☐ |
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
☒ |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
☐ |
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
Title of each class
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Name of each exchange on which registered
|
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Ordinary Shares, nominal value $0.10 per share
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NASDAQ Global Select Market
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Large accelerated filer ☒
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Accelerated filer ☐
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Non-accelerated filer ☐
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Emerging growth company ☐
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U.S. GAAP ☐
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International Financial Reporting Standards as issued by the International Accounting Standards Board ☒
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Other ☐
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Page
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6 | ||
10 |
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12
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ITEM 1.
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12
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ITEM 2.
|
12
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ITEM 3.
|
12
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A.
|
12
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B.
|
19
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C.
|
19
|
|
D.
|
20
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ITEM 4.
|
55
|
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A.
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55
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B.
|
58
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C.
|
124
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D.
|
126
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ITEM 4A.
|
126
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ITEM 5.
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126
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A.
|
126
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B. |
Liquidity and Capital Resources |
151 |
C. |
Research and Development |
164 |
D. |
Trend Information |
164 |
E. |
Off-Balance Sheet Arrangements |
165 |
F. |
Tabular Disclosure of Contractual Obligations |
165 |
G. |
Safe Harbor |
165 |
ITEM 6.
|
166
|
|
A.
|
166
|
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B.
|
169
|
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C.
|
176
|
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D.
|
178
|
|
E.
|
179
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ITEM 7.
|
179
|
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A.
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179
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B.
|
180
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C.
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185
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ITEM 8.
|
185
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A.
|
185
|
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B.
|
189
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ITEM 9.
|
189
|
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A.
|
189
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B.
|
189
|
|
C.
|
189
|
|
D.
|
189
|
|
E.
|
189
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|
F.
|
189
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ITEM 10.
|
189
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A.
|
189
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B.
|
189
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C.
|
189
|
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D.
|
189
|
|
E.
|
190
|
|
F.
|
194
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G.
|
194
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H.
|
194
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I.
|
194
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ITEM 11.
|
194
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ITEM 12.
|
197
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A.
|
197
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B.
|
197
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C.
|
197
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D.
|
197
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ITEM 13.
|
197
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ITEM 14.
|
197
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ITEM 15.
|
197
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ITEM 16.
|
198
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ITEM 16A.
|
198
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ITEM 16B.
|
198
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ITEM 16C.
|
198
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ITEM 16D.
|
200 | |
ITEM 16E.
|
200
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ITEM 16F.
|
201 |
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ITEM 16G.
|
201 |
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ITEM 16H.
|
201
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ITEM 17.
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202
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ITEM 18.
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202
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ITEM 19.
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202
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· |
the condition of the debt and equity capital markets and our ability to borrow additional funds and access capital markets, as well as our substantial indebtedness
and the possibility that we may incur additional indebtedness going forward;
|
· |
the ability of our counterparties to satisfy their financial commitments or business obligations and our ability to seek new counterparties in a competitive market;
|
· |
government regulation, including compliance with regulatory and permit requirements and changes in tax laws, market rules, rates, tariffs, environmental laws and
policies affecting renewable energy;
|
· |
risks relating to our activities in areas subject to economic, social and political uncertainties;
|
· |
our ability to finance and consummate new acquisitions on favorable terms;
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· |
risks relating to new assets and businesses which have a higher risk profile and our ability to transition these successfully;
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· |
potential environmental liabilities and the cost and conditions of compliance with applicable environmental laws and regulations;
|
· |
risks related to our reliance on third-party contractors or suppliers;
|
· |
risks related to our exposure in the labor market;
|
· |
potential issues arising with our operators’ employees including disagreement with employees’ unions and subcontractors;
|
· |
risks related to extreme weather events related to climate change could damage our assets or result in significant liabilities and cause an increase in our
operation and maintenance costs;
|
· |
the effects of litigation and other legal proceedings (including bankruptcy) against us and our subsidiaries;
|
· |
price fluctuations, revocation and termination provisions in our offtake agreements and power purchase agreements;
|
· |
our electricity generation, our projections thereof and factors affecting production, including weather conditions, energy regulation, availability and curtailment;
|
· |
risks related to our relationship with our shareholders including bankruptcy;
|
· |
reputational and financial damage caused by our off-taker PG&E and potential default under our project finance agreement due to a breach of our underlying PPA
agreement with PG&E; and
|
· |
other factors discussed under “Risk Factors”.
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·
|
references to “2016-2018 LTIP” refer to the long-term incentive plan which was in place between 2016 and 2018, to be paid in March 2019.
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· |
references to “2019 Notes” refer to the 7.000% Senior Notes due 2019 in an aggregate principal amount of $255 million issued on November 17, 2014, as further
described in “Item 5.B—Liquidity and Capital Resources—Financing Arrangements—2019 Notes”;
|
· |
references to “AAGES” refer to the joint venture between Algonquin and Abengoa to invest in the development and construction of clean energy and water
infrastructure contracted assets;
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· |
references to “AAGES ROFO Agreement” refer to the agreement we entered into with AAGES on March 5, 2018, which became effective upon completion of the Share Sale,
that provides us a right of first offer to purchase any of the AAGES ROFO Assets, as amended and restated from time to time;
|
· |
references to “AAGES ROFO Assets” refer to any of AAGES’ contracted assets or proposed contracted assets that we expect to evaluate for future acquisition, with
certain exceptions, for which AAGES has provided us a right of first offer to purchase if offered for sale by AAGES;
|
· |
references to “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, unless the context otherwise requires;
|
· |
references to “Abengoa ROFO Agreement” refer to the agreement we entered into with Abengoa on June 13, 2014, as amended and restated on December 9, 2014, that
provides us a right of first offer to purchase any of the present or future contracted assets in renewable energy, efficient natural gas, electric transmission and water of Abengoa that are in operation, and any other renewable
energy, efficient natural gas, electric transmission and water asset that is expected to generate contracted revenue and that Abengoa has transferred to an investment vehicle that are located in the United States, Canada,
Mexico, Chile, Peru, Uruguay, Brazil, Colombia and the European Union, and four additional assets in other selected regions, including a pipeline of specified assets that we expect to evaluate for future acquisition, for which
Abengoa will provide us a right of first offer to purchase if offered for sale by Abengoa or an investment vehicle to which Abengoa has transferred them;
|
· |
references to “ACBH” refer to Abengoa Concessões Brasil Holding, a subsidiary holding company of Abengoa that was engaged in the development, construction,
investment and management of concessions in Brazil, comprised mostly of transmission lines and which is currently undergoing a restructuring process in Brazil;
|
· |
references to “ACS” refer to ACS Group;
|
· |
references to “ACT” refer to the gas-fired cogeneration facility located inside the Nuevo Pemex Gas Processing Facility near the city of Villahermosa in the State
of Tabasco, Mexico;
|
· |
references to “Algonquin” refer to, as the context requires, either Algonquin Power & Utilities Corp., a North American diversified generation, transmission and
distribution utility, or Algonquin Power & Utilities Corp. together with its subsidiaries;
|
· |
references to “Algonquin ROFO Agreement” refer to the agreement we entered into with Algonquin on March 5, 2018, which became effective upon completion of the Share
Sale, under which Algonquin granted us a right of first offer to purchase any of the assets offered for sale located outside of the United States or Canada as amended from time to time. See “Item 7.B—Related Party
Transactions—Algonquin drop down agreement and Right of First Offer on assets outside the United States or Canada”;
|
· |
references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2018 and 2017 and for the
years ended December 31, 2018, 2017 and 2016, including the related notes thereto, prepared in accordance with IFRS as issued by the IASB (as such terms are defined herein), included in this annual report;
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· |
references to “Asset Transfer” refer to the transfer of assets contributed by Abengoa prior to the consummation of our initial public offering through a series of
transactions;
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· |
references to “Atlantica” refer to Atlantica Yield plc and, where the context requires, Atlantica Yield plc together with its consolidated subsidiaries;
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· |
references to “ATN” refer to ATN S.A., the operational electronic transmission asset in Peru, which is part of the Guaranteed Transmission System;
|
· |
references to “ATS” refer to Abengoa Transmision Sur S.A.;
|
· |
references to “cash available for distribution” refer to the cash distributions received by the Company from its subsidiaries minus cash expenses of the Company,
including debt service and general and administrative expenses;
|
· |
references to “CNMC” refer to Comision Nacional de los Mercados y de la Competencia, the Spanish state-owned regulator;
|
· |
references to “COD” refer to the commercial operation date of the applicable facility;
|
· |
references to “DOE” refer to the U.S. Department of Energy;
|
· |
references to “DTC” refer to The Depository Trust Company;
|
· |
references to “EMEA” refer to Europe, Middle East and Africa;
|
· |
references to “EPACT” refer to the Energy Policy Act of 2005;
|
· |
references to “EPC” refer to engineering, procurement and construction;
|
· |
references to “Exchange Act” refer to the U.S. Securities Exchange Act of 1934, as amended, or any successor statute, and the rules and regulations promulgated by
the SEC thereunder;
|
· |
references to “Federal Financing Bank” refer to a U.S. government corporation by that name;
|
· |
references to “Financial Support Agreement” refer to the Financial Support Agreement we entered into with Abengoa on June 13, 2014, as amended and restated on
September 28, 2017, pursuant to which Abengoa agreed to maintain certain guarantees or letters of credit for a period of five years following our IPO;
|
· |
references to the “First Dropdown Assets” refer to (i) a solar power complex in Spain, Solacor 1/2, with a capacity of 100 MW; (ii) a solar power complex in Spain,
PS10/20, with a capacity of 31 MW; and (iii) one on-shore wind farm in Uruguay, Cadonal, with a capacity of 50 MW, each as further described in “Item 4.B—Business Overview—Our Operations—Renewable Energy”;
|
· |
references to “Flip Date” refer to such date that Liberty reaches a certain rate of return;
|
· |
references to “FPA” refer to the U.S. Federal Power Act;
|
· |
references to “Further Adjusted EBITDA” have the meaning set forth in “Presentation of Financial Information—Non-GAAP Financial Measures” in the section below;
|
· |
references to “gross capacity” refers to the maximum, or rated, power generation capacity, in MW, of a facility or group of facilities, without adjusting for the
facility’s power parasitics’ consumption, or by our percentage of ownership interest in such facility as of the date of this annual report;
|
· |
references to “GWh” refer to gigawatt hour;
|
· |
references to “IFRIC 12” refer to International Financial Reporting Interpretations Committee’s Interpretation 12—Service Concessions Arrangements;
|
· |
references to “IFRS as issued by the IASB” refer to International Financial Reporting Standards as issued by the International Accounting Standards Board;
|
· |
references to “Indenture” refer to the indenture governing the Notes;
|
· |
references to “Initial Funding Commitment” refer to the provision of equity funding as required by Atlantica Yield, by AAGES and Algonquin, for the acquisition of
assets and/or interests by Atlantica Yield or its subsidiaries during 2018 and 2019, but no more than $100 million, subject to the approval of the board of directors of Algonquin;
|
· |
reference to “IPO” refer to our initial public offering of ordinary shares in June 2014;
|
· |
references to “ITC” refer to investment tax credits;
|
· |
references to “LTIP” refer to the long-term incentive plan approved by the Board of Directors for 2019.
|
· |
references to “MACRS” referrer to the Modified Accelerated Cost Recovery System;
|
· |
references to “MW” refer to megawatts;
|
· |
references to “MWh” refer to megawatt hour;
|
· |
references to “NEPA” refer to the National Environment Policy Act;
|
· |
references to “NOL” refer to net operating loss;
|
· |
references to “Note Issuance Facility” refer to the senior secured note facility dated February 10, 2017, of €275 million (approximately $330 million), with U.S.
Bank as facility agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder;
|
· |
references to “O&M” refer to operations and maintenance services provided at our various facilities;
|
· |
references to “operation” refer to the status of projects that have reached COD (as defined above);
|
· |
references to “Pemex” refer to Petróleos Mexicanos;
|
· |
references to “PFIC” refer to passive foreign investment company within the meaning of Section 1297 of the IRC;
|
· |
references to “PG&E” refer to PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company collectively;
|
· |
references to “PPA” refer to the power purchase agreements through which our power generating assets have contracted to sell energy to various offtakers;
|
· |
references to “PTC” refer to production tax credits;
|
· |
references to “PTS” refer to Pemex Transportation System;
|
· |
references to “PURPA” refer to the Public Utility Regulatory Policies Act of 1978;
|
· |
references to “REC” refer to Renewable Energy Certificate;
|
· |
references to “Restructured Debt” refers to the restructuring agreement of Abengoa which we signed and agreed on October 25, 2016, subject to implementation of the
restructuring, to receive 30% of the amount owed to us in the form of tradable notes to be issued by Abengoa with the remaining 70% owed to us to be received in the form of equity in Abengoa;
|
· |
references to “Registrar” refer to The Bank of New York Mellon;
|
· |
references to “Revolving Credit Facility” refers to the credit and guaranty agreement with a syndicate of banks (the “Revolving Credit Facility”) providing for a
senior secured revolving credit facility in an aggregate principal amount of $215 million which matures in December 31, 2021. The Revolving Credit Facility replaced tranche A of the Former Revolving Credit Facility, which was
repaid in full and cancelled prior to its maturity on June 1, 2018.
|
· |
references to “ROFO” refer to a right of first offer;
|
· |
references to “ROFO agreements” refer to the AAGES ROFO Agreement, Algonquin ROFO Agreement and Abengoa ROFO Agreement;
|
· |
references to “RPS” refer to renewable portfolio standards adopted by 29 U.S. states and the District of Columbia that require a regulated retail electric utility
to procure a specific percentage of its total electricity delivered to retail customers in the respective state from eligible renewable generation resources, such as solar or wind generation facilities, by a specific date;
|
· |
references to “RRRE” refer to the Specific Remuneration System Register (Registro de Regimen Retributivo Especifico) in Spain;
|
· |
references to “Share Sale” refer to the sale by Abengoa to Algonquin of 25% of our ordinary shares pursuant to an agreement for the sale that was entered into in
November 2017. All conditions precedent have been satisfied and the parties have commenced the process for the transfer of our shares, which we expect to close in the upcoming days;
|
· |
references to the “Shareholders’ Agreement” refer to the agreement by and among Algonquin Power & Utilities Corp., Abengoa-Algonquin Global Energy Solutions and
Atlantica Yield plc, dated March 5, 2018 which became effective upon completion of the Share Sale;
|
· |
references to “Solnova 1/3/4” refer to a 150 MW concentrating solar power facility wholly owned by Atlantica Yield, located in the municipality of Sanlucar la
Mayor, Spain;
|
· |
references to “TCJA” refer to the Tax Cuts and Jobs Act of 2017;
|
· |
references to “U.K.” refer to the United Kingdom;
|
· |
reference to “U.S.” or “United States” refer to the United States of
America;
|
· |
references to “we,” “us,” “our,” “Atlantica” and the “Company” refer to Atlantica Yield plc and its subsidiaries, unless the context otherwise requires.
|
· |
they do not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
|
· |
they do not reflect changes in, or cash requirements for, our working capital needs;
|
· |
they may not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments, on our debts;
|
· |
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often need to be replaced in the future and Further
Adjusted EBITDA does not reflect any cash requirements that would be required for such replacements;
|
· |
some of the exceptional items that we eliminate in calculating Further Adjusted EBITDA reflect cash payments that were made, or will be made in the future; and
|
· |
the fact that other companies in our industry may calculate Further Adjusted EBITDA differently than we do, which limits their usefulness as comparative measures.
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions, except for share and per share information)
|
||||||||||||||||||||
Revenue
|
1,043.8
|
1,008.4
|
971.8
|
790.9
|
362.7
|
|||||||||||||||
Other operating income
|
132.5
|
80.8
|
65.5
|
68.8
|
79.9
|
|||||||||||||||
Raw materials and consumables used
|
(10.6
|
)
|
(17.0
|
)
|
(26.9
|
)
|
(23.2
|
)
|
(9.4
|
)
|
||||||||||
Employee benefit expense
|
(15.1
|
)
|
(18.7
|
)
|
(14.8
|
)
|
(5.8
|
)
|
(1.7
|
)
|
||||||||||
Depreciation, amortization and impairment charges
|
(362.7
|
)
|
(311.0
|
)
|
(332.9
|
)
|
(261.3
|
)
|
(125.5
|
)
|
||||||||||
Other operating expenses
|
(300.0
|
)
|
(284.5
|
)
|
(260.3
|
)
|
(224.9
|
)
|
(132.7
|
)
|
||||||||||
Operating profit/(loss)
|
487.9
|
458.0
|
402.4
|
344.5
|
173.3
|
|||||||||||||||
Financial income
|
36.4
|
1.0
|
3.3
|
3.5
|
4.9
|
|||||||||||||||
Financial expense
|
(425.0
|
)
|
(463.7
|
)
|
(408.0
|
)
|
(333.9
|
)
|
(210.3
|
)
|
||||||||||
Net exchange differences
|
1.6
|
(4.1
|
)
|
(9.6
|
)
|
3.9
|
2.1
|
|||||||||||||
Other financial income/(expense), net
|
(8.2
|
)
|
18.4
|
8.5
|
(200.2
|
)
|
5.9
|
|||||||||||||
Financial expense, net
|
(395.2
|
)
|
(448.4
|
)
|
(405.8
|
)
|
(526.7
|
)
|
(197.4
|
)
|
||||||||||
Share of profit/(loss) of associates carried under the equity method
|
5.2
|
5.3
|
6.7
|
7.8
|
(0.8
|
)
|
||||||||||||||
Profit/(loss) before income tax
|
97.9
|
14.9
|
3.3
|
(174.4
|
)
|
(24.9
|
)
|
|||||||||||||
Income tax benefit/(expense)
|
(42.6
|
)
|
(119.8
|
)
|
(1.7
|
)
|
(23.8
|
)
|
(4.4
|
)
|
||||||||||
Profit/(loss) for the year
|
55.3
|
(104.9
|
)
|
1.6
|
(198.2
|
)
|
(29.3
|
)
|
||||||||||||
Profit/(loss) attributable to non-controlling interest
|
(13.7
|
)
|
(6.9
|
)
|
(6.5
|
)
|
(10.8
|
)
|
(2.3
|
)
|
||||||||||
Profit/(loss) for the year attributable to the parent company
|
41.6
|
(111.8
|
)
|
(4.9
|
)
|
(209.0
|
)
|
(31.6
|
)
|
|||||||||||
Less Predecessor Loss prior to Initial Public Offering on June 12, 2014
|
—
|
—
|
—
|
—
|
(28.2
|
)
|
||||||||||||||
Net profit/(loss) attributable to the parent company subsequent to Initial Public Offering
|
—
|
—
|
—
|
—
|
(3.4
|
)
|
||||||||||||||
Weighted average number of ordinary shares outstanding (millions)
|
100.2
|
100.2
|
100.2
|
92.8
|
80.0
|
|||||||||||||||
Basic and diluted earnings per share attributable to the parent company (U.S. dollar per share) (1)
|
0.42
|
(1.12
|
)
|
(0.05
|
)
|
(2.25
|
)
|
(0.04
|
)
|
|||||||||||
Dividend paid per share(2)
|
1.38
|
1.05
|
0.4530
|
1.4292
|
0.2962
|
(1) |
Earnings per share has been calculated considering net profit/(loss) attributable to equity holders of Atlantica Yield generated after our IPO divided by the number
of shares outstanding. Basic earnings per share equals diluted earnings per share for the periods presented.
|
(2) |
2018: On February 27, 2018, the board of directors declared a dividend of
$0.31 per share corresponding to the fourth quarter of 2017, which was paid on March 27, 2018. On May 11, 2018, the board of directors declared a dividend of $0.32 per share corresponding to the first quarter of 2018, which was
paid on June 15, 2018. On July 31, 2018, the board of directors declared a dividend of $0.34 per share corresponding to the second quarter of 2018, which was paid on September 15, 2018. On October 31, 2018, the board of
directors declared a dividend of $0.36 per share corresponding to the third quarter of 2018 which was paid on December 14, 2018.
|
As of December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Non-Current assets:
|
||||||||||||||||||||
Contracted concessional assets
|
8,549.2
|
9,084.2
|
8,924.2
|
9,300.9
|
6,725.2
|
|||||||||||||||
Investments carried under the equity method
|
53.4
|
55.8
|
55.0
|
56.2
|
5.7
|
|||||||||||||||
Financial investments
|
52.7
|
45.3
|
69.8
|
93.8
|
373.6
|
|||||||||||||||
Deferred tax assets
|
136.0
|
165.1
|
202.9
|
191.3
|
124.2
|
|||||||||||||||
Total non-current assets
|
8,791.3
|
9,350.4
|
9,251.9
|
9,642.2
|
7,228.7
|
|||||||||||||||
Current assets:
|
||||||||||||||||||||
Inventories
|
18.9
|
17.9
|
15.5
|
14.9
|
22.0
|
|||||||||||||||
Clients and other receivables
|
236.4
|
244.4
|
207.6
|
197.3
|
129.7
|
|||||||||||||||
Financial investments
|
240.8
|
210.1
|
228.0
|
221.4
|
229.4
|
|||||||||||||||
Cash and cash equivalents
|
631.5
|
669.4
|
594.8
|
514.7
|
354.2
|
|||||||||||||||
Total current assets
|
1,127.7
|
1,141.9
|
1,045.9
|
948.3
|
735.3
|
|||||||||||||||
Total assets
|
9,919.0
|
10,492.3
|
10,297.8
|
10,590.5
|
7,964.0
|
|||||||||||||||
Total equity
|
1,756.1
|
1,895.4
|
1,959.1
|
2,023.5
|
1,839.6
|
|||||||||||||||
Non-current liabilities:
|
||||||||||||||||||||
Long-term corporate debt
|
415.2
|
574.2
|
376.3
|
661.3
|
376.2
|
|||||||||||||||
Long-term project debt
|
4,826.7
|
5,228.9
|
4,629.2
|
3,574.5
|
3,491.9
|
|||||||||||||||
Other liabilities
|
2,181.9
|
2,292.9
|
2,158.1
|
2,238.4
|
1,675.3
|
|||||||||||||||
Total non-current liabilities
|
7,423.8
|
8,096.5
|
7,163.6
|
6.474.2
|
5,543.4
|
|||||||||||||||
Current liabilities:
|
||||||||||||||||||||
Short-term corporate debt
|
268.9
|
68.9
|
291.9
|
3.2
|
2.3
|
|||||||||||||||
Short-term project debt
|
264.4
|
246.3
|
701.3
|
1,896.1
|
331.2
|
|||||||||||||||
Other liabilities
|
205.8
|
187.0
|
181.9
|
193.5
|
247.5
|
|||||||||||||||
Total current liabilities
|
739.1
|
500.4
|
1,175.1
|
2,092.8
|
581.0
|
|||||||||||||||
Equity and total liabilities
|
9,919.0
|
10,492.3
|
10,297.8
|
10,590.5
|
7,964.0
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Gross cash flows from operating activities
|
||||||||||||||||||||
Profit/(loss) for the year
|
55.3
|
(104.9
|
)
|
1.6
|
(198.2
|
)
|
(29.3
|
)
|
||||||||||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
697.6
|
848.8
|
664.8
|
734.9
|
290.6
|
|||||||||||||||
Profit for the year adjusted by non-monetary items
|
752.9
|
743.9
|
666.4
|
536.7
|
261.3
|
|||||||||||||||
Net interest / taxes paid
|
(333.5
|
)
|
(349.5
|
)
|
(334.0
|
)
|
(310.2
|
)
|
(149.7
|
)
|
||||||||||
Variations in working capital
|
(18.4
|
)
|
(8.8
|
)
|
2.0
|
73.1
|
(68.0
|
)
|
||||||||||||
Total net cash flow provided by/(used in) operating activities
|
401.0
|
385.6
|
334.4
|
299.6
|
43.6
|
|||||||||||||||
Net cash flows from investing activities
|
||||||||||||||||||||
Investments in entities under the equity method
|
4.4
|
3.0
|
5.0
|
4.4
|
(44.5
|
)
|
||||||||||||||
Investments in contracted concessional assets(1)
|
68.0
|
30.1
|
(6.0
|
)
|
(106.0
|
)
|
(57.0
|
)
|
||||||||||||
Other non-current assets/liabilities
|
(16.7
|
)
|
8.2
|
(3.6
|
)
|
5.7
|
(21.3
|
)
|
||||||||||||
Acquisitions / sales of subsidiaries and other financial instruments
|
(70.6
|
)
|
30.1
|
(21.7
|
)
|
(834.0
|
)
|
(222.4
|
)
|
|||||||||||
Total net cash flows provided by/ (used in) investing activities
|
(14.9
|
)
|
71.4
|
(26.3
|
)
|
(929.9
|
)
|
(345.2
|
)
|
|||||||||||
Net cash flows provided by/ (used in) financing activities
|
(405.2
|
)
|
(416.3
|
)
|
(226.1
|
)
|
810.9
|
304.4
|
||||||||||||
Net increase/(decrease) in cash and cash equivalents
|
(19.1
|
)
|
40.7
|
82.0
|
180.6
|
2.9
|
||||||||||||||
Cash, cash equivalents and bank overdrafts at beginning of the year
|
669.4
|
594.8
|
514.7
|
354.2
|
357.7
|
|||||||||||||||
Translation differences cash or cash equivalents
|
(18.8
|
)
|
33.9
|
(1.9
|
)
|
(20.1
|
)
|
(6.4
|
)
|
|||||||||||
Cash and cash equivalents at the end of the year
|
631.5
|
669.4
|
594.8
|
514.7
|
354.2
|
(1) |
Investments in contracted concessional assets includes proceeds for $72.6 million and investments for $4.6 million in 2018, and proceeds for $42.5 million and
investments for $12.4 million in 2017 See note 6 of the Annual Consolidated Financial Statements.
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
North America
|
357.2
|
332.7
|
337.0
|
328.1
|
195.5
|
|||||||||||||||
South America
|
123.2
|
120.8
|
118.8
|
112.5
|
83.6
|
|||||||||||||||
EMEA
|
563.4
|
554.9
|
516.0
|
350.3
|
83.6
|
|||||||||||||||
Total revenue
|
1,043.8
|
1,008.4
|
971.8
|
790.9
|
362.7
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Renewable energy
|
793.5
|
767.2
|
724.3
|
543.0
|
170.7
|
|||||||||||||||
Efficient natural gas
|
130.8
|
119.8
|
128.1
|
138.7
|
118.8
|
|||||||||||||||
Electric transmission
|
96.0
|
95.1
|
95.1
|
86.4
|
73.2
|
|||||||||||||||
Water
|
23.5
|
26.3
|
24.3
|
22.8
|
—
|
|||||||||||||||
Total revenue
|
1,043.8
|
1,008.4
|
971.8
|
790.9
|
362.7
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
North America
|
308.8
|
282.3
|
284.7
|
279.6
|
175.4
|
|||||||||||||||
South America
|
100.2
|
108.8
|
124.6
|
110.9
|
77.2
|
|||||||||||||||
EMEA(1)
|
441.6
|
388.2
|
354.0
|
233.7
|
55.4
|
|||||||||||||||
Further Adjusted EBITDA(2)(3)(4)
|
850.6
|
779.3
|
763.3
|
624.2
|
308.0
|
(1) |
Further Adjusted EBITDA for EMEA does not include our pro rata share of EBITDA from unconsolidated affiliates, which was $8.1 million, $7.3 million, $8.8 million,
$12.3 million and $0 million for the years ended December 31, 2018, 2017, 2016, 2015 and 2014.
|
(2) |
Further Adjusted EBITDA is a supplemental non-GAAP financial measure. We present non-GAAP financial measures because we believe that they and other similar measures
are widely used by certain investors, securities analysts and other interest parties. The non-GAAP financial measures may not be comparable to other similarly titled measures of other companies and have limitations as analytical
tools and should not be considered in isolation or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures are not measurements of our performance or
liquidity under IFRS as issued by the IASB and should not be considered as alternatives to operating profit or profit for the year or any other performance measure derived in accordance with IFRS as issued by the IASB or any
other generally accepted accounting principles. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
(3) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in
the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for 2014, includes preferred dividends by ACBH for the first time during the third and
fourth quarters of 2014. Further Adjusted EBITDA for 2016 and the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as
issued by the IASB and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities
or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and
service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often
calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results.
|
(4) |
Further Adjusted EBITDA does not include our pro rata share of EBITDA from unconsolidated affiliates, which was $8.1 million, $7.3 million, $8.8 million, $12.3
million and $0 million for the years ended December 31, 2018, 2017, 2016, 2015 and 2014.
