue             Cost of revenue            Operating expenses                                   Benefit
                                                                                                             Other     from
                                                                 Research    Selling,                      income     (provision
              AMERICAS  EMEA  APAC  AMERICAS  EMEA     APAC      and          general         Restructuring (expense), for)
                                                                 development and             charges       net       income
                                                                              administrative                           taxes
Utility and   $      $   $   $       $     $     $       $        $        $      $    
power plant   74,200         (58,058)         -      -          -         -              -      -
projects                  -   -           -
Stock-based
compensation  -         -     -     1,136     618      763       1,225        6,763           -              -          -
expense
Non-cash
interest      -         -     -     291       132      170       19           23              -              11,546     -
expense
October 2012
Restructuring -         -     -     -         -        -         -            -               (255)          -          -
Plan
Other         -         -     (672) 42        -        -         -            500             1,183          27         -
Tax effect    -         -     -     -         -        -         -            -               -              -          3,594
              $      $   $   $       $     $     $       $        $        $      $    
              74,200         (56,589)   750  933    1,244         7,286         928          11,573     3,594
                          - (672)
              September 30, 2012
              Revenue             Cost of revenue            Operating expenses                                   Benefit
                                                                                                             Other     from
                                                                 Research    Selling,                      income     (provision
              AMERICAS  EMEA  APAC  AMERICAS  EMEA     APAC      and          general         Restructuring (expense), for)
                                                                 development and             charges       net       income
                                                                              administrative                           taxes
Utility and   $       $   $   $      $     $     $       $        $        $      $    
power plant   (42,268)       36,453            -      -          -         -              -      -
projects                  -   -           -
Stock-based
compensation  -         -     -     1,589     795      368       1,045        5,474           -              -          -
expense
Non-cash
interest      -         -     -     308       112      81        3            22              -              13,464     -
expense
Other         -         -     -     4,015     2,200    1,038     -            62,905          10,544         (50,645)   -
Tax effect    -         -     -     -         -        -         -            -               -              -          4,532
              $       $   $   $      $     $     $       $        $          $       $    
              (42,268)       42,365     3,107  1,487     1,048        68,401         10,544        (37,181)   4,532
                          -   -
              NINE MONTHS ENDED
              September 29, 2013
              Revenue             Cost of revenue            Operating expenses                                   Benefit
                                                                                                             Other     from
                                                                 Research    Selling,                      income     (provision
              AMERICAS  EMEA  APAC  AMERICAS  EMEA     APAC      and          general         Restructuring (expense), for)
                                                                 development and             charges       net       income
                                                                              administrative                           taxes
Utility and   $       $   $   $      $     $     $       $        $        $      $    
power plant   (24,270)       82,227            -      -          -         -              -      -
projects                  -   -           -
Gain on
contract      -         -     -     (25,604)  (9,395)  (16,988)  -            -               -              -          -
termination
Stock-based
compensation  -         -     -     3,209     1,862    2,081     3,737        20,214          -              -          -
expense
Non-cash
interest      -         -     -     802       368      542       55           69              -              34,546     -
expense
October 2012
Restructuring -         -     -     -         -        -         -            -               (777)          -          -
Plan
Other         -         -     (672) 443       186      258       -            1,530           2,482          30         -
Tax effect    -         -     -     -         -        -         -            -               -              -          (1,377)
              $       $   $   $      $     $       $       $        $         $      $    
              (24,270)       61,077    (6,979) (14,107) 3,792        21,813         1,705         34,576    (1,377)
                          - (672)
              September 30, 2012
              Revenue             Cost of revenue            Operating expenses                                   Benefit
                                                                                                             Other     from
                                                                 Research    Selling,                      income     (provision
              AMERICAS  EMEA  APAC  AMERICAS  EMEA     APAC      and          general         Restructuring (expense), for)
                                                                 development and             charges       net       income
                                                                              administrative                           taxes
Utility and   $      $   $   $       $     $     $       $        $        $      $    
power plant   98,759         (73,890)         -      -          -         -              -      -
projects                  -   -           -
Stock-based
compensation  -         -     -     4,743     3,158    1,125     3,920        20,233          -              -          -
expense
Non-cash
interest      -         -     -     731       425      190       9            67              -              27,914     -
expense
October 2012
Restructuring -         -     -     -         -        -         -            -               -              -          -
Plan
Other         -         (193) -     10,608    8,807    3,050     -            69,145          61,189         (47,896)   -
Tax effect    -         -     -     -         -        -         -            -               -              -          14,955
              $      $   $   $       $     $     $       $        $          $       $    
              98,759         (57,808) 12,390   4,365     3,929        89,445         61,189        (19,982)  14,955
                        (193)   -



SOURCE SunPower Corp.

Website: http://www.sunpowercorp.com
Contact: SunPower Contacts: Investors, Bob Okunski, 408-240-5447,
Bob.Okunski@sunpowercorp.com, or Media, Helen Kendrick, 408-240-5585,
Helen.Kendrick@sunpowercorp.com