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Renewable energy
|
664.4
|
569.2
|
538.4
|
414.0
|
137.8
|
|||||||||||||||
Efficient natural gas
|
93.9
|
106.1
|
106.5
|
107.7
|
101.9
|
|||||||||||||||
Electric transmission
|
78.4
|
87.7
|
104.8
|
89.0
|
68.3
|
|||||||||||||||
Water(1)
|
13.9
|
16.3
|
13.6
|
13.5
|
—
|
|||||||||||||||
Further Adjusted EBITDA(2)(3)(4)
|
850.6
|
779.3
|
763.3
|
624.2
|
308.0
|
(1) |
Further Adjusted EBITDA for Water does not include our pro rata share of EBITDA from unconsolidated affiliates, which was $8.1 million, $7.3 million, $8.8 million,
$12.3 million and $0 million for the years ended December 31, 2018, 2017, 2016, 2015 and 2014.
|
(2) |
Further Adjusted EBITDA is a supplemental non-GAAP financial measure. We present non-GAAP financial measures because we believe that they and other similar measures
are widely used by certain investors, securities analysts and other interest parties. The non-GAAP financial measures may not be comparable to other similarly titled measures of other companies and have limitations as analytical
tools and should not be considered in isolation or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures are not measurements of our performance or
liquidity under IFRS as issued by the IASB and should not be considered as alternatives to operating profit or profit for the year or any other performance measure derived in accordance with IFRS as issued by the IASB or any
other generally accepted accounting principles. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
(3) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included in
the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for 2014, includes preferred dividends by ACBH for the first time during the third and
fourth quarters of 2014. Further Adjusted EBITDA for 2016 and the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as
issued by the IASB and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities
or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and
service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often
calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See
“Presentation of Financial Information—Non-GAAP Financial Measures.”
|
(4) |
Further Adjusted EBITDA does not include our pro rata share of EBITDA from unconsolidated affiliates, which was $8.1 million, $7.3 million, $8.8 million, $12.3
million and $0 million for the years ended December 31, 2018, 2017, 2016, 2015 and 2014.
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Profit/(loss) for the year attributable to the parent company
|
41.6
|
(111.8
|
)
|
(4.9
|
)
|
(209.0
|
)
|
(31.6
|
)
|
|||||||||||
Profit/(loss) attributable to non-controlling interest from continued operations
|
13.7
|
6.9
|
6.5
|
10.8
|
2.3
|
|||||||||||||||
Income tax
|
42.6
|
119.8
|
1.7
|
23.8
|
4.4
|
|||||||||||||||
Share of loss/(profit) of associates carried under the equity method
|
(5.2
|
)
|
(5.3
|
)
|
(6.7
|
)
|
(7.8
|
)
|
0.8
|
|||||||||||
Financial expenses, net
|
395.2
|
448.4
|
405.8
|
526.7
|
197.4
|
|||||||||||||||
Operating profit/(loss)
|
487.9
|
458.0
|
402.4
|
344.5
|
173.3
|
|||||||||||||||
Depreciation, amortization and impairment charges
|
362.7
|
311.0
|
332.9
|
261.3
|
125.5
|
|||||||||||||||
Dividend from preferred equity investment
|
-
|
10.3
|
28.0
|
18.4
|
9.2
|
|||||||||||||||
Further Adjusted EBITDA
|
850.6
|
779.3
|
763.3
|
624.2
|
308.0
|
Year ended December 31,
|
||||||||||||||||||||
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||||||||
($ in millions)
|
||||||||||||||||||||
Net cash generated by operating activities
|
401.0
|
385.6
|
334.4
|
299.6
|
43.6
|
|||||||||||||||
Interests (paid)/received
|
321.0
|
344.7
|
332.1
|
310.2
|
149.3
|
|||||||||||||||
Income tax (paid)/received
|
12.5
|
4.8
|
2.0
|
(0.5
|
)
|
0.4
|
||||||||||||||
Variations in working capital
|
18.4
|
8.8
|
(2.0
|
)
|
(73.1
|
)
|
68.0
|
|||||||||||||
Non-monetary adjustments, other cash finance costs and other
|
97.7
|
35.4
|
96.8
|
88.0
|
46.7
|
|||||||||||||||
Further Adjusted EBITDA
|
850.6
|
779.3
|
763.3
|
624.2
|
308.0
|
· |
general economic and capital market conditions;
|
· |
credit availability from banks and other financial institutions;
|
· |
investor confidence in us and Algonquin as our largest shareholder
|
· |
our financial performance and the financial performance of our subsidiaries;
|
· |
our level of indebtedness and compliance with covenants in debt agreements;
|
· |
maintenance of acceptable project credit ratings or credit quality;
|
· |
cash flow; and
|
· |
provisions of tax and securities laws that may impact raising capital.
|
· |
public opposition will not result in delays, modifications to or cancellation of any project or license;
|
· |
laws or regulations will not change or be interpreted in a manner that increases our costs of compliance and may have a material adverse effect on our business,
financial condition, results of operations and cash flows, including preventing us from operating an asset if we are not in compliance; or
|
· |
governmental authorities will approve our environmental impact studies where required to implement proposed changes to operational projects.
|
· |
Rising temperatures are also increasing the frequency and intensity of droughts and risk of fire. For example, in California, the size and ferocity of fires has
increased significantly in the past 20 years, which have also been very hot and dry years. California wildfires have been especially catastrophic, causing human fatalities and significant material losses. Our transmission lines,
including transmission lines and substations which are part of our solar assets, could cause fires, which can create significant liabilities if the fire damaged third parties.
|
· |
Severe floods could damage our plants, especially our transmission lines or our generation assets. If an unexpected flood runs close to an existing transmission
tower it could cause the fall of one or more transmission towers. Similarly, a flood can damage the solar field in our solar plants.
|
· |
Severe winds could cause damage in the solar fields in our solar assets. In 2016, the solar field of Solana was damaged by a wind micro-burst and similar events
could happen in the future in our assets.
|
· |
Severe droughts could result in water restrictions or in a deterioration of water properties. Droughts may affect the cooling capacity of our power projects. A
deterioration of the quality of the water would have an impact on chemical costs in our water treatment plants within our generation capabilities.
|
· |
Changes in temperature extremes could also affect to feed water process temperature in desalination plants, causing an increase of the chemical products consumption
and generating a risk of growth of algae and mollusks within the facilities.
|
· |
Storms with intense lightning activity could damage our plants, especially our wind assets. Our wind farms in Uruguay have already experienced some damages in the
past and our assets could be affected again.
|
· |
Appropriate profit for this specific type of renewable electricity generation and electricity generation as a whole, considering the financial condition of the
Spanish electricity system and Spanish prevailing economic conditions; and
|
· |
Borrowing costs for electricity generation companies using renewable energy sources with regulated payment systems, which are efficient and well run, within Europe.
|
· |
In Solana, the EPC guarantee period for the Solana project expired without it reaching the expected production levels and Abengoa, as the EPC supplier, agreed to
provide certain compensation to the Solana project. As a result, and in the context of the DOE consent to decrease Abengoa’s ownership in Atlantica to 16.5%, Solana received an aggregate amount of $120 million in payments from
Abengoa ($42.5 million in December 2017 and $77.5 million in March 2018). Of the received sums, $95 million was used to repay project debt and $25 million was set aside to cover other Abengoa obligations. In addition, in
November 2018 in the context of the DOE consent to allow Abengoa to sell entirely its stake in Atlantica, Solana received $16.5 million, of which $9 million were used to repay project debt and $7.5 million was set aside to cover
potential repairs and other Abengoa obligations. Additionally, the long-term payments schedule signed between Abengoa and Solana was amended. This schedule was modified to $7.4 million semi-annually over 2 years and $10.3
million semi-annually over the subsequent 4 years, beginning in January 2019. Solana also received a parcel of land adjacent to the Solana site with an estimated value of approximately $7 million. Furthermore, Abengoa agreed to
pay $13 million to fund a reserve account progressively in 2020 and 2021. In the event that Abengoa did not make these payments, we would need to make them and in return obtain compensation by reducing certain variable future
liabilities in other operation and maintenance contracts with Abengoa.
|
· |
In Kaxu, we reached an agreement with Abengoa as EPC supplier and the lenders under the project financing agreement to extend the production guarantee until October
2018. In the extended period, Kaxu reached the main target production parameters but not all of them, which resulted in obligations and guarantees of approximately $2 million. Kaxu’s dividend distributions to the holding company
level are subject to a number of conditions, including the asset reaching formal completion and Abengoa fulfilling the previous obligations as EPC supplier. In exchange for that extension, Abengoa agreed to perform certain
technical improvements in the heat exchangers and committed to provide an approximately $15 million letter of credit to guarantee the correct performance of those heat exchangers in the upcoming 5 years.
|
· |
increasing our vulnerability to general economic and industry conditions;
|
· |
requiring a substantial portion of our cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, therefore reducing
our ability to pay dividends to holders of our shares or to use our cash flow to fund our operations, capital expenditures and future business opportunities;
|
· |
limiting our ability to enter into long-term power sales, fuel purchases and swaps which require credit support;
|
· |
limiting our ability to fund operations or future acquisitions;
|
· |
restricting our ability to make certain distributions with respect to our shares and the ability of our subsidiaries to make certain distributions to us, in light
of restricted payment and other financial covenants in our credit facilities and other financing agreements;
|
· |
exposing us to the risk of increased interest rates because a portion of some of our borrowings (below 10% as of the date hereof) are at variable rates of interest;
|
· |
limiting our ability to obtain additional financing for working capital, including collateral postings, capital expenditures, debt service requirements,
acquisitions and general corporate or other purposes; and
|
· |
limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who have less debt.
|
· |
general economic and capital market conditions;
|
· |
credit availability from banks and other financial institutions;
|
· |
investor confidence in us and our partner Algonquin, as our largest shareholder;
|
· |
our financial performance and the financial performance of our subsidiaries;
|
· |
our level of indebtedness and compliance with covenants in debt agreements;
|
· |
maintenance of acceptable project credit ratings or credit quality;
|
· |
cash flow; and
|
· |
provisions of tax and securities laws that may impact raising capital.
|
· |
reducing our receipt of dividends, fees, interest payments, loans and other sources of cash, since the project company will typically be prohibited from
distributing cash to us and our subsidiaries during the pendency of any default;
|
·
|
default under our other debt instruments;
|
·
|
causing us to record a loss in the event the lender forecloses on the assets of the project company; and
|
·
|
the loss or impairment of investors’ and project finance lenders’ confidence in us.
|
·
|
reducing our receipt of dividends, fees, interest payments, loans and other sources of cash, since the project company will typically be
prohibited from distributing cash to us and our subsidiaries during the pendency of any default;
|
·
|
default under our other debt instruments;
|
·
|
causing us to record a loss in the event the lender forecloses on the assets of the project company; and
|
·
|
the loss or impairment of investors’ and project finance lenders’ confidence in us.
|
· |
the level of our operating and general and administrative expenses;
|
· |
seasonal variations in revenues generated by the business;
|
· |
operational performance of our assets;
|
· |
potential capital expenditure requirements in our assets in the case there were technical problems not covered by the EPC contractor guarantee or by insurance;
|
· |
our debt service requirements and other liabilities;
|
· |
fluctuations in our working capital needs;
|
· |
our ability to borrow funds;
|
· |
restrictions contained in our debt agreements (including our project-level financing);
|
· |
changes in our revenues due to delays in collections from our offtakers, legal disputes regarding contact terms or adjustments contemplated in existing regulation
or changes in regulation or taxes in the countries in which we operate;
|
· |
potential restrictions on payment of dividends arising from the bankruptcy of PG&E;
|
· |
potential restrictions on payment of dividends arising from cross-default provisions with Abengoa in our Kaxu project financing agreements; and
|
· |
other business risks affecting our cash levels.
|
· |
Renewable energy assets in the initial public offering consisted of (i) two solar power plants in the United States, Solana and Mojave, each with a gross capacity
of 280 MW; (ii) one on-shore wind farm in Uruguay, Palmatir, with a gross capacity of 50 MW and (iii) a solar power complex in Spain, Solaben 2/3, with a gross capacity of 100 MW.
|
· |
Efficient natural gas assets consisting of ACT Energy Mexico, or ACT, a 300 MW cogeneration plant in Mexico.
|
· |
Electric transmission lines consisting of (i) two lines in Peru, ATN and ATS, spanning a total of 931 miles; and (ii) three lines in Chile, Quadra 1, Quadra 2, and
Palmucho, spanning a total of 87 miles.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(1)
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating(2)
|
COD
|
Contract
Years
Left(3)
|
|||||||||
Solana
|
Renewable (Solar)
|
100% Class B(4)
|
Arizona (USA)
|
USD
|
280 MW
|
APS
|
A-/A2/A-
|
2013
|
25
|
|||||||||
Mojave
|
Renewable (Solar)
|
100%
|
California (USA)
|
USD
|
280 MW
|
PG&E
|
D/WR/D
|
2014
|
21
|
|||||||||
Solaben 2/3(5)
|
Renewable (Solar)
|
70%(6)
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
19 / 18
|
|||||||||
Solacor 1/2(7)
|
Renewable (Solar)
|
87%(8)
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
18 / 18
|
|||||||||
PS10/20(9)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
31 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2007 & 2009
|
13 / 15
|
|||||||||
Helioenergy 1/2(10)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2011
|
18 / 18
|
|||||||||
Helios ½(11)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
19 / 19
|
|||||||||
Solnova 1/3/4(12)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
3x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2010
|
16 / 16 / 17
|
|||||||||
Solaben 1/6(13)
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2013
|
20 / 20
|
|||||||||
Seville PV
|
Renewable (Solar)
|
80%(14)
|
Spain
|
EUR
|
1 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2006
|
17
|
|||||||||
Kaxu
|
Renewable (Solar)
|
51%(15)
|
South Africa
|
ZAR
|
100 MW
|
Eskom
|
BB/Baa3/
BB+(16)
|
2015
|
16
|
|||||||||
Palmatir
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(17)
|
2014
|
15
|
|||||||||
Cadonal
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(17)
|
2014
|
16
|
|||||||||
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(17)
|
2015
|
17
|
|||||||||
Mini-hydro Peru
|
Renewable (Hydro)
|
100%
|
Peru
|
USD
|
4 MW
|
Peru
|
BBB+/A3/ BBB+ |
2012
|
14
|
|||||||||
ACT
|
Efficient
Natural
Gas
|
99.99%(18)
|
Mexico
|
USD
|
300 MW
|
Pemex
|
BBB+/ Baa3/
BBB-
|
2013
|
14
|
|||||||||
ATN
|
Transmission
Line
|
100%
|
Peru
|
USD
|
365 miles
|
Peru
|
BBB+/A3/
BBB+
|
2011
|
22
|
|||||||||
ATS
|
Transmission
Line
|
100%
|
Peru
|
USD
|
569 miles
|
Peru
|
BBB+/A3/
BBB+
|
2014
|
25
|
|||||||||
ATN2
|
Transmission
Line
|
100%
|
Peru
|
USD
|
81 miles
|
Minera
Las
Bambas
|
Not rated
|
2015 |
14
|
|||||||||
Quadra 1/2
|
Transmission
Line
|
100%
|
Chile
|
USD
|
49
miles/32
miles
|
Sierra
Gorda
|
Not rated
|
2014
|
16 / 16
|
|||||||||
Palmucho
|
Transmission
Line
|
100%
|
Chile
|
USD
|
6 miles
|
Enel
Generacion
Chile
|
BBB+/Baa1/
BBB+
|
2007 |
19
|
|||||||||
Chile TL3
|
Transmission
Line
|
100%
|
Chile
|
USD
|
50 miles
|
CNE (National Energy Commision)
|
A+/A1/A
|
1993 |
Regulated
|
|||||||||
Honaine
|
Water
|
25.5%(19)
|
Algeria
|
USD
|
7 M
ft3/day
|
Sonatrach/ADE
|
Not rated
|
2012
|
19
|
|||||||||
Skikda
|
Water
|
34.2%(20)
|
Algeria
|
USD
|
3.5 M
ft3/day
|
Sonatrach/ADE
|
Not rated
|
2009
|
15
|
(1)
|
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(2)
|
Reflects the counterparty’s issuer credit ratings issued by Standard & Poor’s Ratings Services, or S&P,
Moody’s Investors Service Inc., or Moody’s, and Fitch Ratings Ltd, or Fitch.
|
(3)
|
Number of years remaining on contract as at December 31, 2018.
|
(4)
|
On September 30, 2013, Liberty agreed to invest $300 million in Class A shares of Arizona Solar Holding, the holding
company of Solana, in exchange for a share of the dividends and the taxable loss generated by Solana.
|
(5)
|
Solaben 2 and Solaben 3 are separate special purpose vehicles with separate agreements, but they are treated as a
single platform.
|
(6)
|
Itochu Corporation, a Japanese trading company, holds 30.0% of the shares in each of Solaben 2 and Solaben 3.
|
(7)
|
Solacor 1 and Solacor 2 are separate special purpose vehicles with separate agreements but they are treated as a
single platform.
|
(8)
|
JGC Corporation, a Japanese engineering company, holds 13.0% of the shares in each of Solacor 1 and Solacor 2.
|
(9)
|
PS10 and PS20 are separate special purpose vehicles with separate agreements but they are treated as a single
platform.
|
(10)
|
Helioenergy 1 and Helioenergy 2 are separate special purpose vehicles with separate agreements but they are treated as
a single platform.
|
(11)
|
Helios 1 and Helios 2 are separate special purpose vehicles with separate agreements but they are treated as a single
platform.
|
(12)
|
Solnova 1, Solnova 3 and Solnova 4 are separate special purpose vehicles with separate agreements but they are treated
as a single platform.
|
(13)
|
Solaben 1 and Solaben 6 are separate special purpose vehicles with separate agreements, but they are treated as a
single platform.
|
(14)
|
Instituto para la Diversificacion y Ahorro de la Energia, or IDEA, a Spanish state-owned company, holds 20.0% of the
shares in Seville PV.
|
(15)
|
Industrial Development Corporation of South Africa owns 29.0% and Kaxu Community Trust owns 20.0% of Kaxu.
|
(16)
|
Refers to the credit rating of the Republic of South Africa.
|
(17)
|
Refers to the credit rating of Uruguay, as UTE is unrated.
|
(18)
|
1 share is owned by Abengoa México, S.A. de C.V. and 1 share is owned by Abener Energía, S.A., both wholly owned by
Abengoa.
|
(19)
|
Algerian Energy Company, SPA owns 49.0% of the shares in Honaine and Valoriza Agua, S.L.U., and a subsidiary of Sacyr S.A. owns the remaining 25.5%.
|
(20)
|
Algerian Energy Company, SPA owns 49.0% of the shares in Honaine and Valoriza Agua, S.L.U., and a subsidiary of Sacyr
S.A. owns the remaining 25.5%.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating(1)
|
COD
|
Contract
Years Left
|
||||||||||
Solana
|
Renewable (Solar)
|
100% Class B
|
Arizona (USA)
|
USD
|
280 MW
|
APS
|
A-/A2/A-
|
2013
|
25
|
||||||||||
Mojave
|
Renewable (Solar)
|
100%
|
California (USA)
|
USD
|
280 MW
|
PG&E
|
D/WR/D
|
2014
|
21
|
||||||||||
Solaben 2/3
|
Renewable (Solar)
|
70%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
19 / 18
|
||||||||||
Solacor 1/2
|
Renewable (Solar)
|
87%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
18 / 18
|
||||||||||
PS10/20
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
31 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2007 & 2009
|
13 / 15
|
||||||||||
Helioenergy 1/2
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2011
|
18 / 18
|
||||||||||
Helios ½
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2012
|
19 / 19
|
||||||||||
Solnova 1/3/4
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
3x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2010
|
16 / 16 / 17
|
||||||||||
Solaben 1/6
|
Renewable (Solar)
|
100%
|
Spain
|
EUR
|
2x50 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2013
|
20 / 20
|
||||||||||
Seville PV
|
Renewable (Solar)
|
80%
|
Spain
|
EUR
|
1 MW
|
Wholesale market/Spanish Electric System
|
A-/Baa1/A-
|
2006
|
17
|
||||||||||
Kaxu
|
Renewable (Solar)
|
51%
|
South Africa
|
ZAR
|
100 MW
|
Eskom
|
BB/Baa3/
BB+(2)
|
2015
|
16
|
||||||||||
Palmatir
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(3)
|
2014
|
15
|
||||||||||
Cadonal
|
Renewable (Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(3)
|
2014
|
16
|
||||||||||
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
Uruguay
|
BBB/Baa2/
BBB-(3)
|
2015
|
17
|
||||||||||
Mini-hydro Peru
|
Renewable (Hydro)
|
100%
|
Peru |
USD
|
4 MW
|
Peru
|
BBB+/A3/ BBB+
|
2012
|
14
|
(1)
|
Reflects counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
(2)
|
Refers to the credit rating of the Republic of South Africa.
|
(3)
|
Refers to the credit rating of Uruguay, as UTE is unrated.
|
Assets
|
Type
|
Ownership
|
Location |
Currency
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating(1)
|
COD
|
Contract
Years Left
|
|||||||||
ACT
|
Efficient
Natural
Gas
|
99.99%(2)
|
Mexico
|
USD(3)
|
300 MW
|
Pemex
|
BBB+/ Baa3/
BBB-
|
2013 |
14
|
(1) |
Reflects the counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
(2) |
One share is owned by Abengoa México, S.A. de C.V. and 1 share is owned by Abener Energía, S.A., both wholly owned by Abengoa.
|
(3) |
Payable in Mexican pesos.
|
Assets
|
Type
|
Ownership
|
Location |
Currency(1)
|
Capacity
(Gross)
|
Offtaker
|
Counterparty
Credit
Rating(2)
|
COD |
Contract
Years Left
|
|||||||||
ATN
|
Transmission
Line
|
100%
|
Peru
|
USD
|
365 miles
|
Peru
|
BBB+/A3/
BBB+
|
2011
|
22
|
|||||||||
ATS
|
Transmission
Line
|
100%
|
Peru
|
USD
|
569 miles
|
Peru
|
BBB+/A3/
BBB+
|
2014
|
25
|
|||||||||
AN2
|
Transmission
Line
|
100%
|
Peru
|
USD
|
81 miles
|
Minera
Las
Bambas
|
Not rated
|
2015
|
14
|
|||||||||
Quadra 1/2
|
Transmission
Line
|
100%
|
Chile
|
USD
|
49
miles/32
miles
|
Sierra
Gorda
|
Not rated
|
2014
|
16 / 16
|
|||||||||
Palmucho
|
Transmission
Line
|
100%
|
Chile
|
USD
|
6 miles
|
Enel
Generacion
Chile
|
BBB+/Baa1/
BBB+
|
2007
|
19
|
|||||||||
Chile TL3
|
Transmission
Line
|
100%
|
Chile
|
USD
|
50 miles
|
CNE (National Energy Commision)
|
A+/A1/
A
|
1993
|
Regulated
|
(1)
|
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(2)
|
Reflects counterparty’s issuer credit ratings issued by S&P, Moody’s and Fitch.
|
• |
Abengoa acknowledged it failed to fulfill its obligations under the agreements related to the preferred equity investment in ACBH and, as a result, we were
recognized as the legal owner of the dividends that we retained from Abengoa totaling $10.4 million in 2017, $19.0 million in 2016 and $9.0 million in the fourth quarter of 2015.
|
• |
Abengoa recognized a non-contingent credit corresponding to the guarantee provided by Abengoa regarding the preferred equity investment in ACBH, subject to
restructuring. Subject to implementation of the restructuring, we agreed to receive 30% of the amount in the form of tradable notes to be issued by Abengoa (the “Restructured Debt”). The remaining 70% was agreed to be received
in the form of equity in Abengoa.
|
• |
The Restructured Debt was converted into senior status following our participation in Abengoa’s issuance of asset-backed notes or New Money 1 Tradable Notes. We
subsequently sold New Money 1 Tradable Notes in early April 2017.
|
• |
On the basis that we had received the Restructured Debt and Abengoa equity, we waived our rights under the ACBH agreements, including our right to further retain
dividends payable to Abengoa. As a result, in March 2017, we wrote off the accounting value of the ACBH instrument, equal to $30.5 million as of December 31, 2016. We sold all the debt and equity instruments we received from
Abengoa and we do not expect any additional value from the ACBH preferred equity investment. We no longer own any shares in ACBH.
|
Assets
|
Type
|
Location
|
Capacity
|
Offtaker
|
Currency(1)
|
Counterparty
Credit
Rating
|
COD
|
Contract
Years
Left
|
|||||||||
Honaine
|
Water
|
Algeria
|
7 M ft3/day
|
Sonatrach/ADE
|
U.S. dollar
|
Not rated
|
2012
|
19
|
|||||||||
Skikda
|
Water
|
Algeria
|
3.5 M ft3/day
|
Sonatrach/ADE
|
U.S. dollar
|
Not rated
|
2009
|
15
|
(1) |
Payable in local currency.
|
· |
organic growth through the optimization of the existing portfolio, investments in the expansion of our current assets, particularly in our transmission lines
sector, and the repowering of our current generation assets;
|
· |
acquiring new contracted revenue-generating assets in operation from AAGES, Algonquin and Abengoa under our current ROFO agreements;
|
· |
potential new future partnerships we plan to sign agreements or enter into partnerships with other developers or asset owners in order to acquire assets in
operation or to invest directly or through investment vehicles in assets under development, ensuring that such investments are always a small part of our total investments.; and
|
· |
acquisitions of assets from third parties.
|
· |
high quality offtakers or regulation, with long-term contracted revenue;
|
· |
project financing in place at each project or mechanisms to obtain it at COD;
|
· |
management and operational systems and processes at an adequate level;
|
· |
focus on regions and countries that provide an optimal balance between growth opportunities and security and risk considerations, including the United States,
Canada, Mexico, Chile, Peru, Uruguay, Colombia and the European Union; and
|
· |
preference for U.S. dollar-denominated revenues, but we could also acquire assets or business that generate revenues in other currencies.
|
• |
NERC Reliability Standards and Critical Infrastructure Plans, delegated to WECC as the regional authority;
|
• |
Emergency Planning and Community Right-to-Know Act, delegated to the Arizona Division of Emergency Management;
|
• |
Resource Conservation and Recovery Act, delegated to EPA Region 9 in San Francisco, California; and
|
• |
Occupational Safety and Health Administration federal requirements.
|
· |
Cogeneration. The electricity produced is used to supply power to the
establishments associated with the cogeneration process and/or the shareholders of the cogeneration company;
|
· |
Self-Supply Generation. The electricity produced is used for the
self-supply purposes of the holder of the relevant self-supply power generation permit and/or its shareholders;
|
· |
Independent Power Production. All the electricity produced is delivered
to CFE;
|
· |
Small-Scale Production. The electricity produced does not exceed 30 MW
and is used for export purposes or the supply of all power output is sold to CFE;
|
· |
Exports. The electricity produced is exported in its entirety; and
|
· |
Imports for Independent Consumption. The import of power is used for
self-supply purposes.
|
· |
Oil and Gas Law, or Ley de Hidrocarburos;
|
· |
Electric Industry Law, or Ley de la Industria Eléctrica;
|
· |
Geothermal Energy Law, or Ley de Energía Geotérmica;
|
· |
Petróleos Mexicanos Law, or Ley de Petróleos Mexicanos;
|
· |
Federal Electricity Commission Law, or Ley de la Comisión Federal de
Electricidad;
|
· |
Energy Regulatory Bodies Law, or Ley de los Organos Reguladores Coordinados en
Materia Energética;
|
· |
National Industrial Safety and Environmental Protection Law of the Oil and Gas Sector, or Ley de la Agencia Nacional de Seguridad Industrial y de Protección al Medio Ambiente del Sector Hidrocarburos;
|
· |
Mexican Petroleum Fund for Stabilization and Development, or Ley del Fondo
Mexicano del Petróleo para la Estabilización y el Desarrollo; and
|
· |
Oil and Gas Revenue Law, or Ley de Ingresos sobre Hidrocarburos.
|
· |
Foreign Investment Law, or Ley de Inversión Extranjera;
|
· |
Mining Law, or Ley Minera;
|
· |
Private Public Partnerships Law, or Ley de Asociaciones Público Privadas;
|
· |
National Water Law, or Ley de Aguas Nacionales;
|
· |
Federal Law of Government-Owned Entities, or Ley Federal de las Entidades
Paraestatales;
|
· |
Public Sector Acquisitions, Leases and Services Law, or Ley de Adquisiciones,
Arrendamientos y Servicios del Sector Público;
|
· |
Public Works and Related Services Law, or Ley de Obras Públicas y Servicios
Relacionados con las mismas;
|
· |
Organizational Law of the Federal Government, or Ley Organica de la
Administracion Publica Federal;
|
· |
Federal Fees Law, or Ley Federal de Derechos;
|
· |
Fiscal Coordination Law, or Ley de Coordinación Fiscal;
|
· |
Federal Budget and Treasury Accountability Law, or Ley Federal de Presupuesto
y Responsabilidad Hacendaria; and
|
· |
General Public Debt Law, or Ley General de Deuda Pública.
|
· |
Regulations of the Oil and Gas Law, or Reglamento de la Ley de Hidrocarburos;
|
· |
Regulations of the activities referred to in Chapter Three of the Oil and Gas Law, or Reglamento de las actividades a que se refiere el Título Tercero de la Ley de Hidrocarburos;
|
· |
Oil and Gas Revenue Law Regulations, or Reglamento de la Ley de Ingresos sobre
Hidrocarburos;
|
· |
Electric Industry Law, or Reglamento de la Ley de la Industria Eléctrica;
|
· |
Geothermal Energy Law Regulations, or Reglamento de la Ley de Energía
Geotérmica;
|
· |
Regulations of Petroleos Mexicanos Law, or Reglamento de la Ley de Petróleos
Mexicanos;
|
· |
Regulations of the Federal Commission of Electricity Law, or Reglamento de la
Ley de la Comisión Federal de Electricidad;
|
· |
Internal Regulations of the Mexican Ministry of Energy, or Reglamento Interior
de la Secretaria de Energía; and
|
· |
Internal Regulations of the National Agency of Industrial Safety and Environmental Protection, or Reglamento Interior de la Agencia Nacional de Seguridad Industrial y de Protección al Medio Ambiente del Sector Hidrocarburos.
|
· |
Decree amending and supplementing various provisions of the Public Partnerships Law Regulation, or Decreto por el que reforman, adicionan y derogan diversas
disposiciones del Reglamento de la Ley de Asociaciones Público Privadas;
|
· |
Decree amending and supplementing various provisions of the Federal Budget and Treasury Accountability Law, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley Federal de Presupuesto y Responsabilidad Hacendaria;
|
· |
Decree amending and supplementing various provisions of the Internal Regulation for the Ministry of Finance and Public Credit, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaría de Hacienda y Crédito Público;
|
· |
Decree amending and supplementing various provisions of the Regulations of the Mining Law, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley Minera;
|
· |
Decree amending and supplementing various provisions of the Regulations of the Foreign Investment Law and of the National Registry of Foreign Investment, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley de Inversión Extranjera y del Registro Nacional de
Inversiones Extranjeras;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Economics, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaría de Economía;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Agrarian, Territory and Urban Development, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaría de Desarrollo Agrario, Territorial
y Urbano;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law for Sustainable Forestry Development, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General de Desarrollo Forestal Sustentable;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Environmental
Impact Assessment, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio
Ecológico y la Protección al Ambiente en Materia de Evaluación del Impacto Ambiental;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection regarding prevention
and Control of Air Pollution, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del
Equilibrio Ecológico y la Protección al Ambiente en Materia de Prevención y Control de la Contaminación de la Atmósfera;
|
· |
Decree amending and supplementing various provisions for the Regulations of the General Law for Prevention and Integral Waste Management, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General para la Prevención y Gestión Integral de
Residuos;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Environmental
Zoning, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del Equilibrio Ecológico y
la Protección al Ambiente en Materia de Ordenamiento Ecológico;
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection regarding Emissions
to the Atmosphere and Transfer of Pollutants, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la
Ley General del Equilibrio Ecológico y la Protección al Ambiente en Materia de Registro de Emisiones y Transferencia de Contaminantes;
|
· |
Decree amending and supplementing various provisions of the Internal Regulations of the Ministry of Environment and Natural Resources, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento Interior de la Secretaría de Medio Ambiente y Recursos Naturales; and
|
· |
Decree amending and supplementing various provisions of the Regulations of the General Law of Ecological Balance and Environmental Protection on Self-Regulation
and Environmental Audits, or Decreto por el que reforman, adicionan y derogan diversas disposiciones del Reglamento de la Ley General del
Equilibrio Ecológico y la Protección al Ambiente en Materia de Autorregulación y Auditorías Ambientales
|
· |
Participation that is open to the private sector in the generation of electricity through a permit granted by CRE. Private parties may also sell the energy
generated and transmitted by CFE through commercial schemes.
|
· |
Participation of the private sector, together with CFE, in the activities of transmission and distribution through the execution of the corresponding service
contracts.
|
· |
Participation of the private sector in activities of financing, maintenance, management, operation and expansion of the power infrastructure through service
contracts with CFE, with adequate compensation.
|
· |
Transformation of the CENACE into a decentralized public body responsible for the operational control of the national electric grid, so that it is an impartial
third party (and not the CFE) that operates the wholesale electricity market, guaranteeing open access to the national electric grid, for both transmission and distribution of electric power.
|
· |
Creation of the MEM, operated by the CENACE, in which the participants carry out electric power purchase and sale transactions through contracts between the
participants in the MEM. The CENACE is now responsible for managing the supply and demand of the MEM participants, carrying out transactions and generating prices continuously. The price paid in the MEM transactions represents
a competitive price, reflecting the costs of generation and other operating costs of electricity, as well as the volume of electric power demanded and supplied in the MEM.
|
· |
Creation of the trader, under the new Electric Industry Law, as the holder of a MEM participant agreement, which purpose is to carry out trading activities
(execution of contracts for purchase and sale of electricity within the MEM, among others). The traders may sign contracts with qualified users (through the provider-trader) or execute such contracts with other traders
(non-provider trader).
|
· |
The permits granted by the CRE under the currently repealed Electricity Law, will continue in force under its terms. The holders of those permits that choose to
remain under the provisions of the Electricity Law may, at any time, transfer to the new rules.
|
· |
The Geothermal Energy Law, the purpose of which is to regulate the recognition, exploration and exploitation of geothermal resources for the use of underground
thermal energy within the limits of Mexican territory, in order to generate electricity or use it otherwise.
|
· |
The activities regulated by the Geothermal Energy Law are considered to be in the public interest and their development will have preference over activities of
other sectors when there is a conflict.
|
· |
The activities pursued under the Geothermal Energy Law will be carried out through different registries, permits, authorizations and concessions granted by the
competent authorities applicable for each case. For exploration activities, a permit will be sufficient, while for exploitation activities, a concession will be required.
|
· |
Amendment of several articles of the National Water Law, for the purpose of (i) adapting certain definitions of that law to the new definitions introduced by the
Geothermal Energy Law; (ii) including geothermal fields under regulated, prohibited or reserved zones; and (iii) establishing the obligation of requesting the relevant permits, authorizations and concessions from the National
Water Commission in order to engage in the activities of geothermal fields exploration.
|
· |
The Mexican Constitution. Pursuant to articles 25, 27 and 28 of the
Mexican Constitution, the supply of electricity, a public service in Mexico, including its generation, transmission, transformation, distribution and sale are activities expressly reserved to the Mexican federal government.
|
· |
Electricity Law. Along with its regulations, this law provides the main
legal framework through which the Mexican federal government, acting through CFE, provides the public its electricity supply, as well as the regulations applicable to power generation, sale and purchase for the private sector.
|
· |
Law of the Energy Regulatory Commission, Ley de la Comisión Reguladora de Energía. This regulates the manner in which the CRE operates.
|
· |
Resolution number RES/146/2001, issued by the CRE: Fee Calculation Methodology
for Electricity Transmission Services, Metodología para la determinación de los cargos por servicios de transmisión de energía
eléctrica. This regulation provides the mechanism pursuant to which CFE will calculate the appropriate charges for the requests of transmission services.
|
· |
Interconnection Agreement, Contrato de Interconexión, issued by the CRE.
|
· |
Transmission Agreement, Convenio de Transmisión, issued by the CRE.
|
· |
Methodology and criteria for high-efficiency cogeneration, Metodología y criterios de cogeneración eficiente
|
· |
Guidelines for the validation as high-efficiency cogeneration systems (Disposiciones para acreditar sistemas de cogeneración eficiente).
|
· |
Political Constitution of the United Mexican States (Constitución Política de
los Estados Unidos Mexicanos).
|
· |
Electric Industry Law (Ley de la Industria Eléctrica).
|
· |
Regulation of the Electric Industry Law (Reglamento de la Ley de la Industria
Eléctrica)
|
· |
Energy Regulatory Bodies Law (Ley de los Órganos Reguladores Coordinados en
Materia Energética).
|
· |
Energy Transition Law (Ley de Transición Energética).
|
· |
Federal Electricity Commission Law (Ley de la Comisión Federal de
Electricidad).
|
· |
Regulations of the Federal Electricity Commission Law (Reglamento de la Ley de
la Comisión Federal de Electricidad).
|
· |
Terms for the strict legal segregation of the Federal Electricity Commission (Términos
para la estricta separación legal de la Comisión Federal de Electricidad).
|
· |
Geothermal Energy Law (Ley de Energía Geotérmica).
|
· |
Guidelines that regulate the criteria for granting clean energy certificates (Lineamientos
que establecen los criterios para el otorgamiento de certificados de energía limpia).
|
· |
Guidelines of the Market (Bases del Mercado Eléctrico).
|
· |
Network’s Code (Código de Red).
|
· |
General Administrative Provisions that establish the terms for the operation of the Register of Qualified Users (Disposiciones administrativas de carácter general que establecen los términos para la operación y funcionamiento del registro de Usuarios Calificados).
|
· |
Resolution by means of which the Energy Regulatory Commission issues the general administrative provisions that establish the general conditions for the provision
of the energy supply (Resolución por la que la Comisión Reguladora de Energía expide las Disposiciones administrativas de carácter general que
establecen las condiciones generales para la prestación del suministro eléctrico).
|
· |
Mechanism to request the modification of the permits granted under the Electricity Public Service Law for generation permits, as well as the criteria under which
the permit holders of such regime may execute an interconnection contract while the Wholesale Electricity Market becomes effective (Mecanismo
para solicitar la modificación de los permisos otorgados bajo la Ley del Servicio Público de Energía Eléctrica por permisos con carácter único de generación, así como los criterios bajo los cuales los permisionarios de dicho
régimen podrán celebrar un contrato de interconexión en tanto entra en operación el mercado eléctrico mayorista).
|
· |
General administrative provisions for the operation of the certificate procurement system and the compliance with the clean energy obligations (Disposiciones administrativas de carácter general para el funcionamiento del sistema de gestión de certificados y cumplimiento de obligaciones de
energías limpias).
|
· |
General administrative provisions that establish the minimum requirement to be met by suppliers and qualified users participating in the Electricity Market to
acquire energy demand in terms of article 12, section XXI, of the Electricity Industry Law (Disposiciones administrativas de carácter general
que establecen el Requisito mínimo que deberán cumplir los suministradores y los usuarios calificados participantes del mercado para adquirir potencia en términos del artículo 12, fracción XXI, de la Ley de la Industria
Eléctrica).
|
· |
General administrative provisions regarding open access and provision of services in the National Transmission Network and the General Distribution Networks (Disposiciones administrativas de carácter general en materia de acceso abierto y prestación de los servicios en la Red Nacional de Transmisión y
las Redes Generales de Distribución de Energía Eléctrica).
|
· |
General administrative provisions that establish the requirements and minimum amounts of electricity coverage contracts that suppliers must hold regarding
electric power, energy demand and clean energy certificates that they will supply to the represented load centers and their verification (Disposiciones
administrativas de carácter general que establecen los requisitos y montos mínimos de contratos de cobertura eléctrica que los suministradores deberán celebrar relativos a la energía eléctrica, potencia y certificados de
energía limpia que suministrarán a los centros de carga que representen y su verificación).
|
· |
Market practice manuals;
|
• |
Market practice manuals;
|
• |
General administrative provisions issued by CRE, as applicable;
|
• |
Guidelines, criteria and operating procedures of the electricity sector;
|
• |
Mexican official standards issued by the Ministry of Energy and the Ministry of Economy (Secretaría de Economía), as applicable;
|
• |
Resolutions issued by Energy Regulatory Commission, as applicable;
|
• |
Decrees and guidelines issued by the Ministry of Energy; and
|
• |
Resolutions issued by CENACE, CRE and the Ministry of Energy.
|
•
|
Green certificates.
Producers of renewable energy receive a “green certificate” for each MWh they generate, and suppliers of energy have an obligation to purchase part of the energy that they supply from renewable sources.
|
• |
Investment grants and direct subsidies. These help defray the costs of
installing renewable energy generation plants.
|
• |
Tax exemptions or relief. These include ITCs, cash grants in lieu of tax
credits and accelerated depreciation, among others.
|
• |
System of direct support of prices. These include regulated tariffs and
premiums and involve a regulatory guarantee to purchase energy generated by a renewable energy plant for an allotted period of time at a fixed tariff per kWh, for a maximum annual number of hours, so that the producer is
ensured of a reasonable return on its investment.
|
• |
Royal Decree-law 9/2013, of July 12, containing emergency measures to guarantee the financial stability of the electricity system, referred to as Royal Decree-law
9/2013;
|
• |
Law 24/2013, of December 26, the Electricity Sector Act, referred to as the Electricity Act;
|
• |
Royal Decree 1955/2000, of December 1, regulating the activities of transmission, distribution, marketing, supply and authorisation procedures for electrical
energy facilities, referred to as Royal Decree 1955/2000.
|
• |
Royal Decree 413/2014, of June 6, regulating electricity production from renewable energy sources, combined heat and power and waste, referred to as Royal Decree
413/2014;
|
• |
Royal Decree-Law 15/2018 of 5 October on urgent measures for energy transition and consumer protection; referred to as Royal Decree-Law 15/2018.
|
• |
Ministerial Order IET/1045/2014 of June 16, published on June 20, 2014, approving the remuneration parameters for standard facilities, applicable to certain
electricity production facilities based on renewable energy, cogeneration and waste, referred to as Revenue Order;
|
• |
Ministerial Order IET/1882/2014 of October 14, published on October 16, 2014, establishing the methodology for the calculation of the electricity associated to
the gas consumption in CSP plants; and
|
• |
Ministerial Order ETU/130/2017 of February 17, published on February 22, 2017, updating the remuneration parameters for the existing standard renewable energy
facilities applicable from 1 January 2017, referred to as Updated Parameters Order.
|
• |
Priority off-take. Producers of electricity from renewable sources will
have priority over conventional generators in transmitting to off takers the energy they produce over conventional generators under equal market conditions, without prejudice to the requirements relating to the maintenance of
the reliability and safety of the national electricity system and based on transparent and non-discriminatory criteria, in terms to be determined by the Government in a regulatory manner.
|
• |
Priority of access and connection to transmission and distribution networks.
Without prejudice to the security of supply and the efficient development of the system, producers of electricity from renewable energy sources will have priority in obtaining access and connecting to the grid, subject to the
terms set forth in the regulations, on the basis of objective, transparent and non-discriminatory criteria.
|
• |
Entitlement to a specific payment scheme: In the case of existing
facilities for the production of energy from renewable energy sources for which the specific remuneration system is recognised it is stablished a remuneration system based on the necessary participation in the market of these
facilities, complemented by market income with a specific regulated remuneration that allows these technologies to compete on an equal conditions with the rest of the technologies on the market. This specific complementary
remuneration will be sufficient to reach the minimum level necessary to cover the costs and enables them to compete on a level playing field with the other, non-renewable technologies on the market while achieving a reasonable
return on investment. In case of new facilities, the Government can establish a specific remuneration and the granting of it would be via auction.
|
•
|
Offer to sell the energy they produce through the market operator even when they have not entered into a bilateral or forward contract and
so are excluded from the bidding system managed by the market operator.
|
•
|
Maintain the plant’s planned production capacity. Power lines, which include connections with the transmission or distribution network and
transformers, are considered part of the production facility.
|
•
|
Contract and pay the corresponding fees, whether directly or through their representatives, to the transmission or distribution companies
to which the renewable energy facilities are connected in order for their power to be fed into the grid.
|
• |
Having, prior to the beginning of discharge into the grid, the equipment for measuring electrical energy.
|
• |
The facilities must be registered in the Administrative Register of Electrical Energy Production Facilities under the Ministry of Industry.
|
• |
Voltage dips: all facilities or groupings of photovoltaic facilities with an installed power greater than 2 MW, in accordance with the definition of grouping,
shall be obliged to comply with the requirements for responding to voltage dips established by means of the corresponding operating procedure.
|
• |
Control centres: all facilities with installed power greater than 5 MW, and those with installed power less than or equal to 5 MW but which form part of a
grouping of the same subgroup of article 2 whose total sum of installed powers is greater than 5 MW, must be attached to a generation control centre.
|
• |
Send of telemetric measurements: all facilities producing from renewable energy sources, cogeneration and waste with installed capacity greater than 1 MW, or less
than or equal to 1 MW but which form part of a grouping of the same subgroup whose total installed capacity is greater than 1 MW, must send telemetric measurements to the system operator in real time.
|
• |
Prior Administrative authorization (Autorización Administrativa Previa),
which refers to the preliminary project of the installation as a technical document that will be processed, where appropriate, together with the environmental impact study.
|
• |
Approval of the execution project (Autorización Administrativa de Construcción),
which refers to the specific project of the facility and allows its owner to construct or establish it.
|
• |
Operating permit (Autorización Administrativa de Explotación), which,
once the project has been executed, allows the facilities to be energised and to proceed with their commercial exploitation.
|
a) |
A remuneration term per unit of installed power, which shall be called investment remuneration (Rinv) and shall be expressed in €/MW. To determine this parameter,
the standard value of the initial investment resulting from the competitive tendering procedure established to grant the specific remuneration system to each installation will be considered. For the calculation of the annual
income from the remuneration for the investment of an installation, the remuneration for the investment (Rinv) of the associated typical installation shall be multiplied by the power entitled to the specific remuneration
system, without prejudice to the correction according to the number of equivalent hours of operation.
|
b) |
A remuneration term for the operation, which shall be called remuneration for the operation (Ro) and shall be calculated in accordance with the provisions of
Article 17 of the Royal Decree 413/2014, expressed in €/MWh. In order to calculate the income from the remuneration for the operation of an installation, the remuneration for the operation (Ro) of the associated typical
installation shall be multiplied, for each settlement period, by the energy sold on the production market in any of its forms of contracting in said period, attributable to the fraction of power entitled to a specific
remuneration system, without prejudice to the correction based on the number of equivalent hours of operation.
|
a) |
Those facilities which, at the time of registration, although having recognised primary
remuneration, were not registered in the settlement system, i.e. those facilities which, although having recognised primary remuneration because they were registered in the corresponding pre-allocation register when RD-Law
9/2013 came into force, were not included in the Settlement System on 9 July 2014, as they were not operating or definitively registered in Registro de Instalaciones de Proucción en Régimen Especial (“RAIPRE”), have been registered in a pre-allocation state. In this regard, the
information contained in the remuneration pre-allocation register has been taken into account for registration.
|
b) |
Those facilities which, at the time of registration, were registered in the settlement system, i.e. operating and definitively registered in the RAIPRE on 9 July
2014, have been registered in a state of operation.
|
• |
Net investment value. This consists of a standard amount per MW for each
type of plant, calculated by the method set out in Royal Decree 413/2014, which is the amount invested in the plant and not depreciated as of July 14, 2013.
|
• |
Useful life of the plant. For solar thermal plants this is 25 years and
for fhotovoltaic plants this is 30 years.
|
• |
Return on investment. Considering the net asset value determined on the
basis of a standard cost per MW built, an amount is set per unit of power, which enables investment costs that cannot be recovered through the pool price to be recouped over the useful life of the plant.
|
• |
Operating remuneration. An amount is set per unit of power and hour
that, added to the pool price, enables the producer to recoup all the plant’s operating and maintenance costs. Operating expenses include the cost of land, electricity, gas and water bills, management, security, corrective and
preventive maintenance, representation costs, the Spanish tax on special immovable properties, insurance, applicable generation charges and a generation tax which is equal to 7% of total revenue.
|
• |
Maximum number of operating hours. A maximum number of hours is set for
which each plant type can receive the operating remuneration.
|
• |
Operating threshold. Plants must operate for more than a set number of
hours per year to receive the return on investment and operating remuneration.
|
• |
Minimum operating hours. Plants that cross the operating threshold but
operate for fewer hours than the annual minimum hours receive a lower remuneration.
|
Useful
Life(1
|
Return on
Investment
2017
(euros/MW)
|
Operating
Remuneration
2017
(euros/GWh)
|
Maximum
Hours
|
Minimum
Hours
|
Operating
Threshold
|
|||||||||||
Solaben 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
Solaben 3
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
Solacor 1
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
Solacor 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
PS 10
|
25 years
|
555,614
|
67,735
|
1,859
|
1,115
|
651
|
||||||||||
PS 20
|
25 years
|
411,953
|
61,918
|
1,859
|
1,115
|
651
|
||||||||||
Helioenergy 1
|
25 years
|
406,247
|
46,273
|
2,028
|
1,217
|
710
|
||||||||||
Helioenergy 2
|
25 years
|
406,247
|
46,273
|
2,028
|
1,217
|
710
|
||||||||||
Helios 1
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
Helios 2
|
25 years
|
411,681
|
46,474
|
2,028
|
1,217
|
710
|
||||||||||
Solnova 1
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
||||||||||
Solnova 3
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
||||||||||
Solnova 4
|
25 years
|
418,356
|
46,843
|
2,028
|
1,217
|
710
|
||||||||||
Solaben 1
|
25 years
|
408,123
|
46,342
|
2,028
|
1,217
|
710
|
||||||||||
Solaben 6
|
25 years
|
408,123
|
46,342
|
2,028
|
1,217
|
710
|
||||||||||
Seville PV
|
30 years
|
714,115
|
33,257
|
2,092
|
1,255
|
732
|
(1) |
According to the Royal Decree 413/2014.
|
• |
Appropriate profit for this specific type of renewable electricity generation and electricity generation as a whole, considering the financial condition of the
Spanish electricity system and Spanish prevailing economic conditions; and
|
• |
Borrowing costs for electricity generation companies using renewable energy sources with regulated payment systems, which are efficient and well run, within
Europe.
|
• |
For fiscal year 2018 the taxable base of the Tax on the Value of the Production of Electrical Energy will be made up of the total amount corresponding to the
taxpayer for the production and incorporation into the electrical system of electrical energy, measured in plant bars, for each installation in the tax period reduced by the remuneration corresponding to the electricity
incorporated into the system during the last calendar quarter.
|
• |
For fiscal year 2019, the taxable base of the Tax on the Value of the Production of Electrical Energy will be made up of the total amount corresponding to the
taxpayer for the production and incorporation into the electrical system of electrical energy, measured in plant bars, for each installation in the tax period reduced by the remuneration corresponding to the electricity
incorporated into the system during the first calendar quarter.
|
• |
40% of the tax base before the amortization or depreciation and before the offset of tax loss carryforwards for taxpayers (subject to requirements to keep up
employment levels); or
|
• |
20% of the tax base before the amortization or depreciation and before the offset of tax loss carryforwards for taxpayers (without employment requirements).
|
(1) |
Atlantica Yield plc directly holds one share in Palmucho and 10 shares in each of Quadra 1 and Quadra 2.
|
(2) |
ACIN directly holds one share in each of ABY Concessions Peru S.A., ATN S.A. and ATS S.A.
|
(3) |
30% is held by Itochu, a Japanese company.
|
(4) |
13% is held by JGC, a Japanese company.
|
(5) |
AEC holds 49% of Honaine and Skikda. Valoriza Agua, S.L. holds 25.5% of Honaine and 16.9% of Skikda.
|
(6) |
20% of Seville PV is held by Instituto de Diversificacion y Ahorro de la Energia, or IDEA, a Spanish state-owned company.
|
(7) |
ATN holds a 75% stake in ATS.
|
(8) |
ATN holds a 25% stake in ATN2.
|
(9) |
85.5% is held by Starwood (75%) and Abengoa (12.5%)
|
(10) |
ACTH directly holds one share in CKua1H
|
(11) |
95% is held by ACS
|
(12) |
49% held by Industrial Development Corporation, a South African Government entity
|
|
Year ended December 31,
|
||||||||||||||||||||||||
2018
|
2017
|
2016
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
357.2
|
34.2
|
%
|
$
|
332.7
|
33.0
|
%
|
$
|
337.0
|
34.7
|
%
|
||||||||||||
South America
|
123.2
|
11.8
|
%
|
120.8
|
12.0
|
%
|
118.8
|
12.2
|
%
|
|||||||||||||||
EMEA
|
563.4
|
54.0
|
%
|
554.9
|
55.0
|
%
|
516.0
|
53.1
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,043.8
|
100
|
%
|
$
|
1,008.4
|
100
|
%
|
$
|
971.8
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2018
|
2017
|
2016
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
793.5
|
76.0
|
%
|
$
|
767.2
|
76.1
|
%
|
$
|
724.3
|
74.5
|
%
|
||||||||||||
Efficient Natural Gas
|
130.8
|
12.5
|
%
|
119.8
|
11.9
|
%
|
128.1
|
13.2
|
%
|
|||||||||||||||
Electric Transmission
|
96.0
|
9.2
|
%
|
95.1
|
9.4
|
%
|
95.1
|
9.8
|
%
|
|||||||||||||||
Water
|
23.5
|
2.3
|
%
|
26.3
|
2.6
|
%
|
24.3
|
2.5
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,043.8
|
100
|
%
|
$
|
1,008.4
|
100
|
%
|
$
|
971.8
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2018
|
2017
|
2016
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
308.8
|
86.4
|
%
|
$
|
282.3
|
84.9
|
%
|
$
|
284.7
|
84.5
|
%
|
||||||||||||
South America
|
100.2
|
81.3
|
%
|
108.8
|
90.0
|
%
|
124.6
|
104.9
|
%
|
|||||||||||||||
EMEA
|
441.6
|
78.4
|
%
|
388.2
|
70.0
|
%
|
354.0
|
68.6
|
%
|
|||||||||||||||
Further Adjusted EBITDA(1)
|
$
|
850.6
|
81.5
|
%
|
$
|
779.3
|
77.3
|
%
|
$
|
763.3
|
78.5
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2018
|
2017
|
2016
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
664.4
|
83.7
|
%
|
$
|
569.2
|
74.2
|
%
|
$
|
538.4
|
74.3
|
%
|
||||||||||||
Efficient Natural Gas
|
93.9
|
71.8
|
%
|
106.1
|
88.6
|
%
|
106.5
|
83.2
|
%
|
|||||||||||||||
Electric Transmission
|
78.4
|
81.7
|
%
|
87.7
|
92.2
|
%
|
104.8
|
110.2
|
%
|
|||||||||||||||
Water
|
13.9
|
59.1
|
%
|
16.3
|
62.0
|
%
|
13.6
|
56.0
|
%
|
|||||||||||||||
Further Adjusted EBITDA(1)
|
$
|
850.6
|
81.5
|
%
|
$
|
779.3
|
77.3
|
%
|
$
|
763.3
|
78.5
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included
in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 and for the first quarter of 2017 includes
compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Further Adjusted EBITDA as an alternative to
operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance
under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties
to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA
may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
· |
We were recognized as the legal owner of the dividends that we retained from Abengoa and these amounts were recorded as Further Adjusted EBITDA in 2017 ($10.4
million) and in 2016 ($28.0 million).
|
· |
Abengoa recognized a non-contingent credit corresponding to the guarantee it provided regarding the preferred equity investment in ACBH, subject to restructuring.
On October 25, 2016, we signed Abengoa’s restructuring agreement and agreed, subject to implementation of the restructuring, to receive 30% of the amount owed to us in the form of tradable notes to be issued by Abengoa. The
remaining 70% owed to us was agreed to be received in the form of equity in Abengoa.
|
As of and for the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Renewable Energy
|
||||||||||||
MW in operation(1)
|
1,496
|
1,442
|
1,442
|
|||||||||
GWh produced(2)
|
3,058
|
3,167
|
3,087
|
|||||||||
Efficient Natural Gas
|
||||||||||||
MW in operation
|
300
|
300
|
300
|
|||||||||
GWh produced
|
2,318
|
2,372
|
2,416
|
|||||||||
Availability (%)(3)
|
99.8
|
%
|
100.5
|
%
|
99.1
|
%
|
||||||
Electric Transmission
|
||||||||||||
Miles in operation
|
1,152
|
1,099
|
1,099
|
|||||||||
Availability (%)(4)
|
99.9
|
%
|
97.9
|
%
|
100.0
|
%
|
||||||
Water
|
||||||||||||
Mft3 in operation(1)
|
10.5
|
10.5
|
10.5
|
|||||||||
Availability (%)(4)
|
102.0
|
%
|
101.8
|
%
|
101.8
|
%
|
(1) |
Represents total installed capacity in assets owned at the end of the period, regardless of our percentage of ownership in each of the assets.
|
(2) |
Includes curtailment in wind assets for which we receive compensation
|
(3) |
Electric availability refers to operational MW over contracted MW with PEMEX
|
(4) |
Availability refers to actual availability divided by contracted availability.
|
Year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
$ in millions
|
||||||||||||
Revenue
|
$
|
1,043.8
|
$
|
1,008.4
|
$
|
971.8
|
||||||
Other operating income
|
132.5
|
80.8
|
65.5
|
|||||||||
Raw materials and consumables used
|
(10.6
|
)
|
(17.0
|
)
|
(26.9
|
)
|
||||||
Employee benefit expenses
|
(15.1
|
)
|
(18.7
|
)
|
(14.8
|
)
|
||||||
Depreciation, amortization and impairment charges
|
(362.7
|
)
|
(311.0
|
)
|
(332.9
|
)
|
||||||
Other operating expenses
|
(300.0
|
)
|
(284.5
|
)
|
(260.3
|
)
|
||||||
Operating profit/(loss)
|
$
|
487.9
|
$
|
458.0
|
$
|
402.4
|
||||||
Financial income
|
36.4
|
1.0
|
3.3
|
|||||||||
Financial expense
|
(425.0
|
)
|
(463.7
|
)
|
(408.0
|
)
|
||||||
Net exchange differences
|
1.6
|
(4.1
|
)
|
(9.6
|
)
|
|||||||
Other financial income/(expense), net
|
(8.2
|
)
|
18.4
|
8.5
|
||||||||
Financial expense, net
|
$
|
(395.2
|
)
|
$
|
(448.4
|
)
|
$
|
(405.8
|
)
|
|||
Share of profit/(loss) of associates carried under the equity method
|
5.2
|
5.3
|
6.7
|
|||||||||
Profit/(loss) before income tax
|
$
|
97.9
|
$
|
14.9
|
$
|
3.4
|
||||||
Income tax
|
(42.6
|
)
|
(119.8
|
)
|
(1.7
|
)
|
||||||
Profit/(loss) for the year
|
$
|
55.3
|
$
|
(104.9
|
)
|
$
|
1.6
|
|||||
Profit/(loss) attributable to non-controlling interests
|
(13.7
|
)
|
(6.9
|
)
|
(6.5
|
)
|
||||||
Profit / (loss) for the year attributable to the parent company
|
$
|
41.6
|
$
|
(111.8
|
)
|
$
|
(4.9
|
)
|
Year ended December 31,
|
||||||||
2018
|
2017
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
59.4
|
59.7
|
||||||
Income from various services
|
73.1
|
21.1
|
||||||
Total
|
132.5
|
80.8
|
Year ended December 31,
|
||||||||||||||||
2018
|
2017
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Leases and fees
|
1.7
|
0.2
|
%
|
6.6
|
0.7
|
%
|
||||||||||
Operation and maintenance
|
145.8
|
13.8
|
%
|
129.9
|
12.9
|
%
|
||||||||||
Independent professional services
|
43.2
|
4.1
|
%
|
36.2
|
3.6
|
%
|
||||||||||
Supplies
|
26.0
|
2.3
|
%
|
20.4
|
2.0
|
%
|
||||||||||
Insurance
|
24.2
|
2.6
|
%
|
24.3
|
2.4
|
%
|
||||||||||
Levies and duties
|
37.5
|
3.5
|
%
|
52.4
|
5.2
|
%
|
||||||||||
Other expenses
|
21.6
|
2.0
|
%
|
14.7
|
1.5
|
%
|
||||||||||
Total
|
300.0
|
28.7
|
%
|
284.5
|
28.2
|
%
|
Year ended December 31,
|
||||||||
Financial income and financial expense
|
2018
|
2017
|
||||||
$ in millions
|
||||||||
Financial income
|
36.4
|
1.0
|
||||||
Financial expense
|
(425.0
|
)
|
(463.7
|
)
|
||||
Net exchange differences
|
1.6
|
(4.1
|
)
|
|||||
Other financial income/(expense), net
|
(8.2
|
)
|
18.4
|
|||||
Financial expense, net
|
(395.2
|
)
|
(448.4
|
)
|
Year ended December 31,
|
||||||||
Financial expense
|
2018
|
2017
|
||||||
$ in millions
|
||||||||
Expenses due to interest:
|
||||||||
Loans with credit entities
|
(256.7)
|
(253.7
|
)
|
|||||
Other debts
|
(100.1)
|
(137.6
|
)
|
|||||
Interest rates losses derivatives: cash flow hedges
|
(68.2)
|
(72.4
|
)
|
|||||
Total
|
(425.0)
|
(463.7
|
)
|
Year ended December 31,
|
||||||||
Other financial income/(expense), net
|
2018
|
2017
|
||||||
$ in millions
|
||||||||
Dividend from ACBH
|
-
|
10.4
|
||||||
Other financial income
|
14.4
|
28.8
|
||||||
Other financial losses
|
(22.6)
|
(20.8
|
)
|
|||||
Total
|
(8.2)
|
18.4
|
Year ended December 31,
|
||||||||
2017
|
2016
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
59.7
|
59.1
|
||||||
Income from various services
|
21.1
|
6.4
|
||||||
Total
|
80.8
|
65.5
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Leases and fees
|
6.6
|
0.7
|
%
|
5.3
|
0.5
|
%
|
||||||||||
Operation and maintenance
|
129.9
|
12.9
|
%
|
133.3
|
13.7
|
%
|
||||||||||
Independent professional services
|
36.2
|
3.6
|
%
|
30.5
|
3.2
|
%
|
||||||||||
Supplies
|
20.4
|
2.0
|
%
|
17.2
|
1.8
|
%
|
||||||||||
Insurance
|
24.3
|
2.4
|
%
|
23.4
|
2.4
|
%
|
||||||||||
Levies and duties
|
52.4
|
5.2
|
%
|
44.5
|
4.6
|
%
|
||||||||||
Other expenses
|
14.7
|
1.5
|
%
|
6.2
|
0.6
|
%
|
||||||||||
Total
|
284.5
|
28.2
|
%
|
260.3
|
26.8
|
%
|
Year ended December 31,
|
||||||||
Financial income and financial expense
|
2017
|
2016
|
||||||
$ in millions
|
||||||||
Financial income
|
1.0
|
3.3
|
||||||
Financial expense
|
(463.7
|
)
|
(408.0
|
)
|
||||
Net exchange differences
|
(4.1
|
)
|
(9.6
|
)
|
||||
Other financial income/(expense), net
|
18.4
|
8.5
|
||||||
Financial expense, net
|
(448.4
|
)
|
(405.8
|
)
|
Year ended December 31,
|
||||||||
Financial expense
|
2017
|
2016
|
||||||
$ in millions
|
||||||||
Expenses due to interest:
|
||||||||
Loans with credit entities
|
(253.7
|
)
|
(242.9
|
)
|
||||
Other debts
|
(137.6
|
)
|
(91.0
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(72.4
|
)
|
(74.1
|
)
|
||||
Total
|
(463.7
|
)
|
(408.0
|
)
|
Year ended December 31,
|
||||||||
Other financial income/(expense), net
|
2017
|
2016
|
||||||
$ in millions
|
||||||||
Dividend from ACBH
|
10.4
|
28.0
|
||||||
Other financial income
|
28.8
|
13.0
|
||||||
Impairment preferred equity investment in ACBH
|
-
|
(22.1
|
)
|
|||||
Other financial losses
|
(20.8
|
)
|
(10.4
|
)
|
||||
Total
|
18.4
|
8.5
|
Year ended December 31,
|
||||||||||||||||
2018
|
2017
|
|||||||||||||||
Revenue by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
357.2
|
34.2
|
%
|
332.7
|
33.0
|
%
|
||||||||||
South America
|
123.2
|
11.8
|
%
|
120.8
|
12.0
|
%
|
||||||||||
EMEA
|
563.4
|
54.0
|
%
|
554.9
|
55.0
|
%
|
||||||||||
Total revenue
|
1,043.8
|
100.0
|
%
|
1,008.4
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2018
|
2017
|
|||||||||||||||
Further Adjusted EBITDA by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
308.8
|
86.4
|
%
|
282.3
|
84.9
|
%
|
||||||||||
South America
|
100.2
|
81.3
|
%
|
108.8
|
90.0
|
%
|
||||||||||
EMEA
|
441.6
|
78.4
|
%
|
388.2
|
70.0
|
%
|
||||||||||
Further Adjusted EBITDA(1)
|
850.6
|
81.5
|
%
|
779.3
|
77.3
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included
in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the first quarter of 2017 includes compensation received from Abengoa in lieu of
ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of
our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting
principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted
EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our
historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by geography
|
2018
|
2017
|
||||||
North America (GWh)
|
3,700
|
3,695
|
||||||
South America (miles in operation)
|
1,152
|
1,099
|
||||||
South America (GWh)
|
340
|
325
|
||||||
EMEA (GWh)
|
1,326
|
1,519
|
||||||
EMEA (capacity in M ft3
per day)
|
10.5
|
10.5
|
Revenue by business sector
|
Year ended December 31,
|
|||||||||||||||
2018
|
2017
|
|||||||||||||||
Revenue by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
793.5
|
76.0
|
%
|
767.2
|
76.1
|
%
|
||||||||||
Efficient natural gas
|
130.8
|
12.5
|
%
|
119.8
|
12.0
|
%
|
||||||||||
Electric transmission lines
|
96.0
|
9.2
|
%
|
95.1
|
9.4
|
%
|
||||||||||
Water
|
23.5
|
2.3
|
%
|
26.3
|
2.6
|
%
|
||||||||||
Total revenue
|
1,043.8
|
100.0
|
%
|
1,008.4
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2018
|
2017
|
|||||||||||||||
Further Adjusted EBITDA by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
664.4
|
83.7
|
%
|
569.2
|
74.2
|
%
|
||||||||||
Efficient natural gas
|
93.9
|
71.8
|
%
|
106.1
|
88.6
|
%
|
||||||||||
Electric transmission lines
|
78.4
|
81.7
|
%
|
87.7
|
92.2
|
%
|
||||||||||
Water
|
13.9
|
59.1
|
%
|
16.3
|
62.0
|
%
|
||||||||||
Further Adjusted EBITDA(1)
|
850.6
|
81.5
|
%
|
779.3
|
77.3
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included
in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the first quarter of 2017 includes compensation received from Abengoa in lieu of
ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of
our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting
principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted
EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our
historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2018
|
2017
|
||||||
Renewable energy (GWh)
|
3,049
|
3,167
|
||||||
Efficient natural gas (GWh)
|
2,318
|
2,372
|
||||||
Electric transmission lines (miles in operation)
|
1,152
|
1,099
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Revenue by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
332.7
|
33.0
|
%
|
337.0
|
34.7
|
%
|
||||||||||
South America
|
120.8
|
12.0
|
%
|
118.8
|
12.2
|
%
|
||||||||||
EMEA
|
554.9
|
55.0
|
%
|
516.0
|
53.1
|
%
|
||||||||||
Total revenue
|
1,008.4
|
100.0
|
%
|
971.8
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Further Adjusted EBITDA by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
282.3
|
84.9
|
%
|
284.7
|
84.5
|
%
|
||||||||||
South America
|
108.8
|
90.0
|
%
|
124.6
|
104.9
|
%
|
||||||||||
EMEA
|
388.2
|
70.0
|
%
|
354.0
|
68.6
|
%
|
||||||||||
Further Adjusted EBITDA(1)
|
779.3
|
77.3
|
%
|
763.3
|
78.5
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent company, after adding back loss/(profit) attributable to
non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net, depreciation, amortization and impairment charges of entities included
in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the year ended December 31, 2016 and for the first quarter of 2017 includes
compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB, and you should not consider Further Adjusted EBITDA as an alternative to
operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance
under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties
to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Further Adjusted EBITDA
may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by geography
|
2017
|
2016
|
||||||
North America (GWh)
|
3,695
|
3,684
|
||||||
South America (miles in operation)
|
1,099
|
1,099
|
||||||
South America (GWh)
|
325
|
296
|
||||||
EMEA (GWh)
|
1,519
|
1,523
|
||||||
EMEA (capacity in M ft3
per day)
|
10.5
|
10.5
|
Revenue by business sector
|
Year ended December 31,
|
|||||||||||||||
2017
|
2016
|
|||||||||||||||
Revenue by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
767.2
|
76.1
|
%
|
724.3
|
74.5
|
%
|
||||||||||
Efficient natural gas
|
119.8
|
12.0
|
%
|
128.1
|
13.2
|
%
|
||||||||||
Electric transmission lines
|
95.1
|
9.4
|
%
|
95.1
|
9.8
|
%
|
||||||||||
Water
|
26.3
|
2.6
|
%
|
24.3
|
2.5
|
%
|
||||||||||
Total revenue
|
1,008.4
|
100.0
|
%
|
971.8
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2017
|
2016
|
|||||||||||||||
Further Adjusted EBITDA by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
569.2
|
74.2
|
%
|
538.4
|
74.3
|
%
|
||||||||||
Efficient natural gas
|
106.1
|
88.6
|
%
|
106.5
|
83.2
|
%
|
||||||||||
Electric transmission lines
|
87.7
|
92.2
|
%
|
104.8
|
110.2
|
%
|
||||||||||
Water
|
16.3
|
62.0
|
%
|
13.6
|
56.0
|
%
|
||||||||||
Further Adjusted EBITDA(1)
|
779.3
|
77.3
|
%
|
763.3
|
78.5
|
%
|
(1) |
Further Adjusted EBITDA is calculated as profit/(loss) for the year attributable to the parent
company, after adding back loss/(profit) attributable to non-controlling interest from continued operations, income tax, share of profit/(loss) of associates carried under the equity method, finance expense net,
depreciation, amortization and impairment charges of entities included in the Annual Consolidated Financial Statements, and dividends received from our preferred equity investment in ACBH. Further Adjusted EBITDA for the
year ended December 31, 2016 and for the first quarter of 2017 includes compensation received from Abengoa in lieu of ACBH dividends. Further Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB,
and you should not consider Further Adjusted EBITDA as an alternative to operating income or profits or as a measure of our operating performance, cash flows from operating, investing and financing activities or as a measure
of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe that Further Adjusted EBITDA is a useful indicator of our ability to incur and service our
indebtedness and can assist securities analysts, investors and other parties to evaluate us. Further Adjusted EBITDA and similar measures are used by different companies for different purposes and are often calculated in
ways that reflect the circumstances of those companies. Further Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Presentation of
Financial Information—Non-GAAP Financial Measures.”
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2017
|
2016
|
||||||
Renewable energy (GWh)
|
3,167
|
3,087
|
||||||
Efficient natural gas (GWh)
|
2,372
|
2,416
|
||||||
Electric transmission lines (miles in operation)
|
1,099
|
1,099
|
· |
debt service requirements on our existing and future debt;
|
· |
cash dividends to investors; and
|
· |
acquisitions of new companies and operations (see “Item 4.B—Business Overview—Our Business
Strategy”).
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
||||||||||||||||
$ in millions
|
||||||||||||||||||||
North America
|
$
|
1,726.0
|
$
|
72.3
|
$
|
156.2
|
$
|
190.4
|
$
|
1,307.0
|
||||||||||
South America
|
900.8
|
36.1
|
61.9
|
75.2
|
727.7
|
|||||||||||||||
EMEA
|
2,464.3
|
156.1
|
307.5
|
360.6
|
1,640.1
|
|||||||||||||||
Total project debt
|
$
|
5,091.1
|
$
|
264.5
|
$
|
525.6
|
$
|
626.2
|
$
|
3,674.8
|
||||||||||
Corporate debt
|
$
|
684.1
|
$
|
268.9
|
$
|
107.6
|
$
|
205.3
|
$
|
102.3
|
||||||||||
Total
|
$
|
5,775.2
|
$
|
533.4
|
$
|
633.2
|
$
|
831.5
|
$
|
3,777.1
|
Repayment schedule by business sector
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
|||||||||||||||
$ in millions
|
||||||||||||||||||||
Renewable energy
|
$
|
3,868.6
|
$
|
211.0
|
$
|
413.2
|
$
|
488.2
|
$
|
2.756.3
|
||||||||||
Efficient natural gas
|
545.1
|
24.7
|
61.5
|
76.8
|
382.1
|
|||||||||||||||
Electric transmission
|
647.8
|
23.8
|
40.5
|
50.0
|
533.5
|
|||||||||||||||
Water
|
29.6
|
5.0
|
10.4
|
11.2
|
2.9
|
|||||||||||||||
Total project debt
|
$
|
5,091.1
|
$
|
264.5
|
$
|
525.6
|
$
|
626.2
|
$
|
3.674.8
|
||||||||||
Corporate debt
|
$
|
684.1
|
$
|
268.9
|
$
|
107.6
|
$
|
205.3
|
$
|
102.3
|
||||||||||
Total
|
$
|
5,775.2
|
$
|
533.4
|
$
|
633.2
|
$
|
831.5
|
$
|
3,777.1
|
· |
On February 27, 2018, our board of directors approved a dividend of $0.31 per share. The dividend was paid on March 27, 2018, to shareholders of record as of
March 19, 2018.
|
· |
On May 11, 2018, our board of directors approved a dividend of $0.32 per share. The dividend was paid on June 15, 2018 to shareholders of record as of May 31,
2018.
|
· |
On July 31, 2018, our board of directors approved a dividend of $0.34 per share. The dividend was paid on September 15, 2018, to shareholders of record as of
August 31, 2018.
|
· |
On October 31, 2018, our board of directors approved a dividend of $0.36 per. The dividend was paid on December 14, 2018, to shareholders of record as of November
30, 2018.
|
· |
On February 26, 2019, our board of directors approved a dividend of $0.37 per share, which represents an increase of 19% from the fourth quarter of 2017. The
dividend is expected to be paid on March 22, 2019, to shareholders of record as of March 12, 2019.
|
Year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
$ in millions
|
||||||||||||
Gross cash flows from operating activities
|
||||||||||||
Profit/(loss) for the year
|
$
|
55.3
|
$
|
(104.9
|
)
|
$
|
1.6
|
|||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
697.6
|
848.8
|
664.8
|
|||||||||
Profit for the year adjusted by non-monetary items
|
$
|
752.9
|
$
|
743.9
|
$
|
666.4
|
||||||
Net interest/taxes paid
|
(333.5
|
)
|
(349.5
|
)
|
(334.0
|
)
|
||||||
Variations in working capital
|
(18.4
|
)
|
(8.8
|
)
|
2.0
|
|||||||
Total net cash flow provided by/(used in) operating activities
|
$
|
401.0
|
$
|
385.6
|
$
|
334.4
|
||||||
Net cash flows from investing activities
|
||||||||||||
Investments in entities under equity method
|
4.4
|
3.0
|
5.0
|
|||||||||
Investments in contracted concessional assets(1)
|
68.0
|
30.1
|
(6.0
|
)
|
||||||||
Other non-current assets/liabilities
|
(16.7
|
)
|
8.2
|
(3.6
|
)
|
|||||||
Acquisitions / sales of subsidiaries and other financial instruments
|
(70.6
|
)
|
30.1
|
(21.7
|
)
|
|||||||
Total net cash flows provided by/(used in) investing activities
|
$
|
(14.9
|
)
|
$
|
71.4
|
$
|
(26.3
|
)
|
||||
Net cash flows provided by/(used in) financing activities
|
$
|
(405.2
|
)
|
$
|
(416.3
|
)
|
$
|
(226.1
|
)
|
|||
Net increase in cash and cash equivalents
|
(19.1
|
)
|
40.7
|
82.0
|
||||||||
Cash, cash equivalents and bank overdraft at beginning of the year
|
669.4
|
594.8
|
514.7
|
|||||||||
Translation differences cash or cash equivalents
|
(18.8
|
)
|
33.9
|
(1.9
|
)
|
|||||||
Cash and cash equivalents at the end of the period
|
$
|
631.5
|
$
|
669.4
|
$
|
594.8
|
(1) |
Includes proceeds for $72.6 million and investments for $4.6 million in 2018 and proceeds for $42.5 million and investments for $12.4 million in 2017. See note 6
of the Annual Consolidated Financial Statements.
|
· |
Contracted concessional agreements and PPAs;
|
· |
Impairment of intangible assets and property, plants and equipment;
|
· |
Assessment of control;
|
· |
Derivative financial instruments and fair value estimates; and
|
· |
Income taxes and recoverable amount of deferred tax assets.
|
· |
Revenues from the updated annual revenue for the contracted concession, as well as operations and maintenance services are recognized in each period according to
IFRS 15 “Revenue from contracts with customers”
|
· |
Operating and maintenance costs and general overheads and administrative costs are recorded in accordance with the nature of the cost incurred (amount due) in
each period.
|
· |
Financing costs are expensed as incurred.
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. We calculates PD based on Credit Default Swaps spreads
(“CDS”);
|
- |
the Exposure at Default (“EAD”) is an estimate of the exposure at a future default date;
|
- |
the Loss Given Default (“LGD”) is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the
contractual cash flows due and those that we would expect to receive. It is expressed as a percentage of the EAD.
|
· |
There are sufficient taxable temporary differences relating to the same tax authority, and the same taxable entity is expected to reverse either in the same
period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward.
|
· |
It is probable that the taxable entity will have sufficient taxable profit, relating to the same tax authority and the same taxable entity, in the same period as
the reversal of the deductible temporary difference (or in the periods into which a tax loss arising from the deferred tax asset can be carried back or forward).
|
· |
Tax planning opportunities are available to the entity that will create taxable profit in appropriate periods.
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
||||||||||||||||
$ in millions
|
||||||||||||||||||||
Corporate debt
|
$
|
684.1
|
$
|
268.9
|
$
|
107.6
|
$
|
205.3
|
$
|
102.4
|
||||||||||
Loans with credit institutions (project debt)
|
4,314.3
|
233.2
|
476.2
|
571.4
|
3,033.5
|
|||||||||||||||
Notes and bonds (project debt)
|
776.8
|
31.2
|
49.5
|
54.9
|
641.2
|
|||||||||||||||
Purchase commitments
|
3,082.5
|
131.4
|
264.5
|
259.8
|
2,426.8
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,743.1
|
315,0
|
565.0
|
492.9
|
1,370.2
|
Name
|
Position
|
Year of birth
|
||
Daniel Villalba
|
Director and Chairman of the Board
|
1947
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
Ian Robertson
|
Director
|
1959
|
||
Christopher Jarratt
|
Director
|
1958
|
||
Jackson Robinson
|
Director
|
1942
|
||
Robert Dove
|
Director
|
1954
|
||
Andrea Brentan
|
Director
|
1949
|
||
Francisco J. Martinez
|
Director
|
1958
|
Name
|
Position
|
Year of birth
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
Francisco Martinez-Davis
|
Chief Financial Officer
|
1963
|
||
Emiliano Garcia
|
Vice President North America
|
1968
|
||
Antonio Merino
|
Vice President South America
|
1967
|
||
David Esteban
|
Vice President EMEA
|
1979
|
||
Irene M. Hernandez
|
General Counsel and Chief of Compliance
|
1980
|
||
Stevens C. Moore
|
Vice President Strategy and Corporate Development
|
1973
|
Share Options
|
Restricted Stock Units
|
|||
Nature
|
Option cost shall be calculated by a third party using the Black-scholes or some other accepted methodology.
|
Conditions shall be based on continuing employment (or other service relationship) and/or achievement of a minimum 5%
average annual total shareholders return (“TSR”).
|
||
Exercisability and vesting period
|
One-third of the total number of options awarded shall vest on each anniversary of the date upon which an award was
granted.
The Company will decide at vesting if cash or shares are given as payment.
|
The shares will vest on the third anniversary of the grant date but only if the total annual shareholders return
(“TSR”) has been at least a 5% yearly average over such 3-year period.
|
||
Ownership and dividends
|
The participant shall have the rights of a shareholder only as to shares acquired upon the exercise of an option and
not as to unexercised options.
Until the Shares are issued or transferred, no right to vote at any meeting or to receive dividends or any other rights
as a shareholder shall exist.
|
The participant will be entitled to receive, for each share unit, a payment equivalent to the amount of any dividend or
distribution paid on one share between the grant date and the date on which the share unit vests.
|
Directors, Remuneration for the year ended December 31, 2018
|
||||||||||||||||||||||||
Salary
and
Fees
|
All
Taxable
Benefits
|
Annual
Bonuses
|
2016-2018
LTIP
|
Pension
|
Total
|
|||||||||||||||||||
(in thousands of U.S. dollars)
|
||||||||||||||||||||||||
Santiago Seage
|
767.8
|
-
|
992.2 | 751.1 | (1) |
-
|
2,511.1 | |||||||||||||||||
Daniel Villalba
|
160.0
|
-
|
-
|
-
|
-
|
160.0
|
||||||||||||||||||
Jackson Robinson
|
118.3
|
-
|
-
|
-
|
-
|
118.3
|
||||||||||||||||||
Robert Dove
|
118.3
|
-
|
-
|
-
|
-
|
118.3
|
||||||||||||||||||
Andrea Brentan
|
114.2
|
-
|
-
|
-
|
-
|
114.2
|
||||||||||||||||||
Francisco J. Martinez
|
120.4
|
-
|
-
|
-
|
-
|
120.4
|
||||||||||||||||||
Total
|
1,399.0
|
-
|
992.2 |
751.1 |
-
|
3,142.3
|
Directors, Remuneration for the year ended December 31, 2017
|
||||||||||||||||||||||||
Salary and
Fees
|
All
Taxable
Benefits
|
Annual
Bonuses
|
2016-2018
LTIP
|
Pension
|
Total
|
|||||||||||||||||||
(in thousands of U.S. dollars)
|
||||||||||||||||||||||||
Santiago Seage
|
677.8
|
-
|
924.2
|
-
|
-
|
1,602.0
|
||||||||||||||||||
Daniel Villalba
|
135.0
|
-
|
-
|
-
|
-
|
135.0
|
||||||||||||||||||
Jack Robinson
|
100.0
|
-
|
-
|
-
|
-
|
100.0
|
||||||||||||||||||
Enrique Alarcon(1)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Eduardo Kausel(1)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Juan del Hoyo(1)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Robert Dove(2)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Andrea Brentan(2)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Francisco J. Martinez(2)
|
50.0
|
-
|
-
|
-
|
-
|
50.0
|
||||||||||||||||||
Total
|
1,212.8
|
-
|
924.2
|
-
|
-
|
2,137.0
|
(1) |
Resigned on June 23, 2017. |
(2) |
Appointed on June 23, 2017. |
Percentage
weight
|
Achievement
|
||
· CAFD (cash available for distribution) – Equal or Higher than $170 million
|
50%
|
100.8% |
|
· EBITDA – Equal or Higher than $782 million
|
10%
|
109.0%
|
|
· Present and close value creating and accretive investment opportunities
|
15%
|
100.0%
|
|
· Achieve health and safety targets - (Loss Time Injury frequency index below 5.2 and General frequency index below 16.4) based on reliable targets and consistent measure metrics
|
10%
|
120.0%
|
|
· Improve the technical performance of Solana and Kaxu as per approved plan
|
10%
|
85.0%
|
|
· Prepare and implement a complete succession plan
|
5%
|
100.0%
|
Year
|
Bonus
|
LTIP awards
|
|||||
(In thousands of U.S. Dollars) | |||||||
Total Pay |
Percentage of
maximum
|
Amount of
bonus
|
Percentage of
maximum
|
Value
|
|||
2018
|
2,511.1 |
101.8% |
992.2 |
21.95%
|
751.1
|
||
2017
|
1,602.0 |
96.25%
|
924.2
|
-
|
-
|
||
2016
|
1,499.4 |
100%
|
940.5
|
-
|
-
|
||
2015
|
1,597.6(1) |
-
|
-
|
-
|
-
|
||
2014
|
174.1 |
-
|
-
|
-
|
-
|
||
(1) Includes €1,189.50 thousand termination payment received by Mr. Garoz after leaving the Company in November 25
2015. |
|||||||
Element of remuneration
|
Percentage change for Chief
Executive Officer
|
Percentage change for
employees
|
|
Salary
|
8.3%
|
4.7%
|
|
Benefits
|
n/a
|
n/a
|
|
Bonus
|
5.8%
|
7.5%
|
€ in million
|
Amount in
2018
|
Amount in
2017
|
Difference
|
|
Spend on pay for all employees of the group
|
12.8
|
16.7
|
(3.9)
|
|
Total remuneration of directors
|
2.7
|
1.9
|
0.8 | |
Dividends paid (*)
|
112.8
|
84.0
|
28.8
|
|
(*) Dividend paid does not include amounts retained to Abengoa.
|
Percentage
weight
|
|
· CAFD (cash available for distribution) – Equal or higher than $190 million
|
40%
|
· EBITDA– Equal or Higher than $827 million
|
10%
|
· Present and close value creating and accretive investment opportunities
|
15%
|
· Achieve health and safety targets - (Frequency with Leave / Lost Time Index below 4.5 and General frequency index below 13.8) based on reliable targets and consistent measure
metrics
|
10%
|
· Implement the succession plan
|
5%
|
· Lead the works of the strategic review and plan |
20% |
§ | Minimum: |
fixed remuneration only |
§ | Target: |
fixed remuneration plus half of maximum annual bonus |
§ | Maximum: |
fixed remuneration plus maximum annual bonus |
€ thousand
|
2018
|
2017
|
||
· Short-term
employee benefits
|
3,648.8
|
3,472.8
|
||
· LTIP Awards
|
1,152.6
|
-
|
||
· Post-employment
benefits
|
-
|
-
|
||
· Other
long-term benefits
|
-
|
-
|
||
· Termination
benefits
|
-
|
-
|
||
· Share-based
payment
|
-
|
-
|
||
Total
|
4,801.4
|
3,472.8
|
Name
|
Position
|
|
Francisco J. Martinez
|
Chairman
|
|
Daniel Villalba
|
Member
|
|
Jackson Robinson
|
Member
|
Name
|
Position
|
|
Robert Dove
|
Chairman
|
|
Daniel Villalba
|
Member
|
|
Ian Robertson
|
Member
|
Name
|
Position
|
|
Jackson Robinson
|
Chairman
|
|
Andrea Brentan
|
Member
|
|
Christopher Jarratt
|
Member
|
Name
|
Position
|
|
Daniel Villalba
|
Chairman
|
|
Jackson Robinson
|
Member
|
|
Andrea Brentan
|
Member
|
|
Robert Dove
|
Member
|
|
Francisco Jose Martinez
|
Member
|
Name
|
Position
|
|
Robert Dove
|
Chairman
|
|
Daniel Villalba
|
Member
|
|
Andrea Brentan
|
Member
|
|
Santiago Seage
|
Member
|
Year ended December 31,
|
||||||||||||
Geography
|
2018
|
2017(1)
|
2016(1)
|
|||||||||
EMEA
|
53
|
56
|
53
|
|||||||||
North America
|
31
|
28
|
28
|
|||||||||
South America
|
37
|
15
|
9
|
|||||||||
Corporate
|
96
|
86
|
85
|
|||||||||
Total
|
217
|
185
|
175
|
(1) |
Prior period numbers have been adjusted to conform current calculation method.
|
· |
each of our directors and executive officers;
|
· |
our directors and executive officers as a group; and
|
· |
each person known to us to beneficially own 5% and more of our ordinary shares.
|
Name
|
Ordinary
Shares
Beneficially
Owned
|
Percentage
|
||||||
Directors and Officers
|
||||||||
Daniel Villalba
|
60,000
|
-
|
||||||
Santiago Seage
|
20,000
|
-
|
||||||
Jackson Robinson
|
8,647
|
-
|
||||||
Robert Dove
|
10,347
|
-
|
||||||
Francisco J. Martinez
|
5,700
|
-
|
||||||
Ian Robertson
|
2,500
|
-
|
||||||
Andrea Brentan
|
1,300
|
-
|
||||||
All Directors and executive officers as group
|
108,494
|
-
|
||||||
5% Beneficial Owners
|
||||||||
Algonquin (AY Holdco) B.V. (1)
|
41,557,663
|
41.5
|
%
|
|||||
Morgan Stanley (2)
|
6,582,577
|
6.5
|
%
|
(1)
|
This information is based solely on the Schedule 13D filed on February 15, 2019 by Algonquin Power & Utilities Corp., a
corporation incorporated under the laws of Canada, and Algonquin (AY Holdco) B.V., a corporation incorporated under the laws of the Netherlands, and AAGES (AY Holdings) B.V., a corporation incorporated under the laws of the
Netherlands.
|
(2)
|
This information is based solely on the Schedule 13G filed on February 12, 2019 by Morgan Stanley and Morgan
Stanley Investment Management Inc., corporations incorporated under the laws of Delaware. The registered address of both Morgan Stanley and Morgan Stanley Investment Management, Inc. is 1585 Broadway New York, NY 10036.
|
· |
Term. Contract terms range from 20 to 30 years,
typically mirroring the duration of financing contracts. The only exceptions are ATN, ATS, ATN2, Solaben 2/3 and Solacor 1/2 which are subject to shorter terms, with renewal clauses (as applicable).
|
· |
Services. Contracts typically cover all day-to-day operation and maintenance services, including procurement of equipment, scheduling and performance of maintenance,
operation of the facility, training and supervision of personnel, as well as compliance with laws and regulations, safety and security programs, environmental services and technical reporting.
|
· |
Termination. Typically, either party may
terminate the agreement upon default by the counterparty. The relevant project-level company that owns the asset can typically terminate due to payment default, winding-up of the operator, failure of the operator to
perform material obligations, termination of the PPA and, in some cases, for failure to reach certain performance ratios, the imposition of fines or penalties in excess of certain threshold amounts or force majeure. The
operator can typically terminate in the event of payment default, winding-up of the project-level company, failure of the project-level company to perform material obligations and, in some cases, force majeure. Some
projects allow termination by us at certain points in time.
|
· |
Compensation. Operation and maintenance
contracts in Solana and Mojave provide for a fixed fee of approximately $500,000 per plant per year, which is indexed to U.S. CPI and a variable fee paid in periods in which net operating profit exceeds the target. In
addition, the operator is entitled to reimbursement of certain costs. In other projects, including ATN, ATS and each of our solar power assets in Spain, the operation and maintenance contract provides for an all-in fee
under which the operator must bear substantially all costs for the operation and maintenance of the plant.
|
· |
The amount of our quarterly cash available for distribution could be impacted by restrictions on cash distributions contained in our project-level financing
arrangements, which require that our project-level subsidiaries comply with certain financial tests and covenants in order to make such cash distributions. Generally, these restrictions limit the frequency of permitted
cash distributions to semi-annual or annual payments, and prohibit distributions unless specified debt service coverage ratios, historical and/or projected, are met. See the sub-sections entitled “—Project Level Financing”
under the individual project descriptions in “Item 4.B—Business Overview—Our Operations.” When forecasting cash available for distribution and dividend payments we have aimed to take these restrictions into consideration,
but we cannot guarantee future dividends. In addition, restrictions or delays on cash distributions could also happen if our project finance arrangements are under an event of default. On January 29, 2019, PG&E, the
off-taker for Atlantica Yield with respect to the Mojave plant, filed for reorganization under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Northern District of California. This situation could
cause, among other consequences, restrictions to make cash distributions to the holding company. See “Item 3.D— Risk Factors. —Counterparties to our offtake agreements may not fulfill their obligations and, as our
contracts expire, we may not be able to replace them with agreements on similar terms in light of increasing competition in the markets in which we operate”.
|
· |
Additionally, indebtedness we have incurred under the 2019 Notes, the Revolving Credit Facility and the Note Issuance Facility contain, among other covenants,
certain financial incurrence and maintenance covenants, as applicable. See “Item 5.B—Liquidity and Capital Resources—Financing Arrangements.” In addition, we may incur debt in the future to acquire new projects, the terms
of which will likely require commencement of commercial operations prior to our ability to receive cash distributions from such acquired projects. These agreements likely will contain financial tests and covenants that our
subsidiaries must satisfy prior to making distributions. Should we or any of our project-level subsidiaries be unable to satisfy these covenants or if any of us are otherwise in default under such facilities, we may be
unable to receive sufficient cash distributions to pay our stated quarterly cash dividends notwithstanding our stated cash dividend policy. See the “Project Level Financing” descriptions contained in “Item 4.B—Business
Overview—Our Operations” for a description of such restrictions.
|
· |
We and our board of directors have the authority to establish cash reserves for the prudent conduct of our business and for future cash dividends to our
shareholders, and the establishment of or increase in those reserves could result in a reduction in cash dividends from levels we currently anticipate pursuant to our stated cash dividend policy. These reserves may account
for the fact that our project-level cash flows may vary from year to year based on, among other things, changes in prices under offtake agreements, operational costs and other project contracts, compliance with the terms
of project debt including debt repayment schedules, the transition to market or recontracted pricing following the expiration of offtake agreements, working capital requirements and the operating performance of the assets.
Our board of directors may increase reserves to account for the seasonality that has historically existed in our assets’ cash flows and the variances in the pattern and frequency of distributions to us from our assets
during the year. Furthermore, our board of directors may in the future increase reserves in light of the uncertainty associated with potential negative outcomes resulting from PG&E bankruptcy filing on January 29,
2019, including a potential event of default under the Mojave project finance agreement. If not cured or waived, an event of default in the project finance could result in debt acceleration and, if such amounts were not
timely paid, the DOE could decide to foreclose on the asset. If not cured or waived, an event of default could also result in restrictions to make cash distributions from Mojave to the holding level. See “Item 3.D— Risk Factors—Counterparties to our offtake agreements may not fulfill their obligations and, as our contracts expire, we may not be able to
replace them with agreements on similar terms in light of increasing competition in the markets in which we operate”. Our board of directors may increase reserves in light of the uncertainty associated with Abengoa’s
financial condition to account for potential costs that we may incur or limitations that may be imposed upon us as a result of cross-defaults under our Kaxu project financing arrangements.
|
· |
We may lack sufficient cash to pay dividends to our shareholders due to cash flow shortfalls attributable to a number of operational, commercial or other
factors, including low availability, unexpected operating interruptions, legal liabilities, costs associated with governmental regulation, changes in governmental subsidies, changes in regulation, as well as increases in
our operating and/or general and administrative expenses, principal and interest payments on our and our subsidiaries’ outstanding debt, income tax expenses, failure of Abengoa to comply with its obligations under the
agreements in place, working capital requirements or anticipated cash needs at our project-level subsidiaries. See “Item 3.D—Risk Factors” for more information on the risks to which our business is subject.
|
· |
We may pay cash to our shareholders via capital reduction in lieu of dividends in some years.
|
· |
Our project companies’ cash distributions to us (in the form of dividends or other forms of cash distributions such as shareholder loan repayments) and, as a
result, our ability to pay or grow our dividends, are dependent upon the performance of our subsidiaries and their ability to distribute cash to us. The ability of our project-level subsidiaries to make cash distributions
to us may be restricted by, among other things, the provisions of existing and future indebtedness, applicable corporation laws and other laws and regulations.
|
· |
Our board of directors may, by resolution, amend the cash dividend policy at any time. Our board of directors may elect to change the amount of dividends,
suspend any dividend or decide to pay no dividends even if there is ample cash available for distribution.
|
· |
you hold Atlantica Yield shares as an investment for tax purposes, as capital assets and you are the absolute beneficial owner thereof for UK tax purposes;
and
|
· |
you are an individual, you are not resident in the United Kingdom for UK tax purposes and do not hold Atlantica Yield shares for the purposes of a trade,
profession, or vocation that you carry on in the United Kingdom through a branch or agency, or if you are a corporation, you are not resident in the UK for UK tax purposes and do not hold the securities for the purpose of
a trade carried on in the United Kingdom through a permanent establishment in the United Kingdom.
|
(a) |
that is, for U.S. federal income tax purposes, (i) a citizen or resident of the United States, (ii) a corporation (or other entity taxable as a corporation)
created or organized in or under the laws of the United States or any political subdivision thereof, (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (iv) a trust
if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust, or the
trust has validly elected to be treated as a domestic trust for U.S. federal income tax purposes;
|
(b) |
that holds the shares as capital assets for U.S. federal income tax purposes; and
|
(c) |
that owns, directly, indirectly or by attribution, less than 5% both of the vote and value of the interest in Atlantica Yield.
|
· |
Project debt in euro: between 81% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between 0.60% and 4.87%
|
· |
Project debt in U.S. dollars: between 70% and 100% of the notional amount, maturities until 2034 and average guaranteed interest rates of between 2.32% and
5.27%
|
Balance as of December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
($ in millions)
|
||||||||||||
Maturity
|
||||||||||||
Up to 3 months
|
163.9
|
186.7
|
151.2
|
|||||||||
Between 3 and 6 months
|
—
|
—
|
—
|
|||||||||
Total
|
163.9
|
186.7
|
151.2
|
(a) |
Evaluation of Disclosure Controls and Procedures
|
Deloitte
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,722
|
74
|
1,796
|
|||||||||
Audit-Related Fees
|
705
|
-
|
705
|
|||||||||
Tax Fees
|
-
|
-
|
-
|
|||||||||
All Other Fees
|
46
|
-
|
46
|
|||||||||
Total
|
2,473
|
74
|
2,547
|
Deloitte
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,689
|
15
|
1,704
|
|||||||||
Audit-Related Fees
|
303
|
-
|
303
|
|||||||||
Tax Fees
|
-
|
-
|
-
|
|||||||||
All Other Fees
|
25
|
-
|
25
|
|||||||||
Total
|
2,017
|
15
|
2,032
|
· |
The Audit Committee shall review and approve in advance the annual plan and scope of work of the independent external auditor, including staffing of the
audit, and shall (i) review with the independent external auditor any audit-related concerns and management’s response and (ii) confirm that any examination is performed in accordance with the relevant accounting
standards;
|
· |
The Audit Committee shall pre-approve all audit services, and all permitted non-audit services (including the fees and terms thereof) to be performed for us
by the independent auditors, to the extent required by law. The Audit Committee may delegate to one or more Committee members the authority to grant pre-approvals for audit and permitted non-audit services to be performed
for us by the independent auditor, provided that decisions of such members to grant pre-approvals shall be presented to the full Audit Committee at its next regularly scheduled meeting;
|
· |
The list of audit services and all permitted non-audit services (including the fees and terms thereof) to be performed for us by the independent auditors
pre-approved by the Audit Committee, considering that these services clearly allowed from the point of independence is the following:
|
· |
Audit services, including audit of financial statements, limited reviews, comfort letters, other verification works requested by regulator or supervisors;
|
· |
Audit-related services, including due diligence services, verification of corporate social responsibility report, accounting or internal control advisory and
preparation courses on these topics;
|
· |
Tax services;
|
· |
Other specific services, such as evaluation of the design, implementation and operation of a financial information system or control over financial reporting;
and
|
· |
Courses or seminars.
|
Exhibit No.
|
Description
|
|
Amended and restated Articles of Association of Atlantica Yield plc (incorporated by reference from Exhibit 3.1 to Atlantica Yield
plc’s Form 6-K, as amended, filed with the SEC on May 21, 2018 – SEC File No. 001-36487).
|
||
Amended and Restated Right of First Offer Agreement by and between Abengoa Yield plc (now Atlantica Yield plc) and Abengoa, S.A.,
dated December 9, 2014 (incorporated by reference from Exhibit 10.1 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
||
Amended and Restated Financial Support Agreement by and between Atlantica Yield plc and Abengoa, S.A. (incorporated by reference from
Exhibit 4.2 to Atlantica Yield plc’s Form 6-K submitted to the SEC on November 13, 2017 – SEC File No. 001-36487).
|
||
Operation and Maintenance Agreement between Abengoa Solar Espana, S.A. and Solaben Electricidad Dos, S.A., dated December 10, 2012
(incorporated by reference from Exhibit 10.8 to Atlantica Yield plc’s draft registration statement on Form F-1 submitted to the SEC on February 28, 2014 – SEC File No. 377-00503).
|
||
Operation and Maintenance Agreement between Abengoa Solar Espana, S.A. and Solaben Electricidad Tres, S.A., dated December 10, 2012
(incorporated by reference from Exhibit 10.9 to Atlantica Yield plc’s draft registration statement on Form F-1 submitted to the SEC on February 28, 2014 – SEC File No. 377-00503).
|
||
Indenture dated November 17, 2014, by and among Abengoa Yield plc (now Atlantica Yield plc), as issuer, Abengoa Concessions Peru,
S.A., Abengoa Solar U.S. Holdings Inc. and Abengoa Solar Holdings USA Inc., as guarantors, The Bank of New York Mellon, as trustee, registrar, paying agent and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A.,
as Luxembourg paying agent and Luxembourg transfer agent, relating to the issuance and sale by Abengoa Yield plc (now Atlantica Yield plc) of $255,000,000 aggregate principal amount of 7.000% Senior Notes due 2019
(incorporated by reference from Exhibit 10.10 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
||
Form of Global Notes relating to the issuance and sale by Abengoa Yield plc (now Atlantica Yield plc) of $255,000,000 aggregate
principal amount of 7.000% Senior Notes due 2019 (incorporated by reference from Exhibit 10.10 to Atlantica Yield plc’s Registration Statement on Form F-1 filed with the SEC on December 11, 2014 – SEC File No. 333-200848).
|
||
Credit guarantee agreement dated May 10, 2018 (incorporated by reference from Exhibit 99.1 from Atlantica Yield plc’s Form 6-K filed
with the SEC on September 5, 2018– SEC File No. 001-36487)
|
||
The Note Issuance Facility, dated February 10, 2017, among Atlantica Yield plc, HSBC Corporate Trust Company (UK) Limited as
collateral agent, Elavon Financial Services DAC, UK Branch as agent, and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder (incorporated by reference from Exhibit 4.10 to Atlantica
Yield plc’s amendment to the annual report on Form 20-F/A submitted to the SEC on March 29, 2017 – SEC File No. 001-36487).
|
Amendment No. 1 to the Note Issuance Facility Agreement among Atlantica Yield plc, HSBC Corporate Trust Company (UK) Limited as
collateral agent, Elavon Financial Services DAC, UK Branch as agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder, dated March 28, 2017 (incorporated by reference from Exhibit
4.11 to Atlantica Yield plc’s amendment to the annual report on Form 20-F/A submitted to the SEC on March 29, 2017 – SEC File No. 001-36487).
|
||
Registration Rights Agreement dated March 28, 2017 among Atlantica Yield plc, Abengoa S.A., ACIL Luxco1 S.A. and GLAS Trust
Corporation Limited as security agent (incorporated by reference from Exhibit 4.12 from Atlantica Yield plc’s Form 6-K filed with the SEC on April 12, 2017 – SEC File No. 001-36487).
|
||
Shareholder’s Agreement dated March 5, 2018 among Atlantica Yield, AAGES and Algonquin Power & Utilities Corp. (incorporated by
reference from Exhibit 4.13 from Atlantica Yield plc’s Form 6-K filed with the SEC on March 12, 2018– SEC File No. 001-36487)
|
||
First Amendment and Joinder to Credit and Guarantee Agreement, dated January 24, 2019.
|
||
Right of First Offering Agreement dated March 5, 2018 between Atlantica Yield and Algonquin Power and Utilities Corp. (incorporated
by reference from Exhibit 4.15 from Atlantica Yield plc’s Form 6-K filed with the SEC on March 12, 2018– SEC File No. 001-36487)
|
||
First Supplemental Indenture dated July 28, 2015, by and among Abengoa Yield plc (now Atlantica Yield plc), as issuer, Abengoa
Concessions Peru, S.A., Abengoa Solar U.S. Holdings Inc. and Abengoa Solar Holdings USA Inc., Abengoa Concessions Infrastructures, S.L.U., and ACT Holding, S.A. de C.V., as guarantors, The Bank of New York Mellon, as trustee,
registrar, paying agent and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg paying agent and Luxembourg transfer agent, relating to the issuance and sale by Abengoa Yield plc (now Atlantica
Yield plc) of $255,000,000 aggregate principal amount of 7.000% Senior Notes due 2019
|
||
Second Supplemental Indenture dated December 11, 2015, by and among Abengoa Yield plc (now Atlantica Yield plc), as issuer, Abengoa
Concessions Peru, S.A., Abengoa Solar U.S. Holdings Inc. and Abengoa Solar Holdings USA Inc., Abengoa Concessions Infrastructures, S.L.U., ACT Holding, S.A. de C.V., and Abengoa Solar South Africa Proprietary Limited, as
guarantors, The Bank of New York Mellon, as trustee, registrar, paying agent and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg paying agent and Luxembourg transfer agent, relating to the
issuance and sale by Abengoa Yield plc (now Atlantica Yield plc) of $255,000,000 aggregate principal amount of 7.000% Senior Notes due 2019
|
||
Subsidiaries of Atlantica Yield plc.
|
||
Certification of Santiago Seage, Chief Executive Officer of Atlantica Yield plc, pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
||
Certification of Francisco Martinez-Davis, Chief Financial Officer of Atlantica Yield plc, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
||
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
||
Consent of Deloitte, S.L.
|
||
Consent of Deloitte Algerie S.á.r.l
|
||
15.3 |
Letter from Deloitte, S.L. regarding Item 16.F. |
|
Financial statements of Myah Bahr Honaine S.p.a as of December 31, 2018 and for the year ended December 31, 2018 and 2017
|
||
101.INS
|
XBRL Instance Document
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
ATLANTICA YIELD PLC
|
|||
By:
|
/s/ Santiago Seage
|
||
Name:
|
Santiago Seage
|
||
Title:
|
Chief Executive Officer
|
||
ATLANTICA YIELD PLC
|
|||
By:
|
/s/ Francisco Martinez-Davis
|
||
Name:
|
Francisco Martinez-Davis
|
||
Title:
|
Chief Financial Officer
|
Report of Independent Registered Public Accounting Firm
|
F-2
|
Consolidated statements of financial position as of December 31, 2018 and 2017
|
F-4
|
Consolidated income statements for the years ended December 31, 2018, 2017 and 2016
|
F-6
|
Consolidated financial statements of comprehensive income for the years ended December 31, 2018,
2017 and 2016
|
F-7
|
Consolidated statements of changes in equity for the years ended December 31, 2018, 2017 and 2016
|
F-8
|
Consolidated cash flow statements for the years ended December 31, 2018, 2017 and 2016
|
F-11
|
Notes to the annual consolidated financial statements
|
F-12
|
Appendix I: Entities included in the Group as subsidiaries as of December 31, 2018 and 2017
|
F-61
|
Appendix II: Investments recorded under the equity method as of December 31, 2018
|
F-62
|
Appendix III-1 and Appendix III-2: Projects subject to the application of IFRIC 12 interpretation
based on the concession of services as of December 31, 2018 and 2017
|
F-63
|
Appendix IV: Additional Information of Subsidiaries including material Non-controlling interest as
of December 31, 2018
|
F-81
|
Appendix V (Schedule I): Condensed Financial Statements of Atlantica Yield plc
|
F-83
|
As of December 31,
|
||||||||||||
Note (1)
|
2018
|
2017
|
||||||||||
Assets
|
||||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
6
|
8,549,181
|
9,084,270
|
|||||||||
Investments carried under the equity method
|
7
|
53,419
|
55,784
|
|||||||||
Other receivables accounts
|
8
|
41,099
|
37,012
|
|||||||||
Derivative assets
|
8&9
|
11,571
|
8,230
|
|||||||||
Financial investments
|
8
|
52,670
|
45,242
|
|||||||||
Deferred tax assets
|
18
|
136,066
|
165,136
|
|||||||||
Total non-current assets
|
8,791,336
|
9,350,432
|
||||||||||
Current assets
|
||||||||||||
Inventories
|
18,924
|
17,933
|
||||||||||
Trade receivables
|
11
|
163,856
|
186,728
|
|||||||||
Credits and other receivables
|
11
|
72,539
|
57,721
|
|||||||||
Clients and other receivables
|
8&11
|
236,395
|
244,449
|
|||||||||
Financial investments
|
8
|
240,834
|
210,138
|
|||||||||
Cash and cash equivalents
|
8&12
|
631,542
|
669,387
|
|||||||||
Total current assets
|
1,127,695
|
1,141,907
|
||||||||||
Total assets
|
9,919,031
|
10,492,339
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
As of December 31,
|
||||||||||||
|
Note (1) |
2018
|
2017
|
|||||||||
Equity and liabilities
|
||||||||||||
Equity attributable to the Company
|
||||||||||||
Share capital
|
13
|
10,022
|
10,022
|
|||||||||
Parent company reserves
|
13
|
2,029,940
|
2,163,229
|
|||||||||
Other reserves
|
95,011
|
80,968
|
||||||||||
Accumulated currency translation differences
|
(68,315
|
)
|
(18,147
|
)
|
||||||||
Retained earnings
|
13
|
(449,274
|
)
|
(477,214
|
)
|
|||||||
Non-controlling interest
|
13
|
138,728
|
136,595
|
|||||||||
Total equity
|
1,756,112
|
1,895,453
|
||||||||||
Non-current liabilities
|
||||||||||||
Long-term corporate debt
|
14
|
415,168
|
574,176
|
|||||||||
Borrowings
|
4,081,093
|
4,413,172
|
||||||||||
Notes and bonds
|
745,566
|
815,745
|
||||||||||
Long-term project debt
|
15
|
4,826,659
|
5,228,917
|
|||||||||
Grants and other liabilities
|
16
|
1,658,126
|
1,636,060
|
|||||||||
Related parties
|
10
|
33,675
|
141,031
|
|||||||||
Derivative liabilities
|
9
|
279,152
|
329,731
|
|||||||||
Deferred tax liabilities
|
18
|
211,000
|
186,583
|
|||||||||
Total non-current liabilities
|
7,423,780
|
8,096,498
|
||||||||||
Current liabilities
|
||||||||||||
Short-term corporate debt
|
14
|
268,905
|
68,907
|
|||||||||
Borrowings
|
233,214
|
215,117
|
||||||||||
Notes and bonds
|
31,241
|
31,174
|
||||||||||
Short-term project debt
|
15
|
264,455
|
246,291
|
|||||||||
Trade payables and other current liabilities
|
17
|
192,033
|
155,144
|
|||||||||
Income and other tax payables
|
13,746
|
30,046
|
||||||||||
Total current liabilities
|
739,139
|
500,388
|
||||||||||
Total equity and liabilities
|
9,919,031
|
10,492,339
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note (1)
|
For the year ended December 31,
|
||||||||||||||||
2018
|
2017
|
2016
|
|||||||||||||||
Revenue
|
4
|
1,043,822
|
1,008,381
|
971,797
|
|||||||||||||
Other operating income
|
20
|
132,557
|
80,844
|
65,538
|
|||||||||||||
Raw materials and consumables used
|
(10,648
|
)
|
(16,983
|
)
|
(26,919
|
)
|
|||||||||||
Employee benefit expenses
|
(15,130
|
)
|
(18,854
|
)
|
(14,736
|
)
|
|||||||||||
Depreciation, amortization, and impairment charges
|
6
|
(362,697
|
)
|
(310,960
|
)
|
(332,925
|
)
|
||||||||||
Other operating expenses
|
20
|
(299,994
|
)
|
(284,461
|
)
|
(260,318
|
)
|
||||||||||
Operating profit
|
487,910
|
457,967
|
402,437
|
||||||||||||||
Financial income
|
21
|
36,444
|
1,007
|
3,298
|
|||||||||||||
Financial expense
|
21
|
(425,019
|
)
|
(463,717
|
)
|
(408,007
|
)
|
||||||||||
Net exchange differences
|
1,597
|
(4,092
|
)
|
(9,546
|
)
|
||||||||||||
Other financial income/(expense), net
|
21
|
(8,235
|
)
|
18,434
|
8,505
|
||||||||||||
Financial expense, net
|
(395,213
|
)
|
(448,368
|
)
|
(405,750
|
)
|
|||||||||||
Share of profit/(loss) of associates carried under the equity method
|
7
|
5,231
|
5,351
|
6,646
|
|||||||||||||
Profit/(loss) before income tax
|
97,928
|
14,950
|
3,333
|
||||||||||||||
Income tax
|
18
|
(42,659
|
)
|
(119,837
|
)
|
(1,666
|
)
|
||||||||||
Profit/(loss) for the year
|
55,269
|
(104,887
|
) |
1,667
|
|
||||||||||||
Loss/(profit) attributable to non-controlling interests
|
(13,673
|
)
|
(6,917
|
)
|
(6,522
|
)
|
|||||||||||
Profit/(loss) for the year attributable to the Company
|
41,596
|
(111,804
|
)
|
(4,855
|
)
|
||||||||||||
Weighted average number of ordinary shares outstanding (thousands)
|
22
|
100,217
|
100,217
|
100,217
|
|||||||||||||
Basic and diluted earnings per share (U.S. dollar per share)
|
22
|
0.42
|
(1.12
|
)
|
(0.05
|
)
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
For the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Profit/(loss) for the year
|
55,269
|
(104,887
|
)
|
1,667
|
||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Change in fair value of cash flow hedges
|
(40,220
|
)
|
(28,535
|
)
|
(37,480
|
)
|
||||||
Currency translation differences
|
(57,628
|
)
|
121,924
|
(22,150
|
)
|
|||||||
Tax effect
|
6,195
|
4,426
|
12,555
|
|||||||||
Net income/(expenses) recognized directly in equity
|
(91,653
|
)
|
97,815
|
(47,075
|
)
|
|||||||
Cash flow hedges
|
67,519
|
70,953
|
72,774
|
|||||||||
Tax effect
|
(16,880
|
)
|
(17,738
|
)
|
(18,194
|
)
|
||||||
Transfers to income statement
|
50,639
|
53,215
|
54,580
|
|||||||||
Other comprehensive income/(loss)
|
(41,014
|
)
|
151,030
|
7,505
|
||||||||
Total comprehensive income/(loss) for the year
|
14,255
|
46,143
|
9,172
|
|||||||||
Total comprehensive (income)/loss attributable to non-controlling interest
|
(11,954
|
)
|
(14,773
|
)
|
(9,629
|
)
|
||||||
Total comprehensive income/(loss) attributable to the Company
|
2,301
|
31,370
|
(457
|
)
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Retained
earnings
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
|||||||||||||||||||||||||
Balance as of January 1, 2016
|
10,022
|
2,313,855
|
24,831
|
(356,524
|
)
|
(109,582
|
)
|
1,882,602
|
140,899
|
2,023,501
|
||||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
(4,855
|
)
|
-
|
(4,855
|
)
|
6,522
|
1,667
|
||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
32,944
|
-
|
-
|
32,944
|
2,350
|
35,294
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(23,568
|
)
|
(23,568
|
)
|
1,418
|
(22,150
|
)
|
|||||||||||||||||||||
Tax effect
|
-
|
-
|
(4,978
|
)
|
-
|
-
|
(4,978
|
)
|
(661
|
)
|
(5,639
|
)
|
||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
27,966
|
-
|
(23,568
|
)
|
4,398
|
3,107
|
7,505
|
|||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
27,966
|
(4,855
|
)
|
(23,568
|
)
|
(457
|
)
|
9,629
|
9,172
|
|||||||||||||||||||||
Acquisition of non-controlling interest in Solacor 1&2
|
-
|
-
|
-
|
(4,031
|
)
|
-
|
(4,031
|
)
|
(15,894
|
)
|
(19,925
|
)
|
||||||||||||||||||||
Asset acquisition (Seville PV)
|
-
|
-
|
-
|
-
|
-
|
-
|
713
|
713
|
||||||||||||||||||||||||
Dividend Distribution
|
-
|
(45,398
|
)
|
-
|
-
|
-
|
(45,398
|
)
|
(8,952
|
)
|
(54,350
|
)
|
||||||||||||||||||||
Balance as of December 31, 2016
|
10,022
|
2,268,457
|
52,797
|
(365,410
|
)
|
(133,150
|
)
|
1,832,716
|
126,395
|
1,959,111
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Retained
earnings
|
Accumulated
currency
translation
differences
|
Total equity
attributable to
the Company
|
Non-
controlling
interest
|
Total equity
|
|||||||||||||||||||||||||
Balance as of January 1, 2017
|
10,022
|
2,268,457
|
52,797
|
(365,410
|
)
|
(133,150
|
)
|
1,832,716
|
126,395
|
1,959,111
|
||||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
(111,804
|
)
|
-
|
(111,804
|
)
|
6,917
|
(104,887
|
)
|
|||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
41,242
|
-
|
-
|
41,242
|
1,176
|
42,418
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
115,003
|
115,003
|
6,921
|
121,924
|
||||||||||||||||||||||||
Tax effect
|
-
|
-
|
(13,071
|
)
|
-
|
-
|
(13,071
|
)
|
(241
|
)
|
(13,312
|
)
|
||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
28,171
|
-
|
115,003
|
143,174
|
7,856
|
151,030
|
||||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
28,171
|
(111,804
|
)
|
115,003
|
31,370
|
14,773
|
46,143
|
|||||||||||||||||||||||
Dividend distribution
|
-
|
(105,228
|
)
|
-
|
-
|
-
|
(105,228
|
)
|
(4,573
|
)
|
(109,801
|
)
|
||||||||||||||||||||
Balance as of December 31, 2017
|
10,022
|
2,163,229
|
80,968
|
(477,214
|
)
|
(18,147
|
)
|
1,758,858
|
136,595
|
1,895,453
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Retained
earnings
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
|||||||||||||||||||||||||
Balance as of December 31, 2017
|
10,022
|
2,163,229
|
80,968
|
(477,214
|
)
|
(18,147
|
)
|
1,758,858
|
136,595
|
1,895,453
|
||||||||||||||||||||||
Application of new accounting standards (See Note 2)
|
-
|
-
|
1,326
|
(11,812
|
)
|
-
|
(10,486
|
)
|
-
|
(10,486
|
)
|
|||||||||||||||||||||
Balance as of January 1, 2018
|
10,022
|
2,163,229
|
82,294
|
(489,026
|
)
|
(18,147
|
)
|
1,748,372
|
136,595
|
1,884,967
|
||||||||||||||||||||||
Profit/(loss) for the year after taxes
|
-
|
-
|
-
|
41,596
|
-
|
41,596
|
13,673
|
55,269
|
||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
21,474
|
(236
|
)
|
-
|
21,238
|
6,061
|
27,299
|
|||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(50,168
|
)
|
(50,168
|
)
|
(7,460
|
)
|
(57,628
|
)
|
||||||||||||||||||||
Tax effect
|
-
|
-
|
(8,757
|
)
|
(1,608
|
)
|
-
|
(10,365
|
)
|
(320
|
)
|
(10,685
|
)
|
|||||||||||||||||||
Other comprehensive income
|
-
|
-
|
12,717
|
(1,844
|
)
|
(50,168
|
)
|
(39,295
|
)
|
(1,719
|
)
|
(41,014
|
)
|
|||||||||||||||||||
Total comprehensive income
|
-
|
-
|
12,717
|
39,752
|
(50,168
|
)
|
2,301
|
11,954
|
14,255
|
|||||||||||||||||||||||
Dividend distribution
|
-
|
(133,289
|
)
|
-
|
-
|
-
|
(133,289
|
)
|
(9,821
|
)
|
(143,110
|
)
|
||||||||||||||||||||
Balance as of December 31, 2018
|
10,022
|
2,029,940
|
95,011
|
(449,274
|
)
|
(68,315
|
)
|
1,617,384
|
138,728
|
1,756,112
|
For the year ended
|
||||||||||||||||
Note (1)
|
2018
|
2017
|
2016
|
|||||||||||||
I. Profit/(loss) for the year
|
$
|
55,269
|
$
|
(104,887
|
)
|
$
|
1,667
|
|||||||||
Non-monetary adjustments
|
||||||||||||||||
Depreciation, amortization and impairment charges
|
6
|
362,697
|
310,960
|
332,925
|
||||||||||||
Financial (income)/expenses
|
396,411
|
443,517
|
397,966
|
|||||||||||||
Fair value (gains)/losses on derivative financial instruments
|
399
|
759
|
(1,761
|
)
|
||||||||||||
Shares of (profits)/losses from associates
|
(5,231
|
)
|
(5,351
|
)
|
(6,646
|
)
|
||||||||||
Income tax
|
18
|
42,659
|
119,837
|
1,666
|
||||||||||||
Changes in consolidation and other non-monetary items
|
(99,280
|
)
|
(20,882
|
)
|
(59,375
|
)
|
||||||||||
II. Profit for the year adjusted by non monetary items
|
$
|
752,924
|
$
|
743,953
|
$
|
666,442
|
||||||||||
Variations in working capital
|
||||||||||||||||
Inventories
|
(1,991
|
)
|
(2,548
|
)
|
(729
|
)
|
||||||||||
Clients and other receivables
|
5,564
|
(23,799
|
)
|
(15,001
|
)
|
|||||||||||
Trade payables and other current liabilities
|
(4,898
|
)
|
22,474
|
11,422
|
||||||||||||
Financial investments and other current assets/liabilities
|
(17,019
|
)
|
(4,924
|
)
|
6,341
|
|||||||||||
III. Variations in working capital
|
$
|
(18,344
|
)
|
$
|
(8,797
|
)
|
$
|
2,033
|
||||||||
Income tax received/(paid)
|
(12,525
|
)
|
(4,779
|
)
|
(1,953
|
)
|
||||||||||
Interest received
|
6,726
|
4,139
|
3,342
|
|||||||||||||
Interest paid
|
(327,738
|
)
|
(348,893
|
)
|
(335,446
|
)
|
||||||||||
A. Net cash provided by/(used in) operating activities
|
$
|
401,043
|
$
|
385,623
|
$
|
334,418
|
||||||||||
Investments in entities under the equity method
|
4,432
|
3,003
|
4,984
|
|||||||||||||
Investments in contracted concessional assets*
|
68,048
|
30,058
|
(5,952
|
)
|
||||||||||||
Other non-current assets/liabilities
|
(16,668
|
)
|
8,183
|
(3,637
|
)
|
|||||||||||
(Acquisitions)/sales of subsidiaries and other financial instruments
|
(70,672
|
)
|
30,124
|
(21,754
|
)
|
|||||||||||
B. Net cash (used in)/provided by investing activities
|
$
|
(14,860
|
)
|
$
|
71,368
|
$
|
(26,359
|
)
|
||||||||
Proceeds from Project & Corporate debt
|
14&15
|
123,767
|
296,398
|
11,113
|
||||||||||||
Repayment of Project & Corporate debt
|
14&15
|
(385,964
|
)
|
(613,242
|
)
|
(182,636
|
)
|
|||||||||
Dividends paid to Company´s shareholders
|
(143,034
|
)
|
(99,483
|
)
|
(35,509
|
)
|
||||||||||
Purchase of shares to non-controlling interests
|
-
|
-
|
(19,071
|
)
|
||||||||||||
C. Net cash provided by/(used in) financing activities
|
$
|
(405,231
|
)
|
$
|
(416,327
|
)
|
$
|
(226,103
|
)
|
|||||||
Net increase/(decrease) in cash and cash equivalents
|
$
|
(19,048
|
)
|
$
|
40,664
|
$
|
81,956
|
|||||||||
Cash, cash equivalents and bank overdrafts at beginning of the year
|
12
|
669,387
|
594,811
|
514,712
|
||||||||||||
Translation differences cash or cash equivalent
|
(18,797
|
)
|
33,912
|
(1,857
|
)
|
|||||||||||
Cash and cash equivalents at the end of the year
|
12
|
$
|
631,542
|
$
|
669,387
|
$
|
594,811
|
* |
Includes proceeds for $72.6 million and investments for $4.6 million in 2018, and proceeds for $42.5 million and investments for $12.4 million in 2017 (see
Note 6).
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note 1.- Nature of the business
|
F-10
|
Note 2.- Significant accounting policies
|
F-13
|
Note 3.- Financial risk management
|
F-25
|
Note 4.- Financial information by segment
|
F-27
|
Note 5.- Changes in the scope of the consolidated financial statements
|
F-33
|
Note 6.- Contracted concessional assets
|
F-34
|
Note 7.- Investments carried under the equity method
|
F-36
|
Note 8.- Financial instruments by category
|
F-38
|
Note 9.- Derivative financial instruments
|
F-38
|
Note 10.- Related parties
|
F-40
|
Note 11.- Clients and other receivables
|
F-42
|
Note 12.- Cash and cash equivalents
|
F-43
|
Note 13.- Equity
|
F-43
|
Note 14.- Corporate debt
|
F-44
|
Note 15.- Project debt
|
F-46
|
Note 16.- Grants and other liabilities
|
F-48
|
Note 17.-Trade payables and other current liabilities
|
F-49
|
Note 18.- Income tax
|
F-49
|
Note 19.- Third-party guarantees and commitments
|
F-52
|
Note 20.- Other operating income and expenses
|
F-53
|
Note 21.- Financial income and expenses
|
F-54
|
Note 22.- Earnings per share
|
F-55
|
Note 23.- Other information
|
F-55
|
Appendices(1)
|
F-57
|
- |
On February 28, 2018, the Company closed the acquisition of a 100% stake in a 4 MW hydroelectric power plant in Perú (“Mini-Hydro”) for approximately $9
million;
|
- |
On December 11, 2018, the Company closed the acquisition of a 66kV transmission line in operation in Chile (“Chile TL3”) for approximately $6 million;
|
- |
On October 10, 2018, the Company completed the acquisition of a 5% stake in a natural gas transportation in Mexico (Pemex Transportation System or “PTS”).
Consideration for this 5% stake, which amounts to approximately $7 million, will be disbursed progressively as construction progresses;
|
- |
On December 14, 2018, the Company closed the acquisition of a 100% stake in a 50 MW on-shore wind plant in Uruguay (“Melowind”) for approximately $45 million;
|
- |
On December 28, 2018, the Company completed the acquisition of a transmission line, which is an extension of ATN (“ATN expansion 1”) for approximately $16
million.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(8)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(9)
|
COD
|
Contract
Years Left
(13)
|
Solana
|
Renewable
(Solar)
|
100%
Class B(1)
|
Arizona (USA)
|
USD
|
280 MW
|
A-/A2/A-
|
2013
|
25
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
D/WR/D |
2014
|
21
|
Solaben 2 & 3
|
Renewable
(Solar)
|
70%(2)
|
Spain
|
Euro
|
2x50 MW
|
A-/Baa1/A-
|
2012
|
19/18
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%(3)
|
Spain
|
Euro
|
2x50 MW
|
A-/Baa1/A-
|
2012
|
18/18
|
PS10/PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
A-/Baa1/A-
|
2007&
2009
|
13/15
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A-/Baa1/A-
|
2011
|
18/18
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A-/Baa1/A-
|
2012
|
19/19
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A-/Baa1/A-
|
2010
|
16/16/17
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A-/Baa1/A-
|
2013
|
20/20
|
Kaxu
|
Renewable
(Solar)
|
51%(4)
|
South Africa
|
Rand
|
100 MW
|
BB/Baa3/BB+(10)
|
2015
|
16
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(11)
|
2014
|
15
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(11)
|
2014
|
16
|
ACT
|
Efficient natural gas
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB+/ Baa3/BBB+
|
2013
|
14
|
ATN (12)
|
Transmission
line
|
100%
|
Peru
|
USD
|
365 miles
|
BBB+/A3/BBB+
|
2011
|
22
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/A3/BBB+
|
2014
|
25
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
14
|
Quadra 1
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles
|
Not rated
|
2014
|
16
|
Quadra 2
|
Transmission
line
|
100%
|
Chile
|
USD
|
32 miles
|
Not rated
|
2014
|
16
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB+/Baa1/BBB+
|
2007
|
19
|
Chile TL3
|
Transmission
line
|
100%
|
Chile
|
USD
|
50 miles
|
A+/A1/A
|
1993
|
Regulated
|
Skikda
|
Water
|
34.2%(5)
|
Algeria
|
USD
|
3.5 M
ft3/day
|
Not rated
|
2009
|
15
|
Honaine
|
Water
|
25.5%(6)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2012
|
19
|
Seville PV
|
Renewable
(Solar)
|
80%(7)
|
Spain
|
Euro
|
1 MW
|
A-/Baa1/A-
|
2006
|
17
|
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50MW
|
BBB/Baa2/BBB-
|
2015
|
17
|
Mini-Hydro
|
Renewable
(Hydraulic)
|
100%
|
Peru
|
USD
|
4 MW
|
BBB+/A3/ BBB+-
|
2012
|
14
|
(1) |
On September 30, 2013, Liberty Interactive Corporation agreed to invest $300 million in Class A shares of ASO Holdings Company LLC, the holding company of
Solana, in exchange for a share of the dividends and the taxable losses generated by Solana.
|
(2) |
Itochu Corporation, a Japanese trading company, holds 30% of the shares in each of Solaben 2 and Solaben 3.
|
(3) |
JGC, a Japanese engineering company, holds 13% of the shares in each of Solacor 1 and Solacor 2.
|
(4) |
Kaxu is owned by the Company (51%), Industrial Development Corporation of South Africa (29%) and Kaxu Community Trust (20%).
|
(5) |
Algerian Energy Company, SPA owns 49% of Skikda and Sacyr Agua, S.L. owns the remaining 16.83%.
|
(6) |
Algerian Energy Company, SPA owns 49% of Honaine and Sacyr Agua, S.L. owns the remaining 25.5%.
|
(7) |
Instituto para la Diversificación y Ahorro de la Energía (“Idae”), a Spanish state owned company, holds 20% of the shares in Seville PV.
|
(8) |
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(9) |
Reflects the counterparty’s credit ratings issued by Standard & Poor’s Ratings Services, or S&P, Moody’s Investors Service Inc., or Moody’s, and Fitch
Ratings Ltd, or Fitch.
|
(10) |
Refers to the credit rating of the Republic of South Africa. The offtaker is Eskom, which is a state-owned utility company in South Africa.
|
(11) |
Refers to the credit rating of Uruguay, as UTE (Administración Nacional de Usinas y Transmisoras Eléctricas) is unrated.
|
(12) |
Including the acquisition of ATN expansion 1.
|
(13) |
As of December 31, 2018.
|
a) |
Standards, interpretations and amendments effective from January 1, 2018 under IFRS-IASB, applied by the Company in the preparation of these consolidated
financial statements:
|
· |
IFRS 9 ‘Financial Instruments’
|
· |
IFRS 15 ‘Revenues from contracts with Customers’
|
· |
IFRS 15 (Clarifications) ‘Revenues from contracts with Customers’
|
· |
IFRS 16 ‘Leases’. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted, but
conditioned to the application of IFRS 15.
|
· |
IFRS 2 (Amendment) ‘Classification and Measurement of Share-based Payment Transactions’.
|
· |
IFRS 4 (Amendment). Applying IFRS 9 ‘Financial Instruments’ with IFRS 4 ‘Insurance Contracts’.
|
· |
Annual Improvements to IFRSs 2015-2017 cycles.
|
· |
IFRIC 22 Foreign Currency Transactions and Advance Consideration.
|
· |
IAS 40 (Amendment). Transfers of Investment Property.
|
· |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures.
|
· |
Step 1: Identifying the contract with the customer.
|
· |
Step 2: Identifying the performance obligations.
|
· |
Step 3: Determining the transaction price.
|
· |
Step 4: Assigning the transaction price in the performance obligations identified in the contract.
|
· |
Step 5: Recognition of revenue when (or as) the Company performs the performance obligations.
|
- |
Classification and measurement of financial instruments:
|
- |
The new impairment model requires the recognition of impairment provisions based on expected credit losses (“ECL”) rather than only incurred credit losses as
is the case under IAS 39. The Company reviewed its portfolio of financial assets subject to the new model of impairment under the new methodology (using credit default swaps, rating from credit agencies and other external inputs in
order to estimate the probability of default), and recorded an adjustment to the opening balance sheet of these consolidated financial statements as detailed below in the table showing the adjustments arising from the application of
IFRS 9.
|
- |
The accounting for certain modifications and exchanges of financial liabilities measured at amortized cost (e.g. bank loans and issued bonds) changes on the
transition from IAS 39 to IFRS 9. This change arises from a clarification by the IASB in the Basis for Conclusions of IFRS 9. Under IFRS 9 it is now clear that there can be an effect in the income statement for modification and
exchanges of financial liabilities that are considered “non-substantial” (when the net present value of the cash flows, including any fees paid net of any fees received, is lower than 10% different from the net present value of the
remaining cash flows of the liability prior to the modification, both discounted at the original effective interest rate). The Company reviewed retrospectively these transactions and recorded an adjustment to the opening balance
sheet of these consolidated financial statements as detailed below in the table showing the adjustments arising from the application of IFRS 9.
|
- |
IFRS 9 also introduces changes in hedge accounting. The hedge accounting requirements in IFRS 9 are optional and tend to facilitate the use of hedge
accounting by preparers of financial statements. As a result, the Company reviewed its portfolio of derivatives and recorded an adjustment to the opening balance sheet of these consolidated financial statements as detailed below in
the table showing the adjustments arising from the application of IFRS 9.
|
IFRS 9 Adjustments
|
||||||||||||||||||||||||
($ in thousands)
|
As
reported
|
Expected
credit
losses (*)
|
Modification
of financial
liabilities
|
Hedge
accounting
|
IFRS 16
Adjustments
|
Restated at
January
1, 2018
|
||||||||||||||||||
Contracted concessional assets
|
9,084,270
|
(53,048
|
)
|
-
|
-
|
62,982
|
9,094,204
|
|||||||||||||||||
Deferred tax assets
|
165,136
|
14,866
|
(3,055
|
)
|
-
|
-
|
176,947
|
|||||||||||||||||
Long- term project debt
|
5,228,917
|
-
|
(39,599
|
)
|
-
|
-
|
5,189,318
|
|||||||||||||||||
Grants and other liabilities
|
1,636,060
|
-
|
-
|
-
|
62,982
|
1,699,042
|
||||||||||||||||||
Deferred tax liabilities
|
186,583
|
-
|
8,849
|
-
|
-
|
195,432
|
||||||||||||||||||
Other Reserves
|
80,968
|
-
|
-
|
1,326
|
-
|
82,294
|
||||||||||||||||||
Retained Earnings
|
(477,214
|
)
|
(38,182
|
)
|
27,695
|
(1,326
|
)
|
-
|
(489,027
|
)
|
b) |
Standards, interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1, 2019:
|
· |
IFRS 9 (Amendments to IFRS 9): Prepayment Features with Negative Compensation. This Standard is applicable for annual periods beginning on or after January 1,
2019 under IFRS-IASB, earlier application is permitted.
|
· |
IFRS 17 ‘Insurance Contracts’. This Standard is applicable for annual periods beginning on or after January 1, 2021 under IFRS-IASB, earlier application is
permitted.
|
· |
IAS 19 (Amendment). Amendments to IAS 19: Plan Amendment, Curtailment or Settlement. This amendment is mandatory for annual periods beginning on or after
January 1, 2019 under IFRS-IASB, earlier application is permitted.
|
· |
IFRIC 23: Uncertainty over Income Tax Treatments. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB.
|
· |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures. This amendment is mandatory for annual periods beginning on or after January 1, 2019
under IFRS-IASB, earlier application is permitted.
|
· |
IFRS 3 (Amendment). Definition of Business. This amendment is mandatory for annual periods beginning on or after January 1, 2020 under IFRS-IASB, earlier
application is permitted.
|
· |
IAS 1 and IAS 8 (Amendment). Definition of Material. This amendment is mandatory for annual periods beginning on or after January 1, 2020 under IFRS-IASB,
earlier application is permitted.
|
· |
Amendments to References to the Conceptual Frameworks in IFRS Standards. This Standard is applicable for annual periods beginning on or after January 1, 2020
under IFRS-IASB.
|
a) |
Controlled entities
|
· |
Has power over the investee;
|
· |
Is exposed, or has rights, to variable returns from its involvement with the investee; and
|
· |
Has the ability to use its power to affect its returns.
|
b) |
Investments accounted for under the equity method
|
a) |
Intangible asset
|
· |
Revenues from the updated annual revenue for the contracted concession, as well as operations and maintenance services are recognized in each period according
to IFRS 15 “Revenue from contracts with Customers”.
|
· |
Operating and maintenance costs and general overheads and administrative costs are recorded in accordance with the nature of the cost incurred (amount due) in
each period.
|
· |
Financing costs are expensed as incurred.
|
b) |
Financial asset
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. Atlantica calculates PD based on Credit Default Swaps
spreads (“CDS”);
|
- |
the Exposure at Default (“EAD”) is an estimate of the exposure at a future default date;
|
- |
the Loss Given Default (“LGD”) is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between
the contractual cash flows due and those that the Company would expect to receive. It is expressed as a percentage of the EAD.
|
c) |
Property, plant and equipment
|
Operating segment
|
Discount rate
|
Growth rate
|
||||||
EMEA
|
4% - 6
|
%
|
0
|
%
|
||||
North America
|
5% - 6
|
%
|
0
|
%
|
||||
South America
|
5% - 7
|
%
|
0
|
%
|
· |
Level 1: Inputs are quoted prices in active markets for identical assets or liabilities.
|
· |
Level 2: Fair value is measured based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
|
· |
Level 3: Fair value is measured based on unobservable inputs for the asset or liability.
|
· |
there is a present obligation, either legal or constructive, as a result of past events;
|
· |
it is more likely than not that there will be a future outflow of resources to settle the obligation; and
|
· |
the amount has been reliably estimated.
|
· |
Contracted concessional agreements and PPAs.
|
· |
Impairment of intangible assets and property, plant and equipment.
|
· |
Assessment of control.
|
· |
Derivative financial instruments and fair value estimates.
|
· |
Income taxes and recoverable amount of deferred tax assets.
|
a) |
Market risk
|
- |
Interest rate risk
|
o |
Project debt in Euros: the Company hedges between 81% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between
0.60% and 4.87%.
|
o |
Project debt in U.S. dollars: the Company hedges between 70% and 100% of the notional amount, including maturities until 2034 and average guaranteed interest
rates of between 2.32% and 5.27%.
|
- |
Currency risk
|
b) |
Credit risk
|
c) |
Liquidity risk
|
· |
North America
|
· |
South America
|
· |
EMEA
|
a) |
The following tables show Revenues and Further Adjusted EBITDA by operating segments and business sectors for the years 2018, 2017 and 2016:
|
Revenue
|
Further Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Geography
|
2018
|
2017
|
2016
|
2018
|
2017
|
2016
|
||||||||||||||||||
North America
|
$
|
357,177
|
$
|
332,705
|
$
|
337,061
|
$
|
308,748
|
$
|
282,328
|
$
|
284,691
|
||||||||||||
South America
|
123,214
|
120,797
|
118,764
|
100,234
|
108,766
|
124,599
|
||||||||||||||||||
EMEA
|
563,431
|
554,879
|
515,972
|
441,625
|
388,216
|
354,020
|
||||||||||||||||||
Total
|
$
|
1,043,822
|
$
|
1,008,381
|
$
|
971,797
|
$
|
850,607
|
$
|
779,310
|
$
|
763,310
|
Revenue
|
Further Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Business sectors
|
2018
|
2017
|
2016
|
2018
|
2017
|
2016
|
||||||||||||||||||
Renewable energy
|
$
|
793,557
|
$
|
767,226
|
$
|
724,325
|
$
|
664,428
|
$
|
569,193
|
$
|
538,427
|
||||||||||||
Efficient natural gas
|
130,799
|
119,784
|
128,046
|
93,858
|
106,140
|
106,492
|
||||||||||||||||||
Electric transmission lines
|
95,998
|
95,096
|
95,137
|
78,461
|
87,695
|
104,795
|
||||||||||||||||||
Water
|
23,468
|
26,275
|
24,288
|
13,860
|
16,282
|
13,596
|
||||||||||||||||||
Total
|
$
|
1,043,822
|
$
|
1,008,381
|
$
|
971,797
|
$
|
850,607
|
$
|
779,310
|
$
|
763,310
|
For the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Profit/(Loss) attributable to the Company
|
$
|
41,596
|
$
|
(111,804
|
)
|
$
|
(4,855
|
)
|
||||
Profit attributable to non-controlling interests
|
13,673
|
6,917
|
6,522
|
|||||||||
Income tax
|
42,659
|
119,837
|
1,666
|
|||||||||
Share of profits/(losses) of associates
|
(5,231
|
)
|
(5,351
|
)
|
(6,646
|
)
|
||||||
Dividend from exchangeable preferred equity investment in ACBH (Note 21)
|
-
|
10,383
|
27,948
|
|||||||||
Financial expense, net
|
395,213
|
448,368
|
405,750
|
|||||||||
Depreciation, amortization, and impairment charges
|
362,697
|
310,960
|
332,925
|
|||||||||
Total segment Further Adjusted EBITDA
|
$
|
850,607
|
$
|
779,310
|
$
|
763,310
|
b) |
The assets and liabilities by operating segments (and business sector) at the end of 2018 and 2017 are as follows:
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2018
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,453,652
|
1,210,624
|
3,884,905
|
8,549,181
|
||||||||||||
Investments carried under the equity method
|
-
|
-
|
53,419
|
53,419
|
||||||||||||
Current financial investments
|
147,213
|
61,959
|
30,080
|
239,252
|
||||||||||||
Cash and cash equivalents (project companies)
|
195,678
|
41,316
|
287,456
|
524,450
|
||||||||||||
Subtotal allocated
|
3,796,543
|
1,313,899
|
4,255,860
|
9,366,302
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
188,736
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
363,993
|
|||||||||||||||
Subtotal unallocated
|
552,729
|
|||||||||||||||
Total assets
|
9,919,031
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2018
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,725,961
|
900,801
|
2,464,352
|
5,091,114
|
||||||||||||
Grants and other liabilities
|
1,527,724
|
7,550
|
122,852
|
1,658,126
|
||||||||||||
Subtotal allocated
|
3,253,685
|
908,351
|
2,587,204
|
6,749,240
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
684,073
|
|||||||||||||||
Other non-current liabilities
|
523,827
|
|||||||||||||||
Other current liabilities
|
205,779
|
|||||||||||||||
Subtotal unallocated
|
1,413,679
|
|||||||||||||||
Total liabilities
|
8,162,919
|
|||||||||||||||
Equity unallocated
|
1,756,112
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,169,791
|
|||||||||||||||
Total liabilities and equity
|
9,919,031
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2017
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,770,169
|
1,100,778
|
4,213,323
|
9,084,270
|
||||||||||||
Investments carried under the equity method
|
-
|
-
|
55,784
|
55,784
|
||||||||||||
Current financial investments
|
116,451
|
59,831
|
31,263
|
207,545
|
||||||||||||
Cash and cash equivalents (project companies)
|
149,236
|
42,548
|
329,078
|
520,862
|
||||||||||||
Subtotal allocated
|
4,035,856
|
1,203,157
|
4,629,448
|
9,868,461
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
210,378
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,500
|
|||||||||||||||
Subtotal unallocated
|
623,878
|
|||||||||||||||
Total assets
|
10,492,339
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2017
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,821,102
|
876,063
|
2,778,043
|
5,475,208
|
||||||||||||
Grants and other liabilities
|
1,593,048
|
810
|
42,202
|
1,636,060
|
||||||||||||
Subtotal allocated
|
3,414,150
|
876,873
|
2,820,245
|
7,111,268
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
643,083
|
|||||||||||||||
Other non-current liabilities
|
657,345
|
|||||||||||||||
Other current liabilities
|
185,190
|
|||||||||||||||
Subtotal unallocated
|
1,485,618
|
|||||||||||||||
Total liabilities
|
8,596,886
|
|||||||||||||||
Equity unallocated
|
1,895,453
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,381,071
|
|||||||||||||||
Total liabilities and equity
|
10,492,339
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as
of
December
31,
2018
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,998,020
|
580,997
|
882,980
|
87,184
|
8,549,181
|
|||||||||||||||
Investments carried under the equity method
|
10,257
|
-
|
-
|
43,162
|
53,419
|
|||||||||||||||
Current financial investments
|
15,396
|
147,192
|
61,102
|
15,562
|
239,252
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
453,096
|
45,625
|
14,043
|
11,686
|
524,450
|
|||||||||||||||
Subtotal allocated
|
7,476,769
|
773,814
|
958,125
|
157,594
|
9,366,302
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
188,736
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
363,993
|
|||||||||||||||||||
Subtotal unallocated
|
552,729
|
|||||||||||||||||||
Total assets
|
9,919,031
|
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2018
|
|||||||||||||||
Liabilities allocated |
||||||||||||||||||||
Long-term and short-term project debt
|
3,868,626
|
545,123
|
647,820
|
29,545
|
5,091,114
|
|||||||||||||||
Grants and other liabilities
|
1,656,146
|
161
|
1,025
|
794
|
1,658,126
|
|||||||||||||||
Subtotal allocated
|
5,524,772
|
545,284
|
648,845
|
30,339
|
6,749,240
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
684,073
|
|||||||||||||||||||
Other non-current liabilities
|
523,827
|
|||||||||||||||||||
Other current liabilities
|
205,779
|
|||||||||||||||||||
Subtotal unallocated
|
1,413,679
|
|||||||||||||||||||
Total liabilities
|
8,162,919
|
|||||||||||||||||||
Equity unallocated
|
1,756,112
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,169,791
|
|||||||||||||||||||
Total liabilities and equity
|
9,919,031
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as
of
December
31,
2017
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
7,436,362
|
660,387
|
897,269
|
90,252
|
9,084,270
|
|||||||||||||||
Investments carried under the equity method
|
12,419
|
-
|
-
|
43,365
|
55,784
|
|||||||||||||||
Current financial investments
|
17,249
|
116,430
|
59,289
|
14,577
|
207,545
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
452,792
|
39,064
|
15,325
|
13,681
|
520,862
|
|||||||||||||||
Subtotal allocated
|
7,918,822
|
815,881
|
971,883
|
161,875
|
9,868,461
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
210,378
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,500
|
|||||||||||||||||||
Subtotal unallocated
|
623,878
|
|||||||||||||||||||
Total assets
|
10,492,339
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2017
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
4,162,596
|
579,173
|
698,346
|
35,093
|
5,475,208
|
|||||||||||||||
Grants and other liabilities
|
1,635,508
|
552
|
-
|
-
|
1,636,060
|
|||||||||||||||
Subtotal allocated
|
5,798,104
|
579,725
|
698,346
|
35,093
|
7,111,268
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
643,083
|
|||||||||||||||||||
Other non-current liabilities
|
657,345
|
|||||||||||||||||||
Other current liabilities
|
185,190
|
|||||||||||||||||||
Subtotal unallocated
|
1,485,618
|
|||||||||||||||||||
Total liabilities
|
8,596,886
|
|||||||||||||||||||
Equity unallocated
|
1,895,453
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,381,071
|
|||||||||||||||||||
Total liabilities and equity
|
10,492,339
|
c) |
The amount of depreciation, amortization and impairment charges recognized for the years ended December 31, 2018, 2017 and 2016 are as follows:
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by geography
|
2018
|
2017
|
2016
|
|||||||||
North America
|
(166,046
|
)
|
(123,726
|
)
|
(129,478
|
)
|
||||||
South America
|
(42,368
|
)
|
(40,880
|
)
|
(62,387
|
)
|
||||||
EMEA
|
(154,283
|
)
|
(146,354
|
)
|
(141,060
|
)
|
||||||
Total
|
(362,697
|
)
|
(310,960
|
)
|
(332,925
|
)
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by business sectors
|
2018
|
2017
|
2016
|
|||||||||
Renewable energy
|
(323,438
|
)
|
(282,376
|
)
|
(304,235
|
)
|
||||||
Electric transmission lines
|
(28,925
|
)
|
(28,584
|
)
|
(28,690
|
)
|
||||||
Efficient natural gas
|
(10,334
|
)
|
-
|
-
|
||||||||
Total
|
(362,697
|
)
|
(310,960
|
)
|
(332,925
|
)
|
Asset Acquisition
for the year ended December 31, 2018
|
||||
Concessional assets (Note 6)
|
155,909
|
|||
Investments carried under the equity method (Note 7)
|
1
|
|||
Current assets
|
5,646
|
|||
Project debt long term (Note 15)
|
(79,016
|
)
|
||
Deferred tax liabilities (Note 18)
|
(590
|
)
|
||
Project debt short term (Note 15)
|
(2,346
|
)
|
||
Other current and non-current liabilities
|
(3,000
|
)
|
||
Asset acquisition - purchase price
|
(76,604
|
)
|
||
Net result of the asset acquisition
|
-
|
a) |
The following table shows the movements of contracted concessional assets included in the heading “Contracted Concessional assets” for 2018:
|
Cost
|
||||
Total as of January 1, 2018
|
10,633,769
|
|||
Additions
|
10,463
|
|||
Application of IFRS 16 – Leases (Note 2)
|
62,982
|
|||
Subtractions
|
(92,814
|
)
|
||
Change in the scope of the consolidated financial statements (Note 5)
|
170,040
|
|||
Translation differences
|
(280,680
|
)
|
||
Reclassification and other movements
|
(27,932
|
)
|
||
Total as of December 31, 2018
|
10,475,828
|
Accumulated amortization
|
||||
Total as of January 1, 2018
|
(1,549,499
|
)
|
||
Adjustments arising from application of IFRS9 - Expected Credit Losses (Note 2)
|
(53,048
|
)
|
||
Additions
|
(362,697
|
)
|
||
Change in the scope of the consolidated financial statements (Note 5)
|
(14,131
|
)
|
||
Translation differences
|
52,728
|
|||
Total accum. amort. as of December 31, 2018
|
(1,926,647
|
)
|
||
Net balance at December 31, 2018
|
8,549,181
|
b) |
The following table shows the movements of contracted concessional assets included in the heading “Contracted Concessional assets” for 2017:
|
Cost
|
||||
Total as of January 1, 2017
|
10,067,596
|
|||
Additions
|
15,426
|
|||
Subtractions
|
(42,500
|
)
|
||
Translation differences
|
593,247
|
|||
Total as of December 31, 2017
|
10,633,769
|
Accumulated amortization
|
||||
Total as of January 1, 2017
|
(1,143,324
|
)
|
||
Additions
|
(309,846
|
)
|
||
Translation differences
|
(96,329
|
)
|
||
Total accum. amort. as of December 31, 2017
|
(1,549,499
|
)
|
||
Net balance at December 31, 2017
|
9,084,270
|
Investments in associates
|
2018
|
2017
|
||||||
Initial balance
|
55,784
|
55,009
|
||||||
Share of (loss)/profit
|
5,231
|
5,351
|
||||||
Dividend distribution
|
(4,463
|
)
|
(2,454
|
)
|
||||
Equity distribution
|
(122
|
)
|
(549
|
)
|
||||
Others (incl. currency translation differences)
|
(3,011
|
)
|
(1,573
|
)
|
||||
Final balance
|
53,419
|
55,784
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Non-
current
liabilities
|
Current
liabilities
|
Revenue
|
Operating
profit/
(loss)
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
|||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
19,679
|
820
|
381
|
420
|
320
|
(668
|
)
|
(693
|
)
|
8,773
|
|||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(*)
|
25.50
|
186,484
|
63,224
|
81,942
|
13,184
|
50,118
|
25,778
|
22,193
|
43,161
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
3,186
|
-
|
-
|
2
|
-
|
(209
|
)
|
(209
|
)
|
1,485
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,190
|
257
|
2,021
|
383
|
-
|
44
|
-
|
-
|
|||||||||||||||||||||||||||
Ca Ku A1, S.A.P.I de CV (PTS)
|
5.00
|
50,547
|
13
|
-
|
50,625
|
-
|
(83
|
)
|
(624
|
)
|
-
|
|||||||||||||||||||||||||
As of December 31, 2018
|
263,086
|
64,314
|
84,344
|
64,614
|
50,438
|
24,862
|
20,667
|
53,419
|
Company
|
%
Shares
|
Non-
current
assets
|
Current
assets
|
Non-
current
liabilities
|
Current
liabilities
|
Revenue
|
Operating
profit/
(loss)
|
Net
profit/
(loss)
|
Investment
under the
equity
method
|
|||||||||||||||||||||||||||
Evacuación Valdecaballeros, S.L.
|
57.16
|
21,306
|
841
|
373
|
451
|
298
|
(708
|
)
|
(730
|
)
|
9,175
|
|||||||||||||||||||||||||
Myah Bahr Honaine, S.P.A.(*)
|
25.50
|
195,275
|
64,114
|
91,205
|
12,649
|
46,767
|
28,468
|
24,464
|
43,365
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
3,904
|
-
|
-
|
2
|
-
|
(206
|
)
|
(206
|
)
|
3,244
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,526
|
53
|
2,265
|
190
|
-
|
37
|
-
|
-
|
|||||||||||||||||||||||||||
As of December 31, 2017
|
240,011
|
65,008
|
93,843
|
13,292
|
47,065
|
27,591
|
23,528
|
55,784
|
Notes
|
Amortized cost
|
Fair Value
Through Other
Comprehensive
Income
|
Fair value
Through
profit or loss
|
Balance as of
December 31,
2018
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
11,571
|
11,571
|
|||||||||||||||
Investment in Ten West Link
|
-
|
6,034
|
-
|
6,034
|
||||||||||||||||
Other financial investments
|
275,899
|
-
|
-
|
275,899
|
||||||||||||||||
Clients and other receivables
|
11
|
236,395
|
-
|
-
|
236,395
|
|||||||||||||||
Cash and cash equivalents
|
12
|
631,542
|
-
|
-
|
631,542
|
|||||||||||||||
Total financial assets
|
1,143,836
|
6,034
|
11,571
|
1,161,441
|
||||||||||||||||
|
||||||||||||||||||||
Corporate debt
|
14
|
684,073
|
-
|
-
|
684,073
|
|||||||||||||||
Project debt
|
15
|
5,091,114
|
-
|
-
|
5,091,114
|
|||||||||||||||
Related parties – non-current
|
10
|
33,675
|
-
|
-
|
33,675
|
|||||||||||||||
Trade and other current liabilities
|
17
|
192,033
|
-
|
-
|
192,033
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
279,152
|
279,152
|
|||||||||||||||
Total financial liabilities
|
6,000,895
|
-
|
279,152
|
6,280,047
|
Notes
|
Amortized cost
|
Fair Value
Through Other
Comprehensive
Income
|
Fair value
Through
profit or loss
|
Balance as of
December 31,
2017
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
8,230
|
8,230
|
|||||||||||||||
Investment in Ten West Link
|
-
|
2,088
|
-
|
2,088
|
||||||||||||||||
Investment in Abengoa´s New Money
|
-
|
-
|
1,715
|
1,715
|
||||||||||||||||
Other financial investments
|
243,347
|
-
|
-
|
243,347
|
||||||||||||||||
Clients and other receivables
|
11
|
244,449
|
-
|
-
|
244,449
|
|||||||||||||||
Cash and cash equivalents
|
12
|
669,387
|
-
|
-
|
669,387
|
|||||||||||||||
Total financial assets
|
1,157,183
|
2,088
|
9,945
|
1,169,216
|
||||||||||||||||
|
||||||||||||||||||||
Corporate debt
|
14
|
643,083
|
-
|
-
|
643,083
|
|||||||||||||||
Project debt
|
15
|
5,475,208
|
-
|
-
|
5,475,208
|
|||||||||||||||
Related parties – non-current
|
10
|
141,031
|
-
|
-
|
141,031
|
|||||||||||||||
Trade and other current liabilities
|
17
|
155,144
|
-
|
-
|
155,144
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
329,731
|
329,731
|
|||||||||||||||
Total financial liabilities
|
6,414,466
|
-
|
329,731
|
6,744,197
|
Balance as of December 31, 2018
|
Balance as of December 31, 2017
|
|||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Derivatives - cash flow hedge
|
11,571
|
279,152
|
8,230
|
329,731
|
· |
Project debt in Euros: the Company hedges between 81% and 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between
0.60% and 4.87%.
|
· |
Project debt in U.S. dollars: the Company hedges between 70% and 100% of the notional amount, including maturities until 2034 and average guaranteed interest
rates of between 2.32% and 5.27%.
|
Notionals
|
Balance as of December 31, 2018
|
Balance as of December 31, 2017
|
||||||||||||||
Cap
|
Swap
|
Cap
|
Swap
|
|||||||||||||
Up to 1 year
|
42,846
|
93,440
|
42,324
|
139,939
|
||||||||||||
Between 1 and 2 years
|
45,603
|
119,568
|
45,422
|
94,285
|
||||||||||||
Between 2 and 3 years
|
48,774
|
234,572
|
48,215
|
103,536
|
||||||||||||
Subsequent years
|
535,774
|
1,858,061
|
620,378
|
1,893,850
|
||||||||||||
Total
|
$
|
672,997
|
$
|
2,305,641
|
$
|
756,339
|
$
|
2,231,611
|
Fair value
|
Balance as of December 31, 2018
|
Balance as of December 31, 2017
|
||||||||||||||
Cap
|
Swap
|
Cap
|
Swap
|
|||||||||||||
Up to 1 year
|
493
|
(11,848
|
)
|
347
|
(13,224
|
)
|
||||||||||
Between 1 and 2 years
|
2,172
|
(13,231
|
)
|
978
|
(14,378
|
)
|
||||||||||
Between 2 and 3 years
|
562
|
(15,151
|
)
|
396
|
(15,923
|
)
|
||||||||||
Subsequent years
|
8,344
|
(238,922
|
)
|
6,509
|
(286,206
|
)
|
||||||||||
Total
|
$
|
11,571
|
(279,152
|
)
|
$
|
8,230
|
(329,731
|
)
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Credit receivables (current)
|
5,328
|
11,567
|
||||||
Total current receivables with related parties
|
5,328
|
11,567
|
||||||
Credit receivables (non-current)
|
-
|
2,108
|
||||||
Total non-current receivables with related parties
|
-
|
2,108
|
||||||
Trade payables (current)
|
19,352
|
63,409
|
||||||
Total current payables with related parties
|
19,352
|
63,409
|
||||||
Credit payables (non-current)
|
33,675
|
141,031
|
||||||
Total non-current payables with related parties
|
33,675
|
141,031
|
For the twelve-month period ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Services rendered
|
-
|
3,495
|
1,220
|
|||||||||
Services received
|
(101,582
|
)
|
(114,416
|
)
|
(115,779
|
)
|
||||||
Financial income
|
3,721
|
74
|
60
|
|||||||||
Financial expenses
|
(398
|
)
|
(1,154
|
)
|
(2,460
|
)
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Trade receivables
|
163,856
|
186,728
|
||||||
Tax receivables
|
54,959
|
39,607
|
||||||
Prepayments
|
5,521
|
6,375
|
||||||
Other accounts receivable
|
12,059
|
11,739
|
||||||
Total
|
236,395
|
244,449
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Euro
|
91,303
|
109,165
|
||||||
Rand
|
25,193
|
23,792
|
||||||
Other
|
9,884
|
7,363
|
||||||
Total
|
126,380
|
140,320
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Up to 3 months
|
163,856
|
186,728
|
||||||
Total
|
163,856
|
186,728
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Cash at bank and on hand
|
631,542
|
669,387
|
||||||
Total
|
631,542
|
669,387
|
Balance as of December 31,
|
||||||||
Currency
|
2018
|
2017
|
||||||
U.S. dollar
|
328,716
|
319,400
|
||||||
Euro
|
228,036
|
288,625
|
||||||
Algerian Dinar
|
11,602
|
13,628
|
||||||
South African Rand
|
55,257
|
40,999
|
||||||
Others
|
7,931
|
6,735
|
||||||
Total
|
631,542
|
669,387
|
- |
On February 27, 2018, the Board of Directors declared a dividend of $0.31 per share corresponding to the fourth quarter of 2017. The dividend was paid on
March 27, 2018.
|
- |
On May 11, 2018, the Board of Directors of the Company approved a dividend of $0.32 per share corresponding to the first quarter of 2018. The dividend was
paid on June 15, 2018.
|
- |
On July 31, 2018, the Board of Directors of the Company approved a dividend of $0.34 per share corresponding to the second quarter of 2018. The dividend was
paid on September 15, 2018.
|
- |
On October 31, 2018, the Board of Directors declared a dividend of $0.36 per share corresponding to the third quarter of 2018. The dividend was paid on
December 14, 2018.
|
Balance as of December 31,
|
||||||||
Non-current
|
2018
|
2017
|
||||||
Credit Facilities with financial entities
|
415,168
|
320,783
|
||||||
Notes and Bonds
|
-
|
253,393
|
||||||
Total Non-Current
|
415,168
|
574,176
|
Balance as of December 31,
|
||||||||
Current
|
2018
|
2017
|
||||||
Credit Facilities with financial entities
|
11,580
|
65,833
|
||||||
Notes and Bonds
|
257,325
|
3,074
|
||||||
Total Current
|
268,905
|
68,907
|
2019
|
2020
|
2021
|
2022
|
2023
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
New Revolving Credit Facility
|
-
|
-
|
107,560
|
-
|
-
|
-
|
107,560
|
|||||||||||||||||||||
Note Issuance Facility
|
128
|
-
|
-
|
102,908
|
102,350
|
102,350
|
307,736
|
|||||||||||||||||||||
2017 Credit Facility
|
11,452
|
-
|
-
|
-
|
-
|
-
|
11,452
|
|||||||||||||||||||||
2019 Notes
|
257,325
|
-
|
-
|
-
|
-
|
-
|
257,325
|
|||||||||||||||||||||
Total
|
268,905
|
-
|
107,560
|
102,908
|
102,350
|
102,350
|
684,073
|
January 1, 2018
|
Cash Flow
|
Non-cash changes
|
December 31, 2018
|
|||||||||||||
Corporate debt
|
643,083
|
14,403
|
26,587
|
684,073
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2017
|
5.228.917
|
246.291
|
5.475.208
|
|||||||||
Increases
|
105,466
|
288,541
|
393,007
|
|||||||||
Decreases
|
(98,450
|
)
|
(522,317
|
)
|
(620,767
|
)
|
||||||
First time application of IFRS 9 (Note 2)
|
(39,599
|
)
|
-
|
(39,599
|
)
|
|||||||
Debt refinancing IFRS 9 impact
|
(36,642
|
)
|
-
|
(36,642
|
)
|
|||||||
Change in the scope of the consolidated financial statements (Note 5)
|
79,016
|
2,346
|
81,362
|
|||||||||
Currency translation differences
|
(150,019
|
)
|
(12,436
|
)
|
(162,455
|
)
|
||||||
Reclassifications
|
(262,030
|
)
|
262,030
|
-
|
||||||||
Balance as of December 31, 2018
|
4,826,659
|
264,455
|
5,091,114
|
- |
A net decrease primarily due to the contractual payments of debt for the year and the partial
repayment of Solana debt using the indemnity received from Abengoa during the year 2018 for $61.5 million (see Note 10). Interests accrued are offset by a similar amount of interests paid during the year;
|
- |
The impact of the first application of IFRS 9, ´Financial instruments´ from January 1, 2018 (see Note 2);
|
- |
The impact of the refinancing of the debts of Helios 1/2 and Helioenergy 1/2 on May 18, 2018 and June 26, 2018 respectively. The terms of the new debts are not
substantially different from the original debts refinanced and therefore the exchange of debts instruments does not qualify for an extinguishment of the original debts under IFRS 9, ´Financial instruments´. When there is a
refinancing with a non-substantial modification of the original debt, there is a gain or loss recorded in the income statement. This gain or loss is equal to the difference between the present value of the cash flows under the
original terms of the former financing and the present value of the cash flows under the new financing, discounted both at the original effective interest rate. In this respect, the Company recorded a $36.6 million financial
income in the profit and loss statement of the consolidated financial statements (see Note 21);
|
- |
The acquisition of assets and the consolidation of its debt during the year (see Note 5).
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2016
|
4,629,184
|
701,283
|
5,330,467
|
|||||||||
Increases
|
52,027
|
304,707
|
356,734
|
|||||||||
Decreases
|
(42,560
|
)
|
(509,131
|
)
|
(551,691
|
)
|
||||||
Currency translation differences
|
316,646
|
23,052
|
339,698
|
|||||||||
Reclassifications
|
273,620
|
(273,620
|
)
|
-
|
||||||||
Balance as of December 31, 2017
|
5,228,917
|
246,291
|
5,475,208
|
- |
Net decrease primarily due to repayment of debt, considering that interests accrued are offset by a similar amount of interests paid during the year. Decrease in
long-term debt primarily relates to the partial repayment of Solana debt using the indemnity received from Abengoa in December 2017 for $42.5 million (see Note 10);
|
- |
A reclassification of the entire debt of Kaxu and Cadonal projects from short term to long term during the year 2017 as a result of the waiver obtained for Kaxu
in March 2017 and the completion of certain pending conditions for Cadonal in October 2017. In addition, in 2017, Kaxu’s debt coverage ratio did not reach the minimum threshold due to the technical problems that the plant
experienced since the end of 2016. However, the lenders of the project finance agreement granted a waiver to the asset and therefore reclassification of the debt to short-term does not apply in this case.
|
2019
|
2020
|
2021
|
2022
|
2023
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
Repayment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
21,916
|
242,538
|
257,012
|
268,625
|
299,840
|
326,413
|
3,674,770
|
5,091,114
|
January 1, 2018
|
Cash Flow
|
Non-cash changes
|
December 31, 2018
|
|||||||||||||
Project debt
|
5,475,208
|
(579,598
|
)
|
195,504
|
5,091,114
|
Balance as of December 31,
|
||||||||
Currency
|
2018
|
2017
|
||||||
Euro
|
2,049,892
|
2,286,771
|
||||||
Algerian Dinar
|
29,545
|
35,093
|
||||||
Rand
|
384,915
|
456,179
|
||||||
Total
|
2,464,352
|
2,778,043
|
Balance as of December 31,
|
||||||||
2018
|
2017
|
|||||||
Grants
|
1,150,805
|
1,225,877
|
||||||
Other liabilities
|
507,321
|
410,183
|
||||||
Grant and other non-current liabilities
|
1,658,126
|
1,636,060
|
Balance as of December 31,
|
||||||||
Item
|
2018
|
2017
|
||||||
Trade accounts payables
|
109,430
|
107,662
|
||||||
Down payments from clients
|
6,289
|
6,466
|
||||||
-Liberty (see Note 16)
|
37,119
|
-
|
||||||
Other accounts payable
|
39,195
|
41,016
|
||||||
Total
|
192,033
|
155,144
|
Deferred tax assets
|
Balance as of December 31,
|
|||||||
Concept
|
2018
|
2017
|
||||||
Net tax credits for operating losses carryforwards
|
55,835
|
71,219
|
||||||
Temporary differences derivatives financial instruments
|
79,865
|
93,719
|
||||||
Other temporary differences
|
366
|
198
|
||||||
Total deferred tax assets
|
136,066
|
165,136
|
Deferred tax liabilities
|
Balance as of December 31,
|
|||||||
Concept
|
2018
|
2017
|
||||||
Temporary differences tax/book amortization
|
126,792
|
113,432
|
||||||
Other temporary differences tax/book value of contracted concessional assets
|
73,793
|
66,247
|
||||||
Other temporary differences
|
10,415
|
6,904
|
||||||
Total deferred tax liabilities
|
211,000
|
186,583
|
- |
In December 2017 a tax reform, the Tax Cuts and Jobs Act, was enacted in the U.S., consisting mainly in a decrease in the corporate tax rate from 35% to 21%
effective 1st of January 2018. The Company therefore adjusted the deferred tax assets and liabilities of its U.S. entities using the new enacted corporate tax rate as of December 31, 2017, resulting in a loss of $19 million
recorded in the consolidated income statement for the year ended December 31, 2017;
|
- |
In addition, the U.S. Internal Revenue Code (“IRC”) Section 382 establishes an annual limitation on the use of U.S. Net Operating Losses (“NOLs”) as a result of
an ownership change. An “ownership change” would occur if the direct and indirect “5-percent shareholders”, as defined under Section 382 of the IRC, collectively increased their ownership in the Company by more than 50
percentage points over a rolling three-year period. The Company experienced during 2017 an ownership change due to Abengoa´s restructuring and changes in its shareholders´s base. As a result, the U.S. NOLs carryforwards
generated through the date of change are subject to an annual limitation under Section 382, which resulted in a derecognition of deferred tax assets previously recognized amounting to $96 million corresponding to an amount of
$387 million of NOLs and also taking into consideration the newly enacted corporate tax rate of 21%. This loss has been recorded in the consolidated income statement for the year ended December 31, 2017.
|
Deferred tax assets
|
Amount
|
|||
As of January 1, 2017
|
202,891
|
|||
Increase/(decrease) through the consolidated income statement
|
(31,421
|
)
|
||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
(13,312
|
)
|
||
Other movements
|
6,978
|
|||
As of December 31, 2017
|
165,136
|
|||
First application of IFRS 9 as of December 31, 2017 (Note 2)
|
11,811
|
|||
Increase/(decrease) through the consolidated income statement
|
(24,195
|
)
|
||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
(10,685
|
)
|
||
Other movements
|
(6,001
|
)
|
||
As of December 31, 2018
|
136,066
|
Deferred tax liabilities
|
Amount
|
|||
As of January 1, 2017
|
95,037
|
|||
Increase/(decrease) through the consolidated income statement
|
86,418
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
-
|
|||
Other movements
|
5,128
|
|||
As of December 31, 2017
|
186,583
|
|||
First application of IFRS 9 as of December 31, 2017 (Note 2)
|
8,849
|
|||
Increase/(decrease) through the consolidated income statement
|
17,996
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
-
|
|||
Change in the scope of the consolidated financial statements (Note 5)
|
590
|
|||
Other movements
|
(3,018
|
)
|
||
As of December 31, 2018
|
211,000
|
For the twelve-month period ended December 31,
|
||||||||||||
Item
|
2018
|
2017
|
2016
|
|||||||||
Current tax
|
(468
|
)
|
(1,998
|
)
|
(1,018
|
)
|
||||||
Deferred tax
|
(42,191
|
)
|
(117,839
|
)
|
(648
|
)
|
||||||
- relating to the origination and reversal of temporary differences
|
(42,191
|
)
|
(98,508
|
)
|
(648
|
)
|
||||||
- relating to changes in tax rates
|
-
|
(19,331
|
)
|
-
|
||||||||
Total income tax benefit/(expense)
|
(42,659
|
)
|
(119,837
|
)
|
(1,666
|
)
|
For the year ended December 31,
|
||||||||||||
Concept
|
2018
|
2017
|
2016
|
|||||||||
Consolidated income / (loss) before taxes
|
97,928
|
14,950
|
3,333
|
|||||||||
Average statutory tax rate
|
30
|
%
|
30
|
%
|
30
|
%
|
||||||
Corporate income tax at average statutory tax rate
|
(29,378
|
)
|
(4,485
|
)
|
(1,000
|
)
|
||||||
Income tax of associates, net
|
1,639
|
1,765
|
2,110
|
|||||||||
Differences in foreign tax rates
|
752
|
3,304
|
(4,930
|
)
|
||||||||
Permanent differences
|
5,385
|
19,324
|
11,121
|
|||||||||
Incentives, deductions, and unrecognized tax losses carryforwards
|
(22,972
|
)
|
(20,994
|
)
|
(11,110
|
)
|
||||||
Change in corporate income tax
|
-
|
(19,331
|
)
|
-
|
||||||||
U.S. Internal Revenue Code Section 382
|
-
|
(96,328
|
)
|
-
|
||||||||
Other non-taxable income/(expense)
|
1,915
|
(3,092
|
)
|
2,143
|
||||||||
Corporate income tax
|
(42,659
|
)
|
(119,837
|
)
|
(1,666
|
)
|
- |
A reduction of the Federal income tax rate from 35% to 21%, effective since January 1, 2018. This measure will imply a reduction of the tax burden of the Company.
The effect on the deferred tax assets and liabilities has resulted in a $19 million loss in the year 2017;
|
- |
A limitation of the deduction for net interest expense of all businesses in the U.S. The new limitation is imposed on net interest expense that exceeds 30% of
EBITDA from 2018 to 2021, and 30% of EBIT from 2022 onwards. Interests disallowed would be deducted in the future in the event that those limits are not exceeded. After having considered the impacts of Section 382 commented
above, the Company does not expect significant negative effects from this net interest expense limitation;
|
- |
NOLs arising in tax years beginning after 2017 would be limited to 80% of taxable income. For new NOLs recognized after 2017, an indefinite carryforward would be
allowed. The limitation of 80% is not applicable for NOLs generated before 2018. For existing NOLs before 2018, a carryforward of 20 years is still applicable. The new limitation does not trigger adverse tax effects to the
U.S. subsidiaries of the Company considering the amount of NOLs to be generated in upcoming years and the projected amount of taxable income of these entities after having considered the impacts of Section 382;
|
- |
Base erosion anti-abuse tax (BEAT): The BEAT applies to certain U.S. corporations that make relevant deductible payments to foreign affiliates. The excess of 10%
of a corporation’s taxable income increased by those payments to foreign related parties over its regular tax liability, will be the base erosion tax due. BEAT provisions do not trigger adverse tax consequences for the U.S.
subsidiaries of the Company considering the amount of payments made to foreign affiliates for management and support services;
|
- |
Potential tax erosion in the U.S.: The Company does not expect to have material adverse tax consequences in the U.S. subsidiaries as a result of the measures
previously described.
|
2018
|
Total
|
2019
|
2020 and 2021
|
2022 and 2023
|
Subsequent
|
|||||||||||||||
Corporate debt
|
684,073
|
268,905
|
107,560
|
205,258
|
102,350
|
|||||||||||||||
Loans with credit institutions (project debt)
|
4,314,307
|
233,214
|
476,191
|
571,374
|
3,033,528
|
|||||||||||||||
Notes and bonds (project debt)
|
776,807
|
31,241
|
49,445
|
54,879
|
641,242
|
|||||||||||||||
Purchase commitments
|
3,082,495
|
131,417
|
264,461
|
259,775
|
2,426,842
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,743,132
|
314,984
|
565,040
|
492,932
|
1,370,176
|
2017
|
Total
|
2018
|
2019 and 2020
|
2021 and 2022
|
Subsequent
|
|||||||||||||||
Corporate debt
|
643,083
|
68,907
|
253,393
|
107,316
|
213,467
|
|||||||||||||||
Loans with credit institutions (project debt)
|
4,628,289
|
215,117
|
457,853
|
539,466
|
3,415,853
|
|||||||||||||||
Notes and bonds (project debt)
|
846,919
|
31,174
|
53,620
|
54,395
|
707,730
|
|||||||||||||||
Purchase commitments
|
3,149,813
|
141,867
|
230,014
|
259,845
|
2,518,087
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
3,129,321
|
340,481
|
630,108
|
559,856
|
1,598,876
|
For the twelve-month year ended December 31,
|
||||||||||||
Other
operating income
|
2018
|
2017
|
2016
|
|||||||||
Grants
|
59,421
|
59,707
|
59,085
|
|||||||||
Income from various services and insurance proceeds
|
34,181
|
21,137
|
6,453
|
|||||||||
Income from the purchase of the long-term operation and maintenance payable to Abengoa (see Note
10)
|
38,955
|
-
|
-
|
|||||||||
Total
|
132,557
|
80,844
|
65,538
|
For the twelve-month year ended December 31,
|
||||||||||||
Other
operating expenses
|
2018
|
2017
|
2016
|
|||||||||
Leases and fees
|
(1,716
|
)
|
(6,641
|
)
|
(5,309
|
)
|
||||||
Operation and maintenance
|
(145,857
|
)
|
(129,873
|
)
|
(133,292
|
)
|
||||||
Independent professional services
|
(43,229
|
)
|
(36,178
|
)
|
(30,515
|
)
|
||||||
Supplies
|
(25,947
|
)
|
(20,350
|
)
|
(17,177
|
)
|
||||||
Insurance
|
(24,227
|
)
|
(24,289
|
)
|
(23,390
|
)
|
||||||
Levies and duties
|
(37,439
|
)
|
(52,409
|
)
|
(44,440
|
)
|
||||||
Other expenses
|
(21,579
|
)
|
(14,721
|
)
|
(6,195
|
)
|
||||||
Total
|
(299,994
|
)
|
(284,461
|
)
|
(260,318
|
)
|
For the year ended December 31,
|
||||||||||||
Financial income
|
2018
|
2017
|
2016
|
|||||||||
Interest income from loans and credits
|
36,296
|
325
|
286
|
|||||||||
Interest rates benefits derivatives: cash flow hedges
|
148
|
682
|
3,012
|
|||||||||
Total
|
36,444
|
1,007
|
3,298
|
For the year ended December 31,
|
||||||||||||
Financial expenses
|
2018
|
2017
|
2016
|
|||||||||
Expenses due to interest:
|
||||||||||||
- Loans from credit entities
|
(256,736
|
)
|
(253,660
|
)
|
(242,919
|
)
|
||||||
- Other debts
|
(100,057
|
)
|
(137,562
|
)
|
(90,995
|
)
|
||||||
Interest rates losses derivatives: cash flow hedges
|
(68,226
|
)
|
(72,495
|
)
|
(74,093
|
)
|
||||||
Total
|
(425,019
|
)
|
(463,717
|
)
|
(408,007
|
)
|
For the year ended December 31,
|
||||||||||||
Other financial income / (expenses)
|
2018
|
2017
|
2016
|
|||||||||
Dividend from ACBH (Brazil)
|
-
|
10,383
|
27,948
|
|||||||||
Impairment preferred equity investment in ACBH
|
-
|
-
|
(22,076
|
)
|
||||||||
Other financial income
|
14,431
|
28,809
|
13,027
|
|||||||||
Other financial losses
|
(22,666
|
)
|
(20,758
|
)
|
(10,394
|
)
|
||||||
Total
|
(8,235
|
)
|
18,434
|
8,505
|
For the year ended December 31,
|
||||||||||||
Item
|
2018
|
2017
|
2016
|
|||||||||
Profit/(loss) from continuing operations attributable to Atlantica Yield Plc.
|
41,596
|
(111,804
|
)
|
(4,855
|
)
|
|||||||
Profit/(loss) from discontinuing operations attributable to Atlantica Yield Plc.
|
-
|
-
|
-
|
|||||||||
Average number of ordinary shares outstanding (thousands) - basic and diluted
|
100,217
|
100,217
|
100,217
|
|||||||||
Earnings per share from continuing operations (US dollar per share) - basic and diluted
|
0.42
|
(1.12
|
)
|
(0.05
|
)
|
|||||||
Earnings per share from discontinuing operations (US dollar per share) - basic and diluted
|
-
|
-
|
-
|
|||||||||
Earnings per share from profit/ (loss) for the period (US dollar per share) -
basic and diluted
|
0.42
|
(1.12
|
)
|
(0.05
|
)
|
Company name
|
Project name
|
Registered address
|
% of
nominal
share
|
Business
|
||||
ACT Energy México, S. de R.L. de C.V.
|
ACT
|
Santa Barbara (Mexico)
|
100.00
|
(2)
|
||||
ABY infraestructuras, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
ABY infrastructures USA LLC.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ABY Concessions Infrastructures, S.LU.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
ABY Concessions Perú, S.A.
|
Lima (Peru)
|
100.00
|
(5)
|
|||||
ABY Holdings USA LLC
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ASHUSA Inc.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ABY South Africa (Pty) Ltd
|
Pretoria (South Africa)
|
100.00
|
(5)
|
|||||
ASUSHI, Inc.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
Atlantica Yield Chile SpA
|
Santiago de Chile (Chile)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ABY Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
México D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Argelia)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
Solana
|
Colorado (United States)
|
100.00
|
(3)
|
||||
ASO Holdings Company, LLC.
|
Colorado (United States)
|
100.00*
|
(5)
|
|||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
Banitod, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Carpio Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Ecija Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Extremadura Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Sevilla (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Madrid (Spain)
|
67.00
|
(5)
|
|||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios I Hyperion Energy Investments, S.L.
|
Helios 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.L.
|
Helios 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Hypesol Energy Holding, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Kaxu Solar One (Pty) Ltd.
|
Kaxu
|
Gauteng (South Africa)
|
51.00
|
(3)
|
||||
Logrosán Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones Dos, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Mojave Solar Holdings, LLC.
|
Colorado (United States)
|
100.00
|
(5)
|
|||||
Mojave Solar LLC.
|
Mojave
|
Arizona (United States)
|
100.00
|
(3)
|
||||
Palmatir S.A.
|
Palmatir
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Palmucho, S.A.
|
Palmucho
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Santa Barbara. (Mexico)
|
100.00
|
(5)
|
|||||
Sanlucar Solar, S.A.
|
PS-10
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Uno S.A.
|
Solaben 1
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Dos S.A.
|
Solaben 2
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Tres S.A.
|
Solaben 3
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Seis S.A.
|
Solaben 6
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Luxembourg S.A.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Solacor Electricidad Uno, S.A.
|
Solacor 1
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
ABY Servicios Corporativos S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Solar Processes, S.A.
|
PS-20
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Solar Inversiones, S.A.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Solnova Electricidad, S.A.
|
Solnova 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Tres, S.A.
|
Solnova 3
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Cuatro, S.A.
|
Solnova 4
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Transmisora Mejillones, S.A.
|
Quadra 1
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
Transmisora Baquedano, S.A.
|
Quadra 2
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
Hidrocañete S.A.
|
Mini-Hydro
|
Lima (Peru)
|
100.00
|
(3)
|
||||
AY Holding Uruguay, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Estrellada, S.A.
|
Melowind
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Atlantica Yield South Africa Ltd.
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
CKA1 Holding S. de R.L. de C.V.
|
México D.F. (Mexico)
|
100.00
|
(5)
|
(1)
|
Business sector: Electric transmission lines
|
(2)
|
Business sector: Efficient natural gas
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
*
|
100% of Class A shares held by Liberty (US tax equity investor, non-related party).
|
Company name
|
Project name
|
Registered address
|
% of
nominal
share
|
Business
|
||||
ACT Energy México, S. de R.L. de C.V.
|
ACT
|
Santa Barbara (Mexico)
|
100.00
|
(2)
|
||||
ABY infraestructuras, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
ABY infrastructures USA LLC.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ABY Concessions Infrastructures, S.LU.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
ABY Concessions Perú, S.A.
|
Lima (Peru)
|
100.00
|
(5)
|
|||||
ABY Holdings USA LLC
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ASHUSA Inc.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
ABY South Africa (Pty) Ltd
|
Pretoria (South Africa)
|
100.00
|
(5)
|
|||||
ASUSHI, Inc.
|
Arizona (United States)
|
100.00
|
(5)
|
|||||
Atlantica Yield Chile SpA
|
Santiago de Chile (Chile)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ABY Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
México D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Argelia)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
Solana
|
Colorado (United States)
|
100.00
|
(3)
|
||||
ASO Holdings Company, LLC.
|
Colorado (United States)
|
100.00*
|
(5)
|
|||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
Banitod, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Carpio Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Ecija Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Extremadura Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Sevilla (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Madrid (Spain)
|
67.00
|
(5)
|
|||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios I Hyperion Energy Investments, S.L.
|
Helios 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.L.
|
Helios 2
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Hypesol Energy Holding, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Kaxu Solar One (Pty) Ltd.
|
Kaxu
|
Gauteng (South Africa)
|
51.00
|
(3)
|
||||
Logrosán Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones Dos, S.L.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Mojave Solar Holdings, LLC.
|
Colorado (United States)
|
100.00
|
(5)
|
|||||
Mojave Solar LLC.
|
Mojave
|
Arizona (United States)
|
100.00
|
(3)
|
||||
Palmatir S.A.
|
Palmatir
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Palmucho, S.A.
|
Palmucho
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Santa Barbara. (Mexico)
|
100.00
|
(5)
|
|||||
Sanlucar Solar, S.A.
|
PS-10
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Uno S.A.
|
Solaben 1
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Electricidad Dos S.A.
|
Solaben 2
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Tres S.A.
|
Solaben 3
|
Caceres (Spain)
|
70.00
|
(3)
|
||||
Solaben Electricidad Seis S.A.
|
Solaben 6
|
Caceres (Spain)
|
100.00
|
(3)
|
||||
Solaben Luxembourg S.A.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Solacor Electricidad Uno, S.A.
|
Solacor 1
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Sevilla (Spain)
|
87.00
|
(3)
|
||||
ABY Servicios Corporativos S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Solar Processes, S.A.
|
PS-20
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Solar Inversiones, S.A.
|
Sevilla (Spain)
|
100.00
|
(5)
|
|||||
Solnova Electricidad, S.A.
|
Solnova 1
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Tres, S.A.
|
Solnova 3
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Solnova Electricidad Cuatro, S.A.
|
Solnova 4
|
Sevilla (Spain)
|
100.00
|
(3)
|
||||
Transmisora Mejillones, S.A.
|
Quadra 1
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
||||
Transmisora Baquedano, S.A.
|
Quadra 2
|
Santiago de Chile (Chile)
|
100.00
|
(1)
|
(1)
|
Business sector: Electric transmission lines
|
(2)
|
Business sector: Efficient natural gas
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
*
|
100% of Class A shares held by Liberty (US tax equity investor, non-related party).
|
Company name
|
|
Project name
|
|
Registered
address
|
|
% of
nominal
share
|
|
|
Business
|
|
||
Evacuacion Valdecaballeros, S.L.
|
|
|
|
Caceres (Spain)
|
|
|
57.2
|
|
|
|
(3
|
)
|
Geida Tlemcen S.L.
|
|
Honaine
|
|
Madrid (Spain)
|
|
|
50.0
|
|
|
|
(4
|
)
|
Pectonex R.F.
|
|
|
|
Pretoria (South Africa)
|
|
|
50.0
|
|
|
|
(3
|
)
|
Evacuación Villanueva del Rey, S.L.
|
|
|
|
Sevilla (Spain)
|
|
|
40.0
|
|
|
|
(3
|
)
|
Ca Ku A1, S.A.P.I de CV
|
|
|
|
Mexico D.F. (México)
|
|
|
5.0
|
|
|
|
(2
|
)
|
Company name
|
|
Project name
|
|
Registered
address
|
|
% of
nominal
share
|
|
|
Business
|
|
||
Evacuacion Valdecaballeros, S.L.
|
|
|
|
Caceres (Spain)
|
|
|
57.2
|
|
|
|
(3
|
)
|
Geida Tlemcen S.L.
|
|
Honaine
|
|
Madrid (Spain)
|
|
|
50.0
|
|
|
|
(4
|
)
|
Pectonex R.F.
|
|
|
|
Pretoria (South Africa)
|
|
|
50.0
|
|
|
|
(3
|
)
|
Evacuación Villanueva del Rey, S.L.
|
|
|
|
Sevilla (Spain)
|
|
|
40.0
|
|
|
|
(3
|
)
|
(1)
|
Business sector: Electric transmission lines
|
(2)
|
Business sector: Efficient natural gas
|
(3)
|
Business sector: Renewable energy
|
(4)
|
Business sector: Water
|
(5)
|
Holding Company
|
Appendices
|
(i) |
the approximately 356 mile, 220kV line from Carhuamayo-Paragsha-Conococha-Kiman-Ayllu-Cajamarca Norte;
|
(ii) |
the 4.3 mile, 138kV link between the existing Huallanca substation and Kiman Ayllu substations;
|
(iii) |
the 1.9 mile, 138kV link between the 138kV Carhuamayo substation and the 220kV Carhuamayo substation;
|
(iv) |
the new Conococha and Kiman Ayllu substations; and
|
(v) |
the expansion of the Cajamarca Norte, 220kV Carhuamayo, 138kV Carhuamayo and 220kV Paragsha substations.
|
(i) |
one 500kV electric transmission line and two short 220kV electric transmission lines, which are linked to existing substations;
|
(ii) |
three new 500kV substations; and
|
(iii) |
three existing substations (two existing 220kV substations and one existing 550/220kV substation), through the development of new transformers, line reactors,
series reactive compensation and shunt reactions in some substations.
|
Project
name
|
Country
|
Status(1)
|
% of
Nominal
Share(2)
|
Period of
Concession(4)(5)
|
Offtaker(7)
|
Financial/
Intangible(3)
|
Assets/
Investment
|
Accumulated
Amortization
|
Operating
Profit/
(Loss)(8)
|
Arrangement
Terms
(price)
|
Description of
the
Arrangement
|
|||||||||||
Renewable energy:
|
||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
1,937,684
|
(372,638)
|
13,563
|
Fixed price per MWh with annual increases of 1.84% per year
|
30-year PPA with APS regulated by ACC
|
|||||||||||
Mojave
|
USA
|
(O)
|
100.0
|
25 Years
|
PG&E
|
(I)
|
1,556,435
|
(250,973)
|
56,100
|
Fixed price per MWh without any indexation mechanism
|
25-year PPA with PG&E regulated by CPUC and CAEC
|
|||||||||||
Palmatir
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
148,030
|
(36,731)
|
5,070
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Cadonal
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
122,045
|
(38,842)
|
3,553
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Melowind
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
132,595
|
(13,205)
|
203
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
Solaben 2
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
315,226
|
(55,685)
|
12,729
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 3
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
314,022
|
(57,751)
|
13,367
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 1
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
318,987
|
(62,757)
|
12,510
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 2
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
332,131
|
(64,219)
|
11,936
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
318,821
|
(82,190)
|
14,604
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 3
|
Spain
|
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
|
299,539
|
(74,471)
|
|
15,913
|
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||
Solnova 4
|
Spain
|
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
|
278,104
|
(68,488)
|
|
17,710
|
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helios 1
|
Spain
|
(O) |
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I) |
320,154
|
(59,290)
|
12,061
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain | ||||||||||
Helios 2
|
|
Spain
|
|
(O)
|
|
100.0
|
|
25 Years
|
Kingdom of
Spain
|
(I)
|
|
311,764
|
|
(56,234)
|
|
12,695
|
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||
Helioenergy 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
310,186
|
|
(61,812)
|
15,529
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
||||||||||
Helioenergy 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
310,943
|
(59,180)
|
16,258
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
310,259
|
(46,470)
|
11,623
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 6
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
307,037
|
(45,922)
|
12,250
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
526,172
|
(101,943)
|
56,214
|
Take or pay contract for the purchase of electricity up to the contracted capacity from the facility.
|
20-year PPA with Eskom SOC Ltd. With a fixed price formula in local currency subject to indexation to local inflation
|
Efficient natural gas:
|
||||||||||||||||||||||
ACT
|
Mexico
|
(O)
|
100.0
|
20 Years
|
Pemex
|
(F)
|
635,393
|
-
|
90,193
|
Fixed price to compensate both investment and O&M costs, established in USD and adjusted annually partially according to
inflation and partially according to a mechanism agreed in contract
|
20-year Services Agreement with Pemex, Mexican oil & gas state-owned company
|
Electric transmission lines:
|
||||||||||||||||||||||
ATS
|
Peru
|
(O)
|
100.0
|
30 Years
|
Republic of
Peru
|
(I)
|
531,677
|
(86,449)
|
26,801
|
Tariff fixed by contract and adjusted annually in accordance with the US Finished Goods Less Food and Energy inflation index
|
30-year Concession Agreement with the Peruvian Government
|
|||||||||||
ATN
|
Peru
|
(O)
|
100.0
|
30 Years
|
Republic of Peru
|
(I)
|
336,675
|
(81,518)
|
2,685
|
Tariff fixed by contract and adjusted annually in accordance with the US Finished Goods Less Food and Energy inflation index
|
30-year Concession Agreement with the Peruvian Government
|
|||||||||||
Quadra I
|
Chile
|
(O)
|
100.0
|
21 Years
|
Sierra Gorda
|
(F)
|
41,515
|
-
|
5,061
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
Quadra II
|
Chile
|
(O)
|
100.0
|
21 Years
|
Sierra Gorda
|
(F)
|
55,397
|
-
|
6,024
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
|||||||||||
ATN 2
|
Peru
|
(O)
|
100.0
|
18 Years
|
Las Bambas Mining
|
(F)
|
81,883
|
-
|
12,027
|
Fixed-price tariff base denominated in U.S. dollars with Las Bambas
|
18 years purchase agreement
|
|||||||||||
Water:
|
||||||||||||||||||||||
Skikda
|
Argelia
|
(O)
|
34.2
|
25 Years
|
Sonatrach & ADE
|
(F)
|
89,770
|
-
|
14,446
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
25 years purchase agreement
|
|||||||||||
Honaine
|
Argelia
|
|
(O)
|
|
25.5
|
|
25 Years
|
|
Sonatrach & ADE
|
|
(F)
|
|
N/A(9)
|
|
N/A(9)
|
|
N/A(9)
|
|
U.S. dollar
indexed take-
or-pay
contract with
Sonatrach /
ADE
|
25 years purchase
agreement
|
(1)
|
In operation (O), Construction (C) as of December 31, 2018.
|
(2)
|
Liberty Interactive Corporation agreed to invest $300 million in Class A membership interests in exchange for a share of the dividends
and the taxable loss generated by Solana on October 2, 2013. Itochu Corporation holds 30% of the economic rights to each of Solaben 2 and Solaben 3. JGC Corporation holds 13% of the economic rights to each Solacor 1 and Solacor
2. Algerian Energy Company, SPA, or AEC, owns 49% and Sacyr Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Sacyr Agua S.L. owns the remaining 16.83% of the Skikda
project. Industrial Development Corporation of South Africa (29%) & Kaxu Community Trust (20%) for the Kaxu Project
|
(3)
|
Classified as concessional financial asset (F) or as intangible assets (I).
|
(4)
|
The infrastructure is used for its entire useful life. There are no obligations to deliver
assets at the end of the concession periods, except for ATN and ATS.
|
(5)
|
Generally, there are no termination provisions other than customary clauses for situations such
as bankruptcy or fraud from the operator, for example.
|
(6)
|
Sales to wholesale markets and additional fixed payments established by the Spanish government.
|
(7)
|
In each case the offtaker is the grantor.
|
(8)
|
Figures reflect the contribution to the consolidated financial statements of Atlantica Yield
Plc. as of December 31, 2018.
|
(9)
|
Recorded under the equity method.
|
Project
name
|
Country
|
Status(1)
|
% of
Nominal
Share(2)
|
Period of
Concession(4)(5)
|
Offtaker(7)
|
Financial/
Intangible(3)
|
Assets/
Investment
|
Accumulated
Amortization
|
Operating
Profit/
(Loss)(8)
|
Arrangement
Terms
(price)
|
Description
of
the
Arrangement
|
|||||||||||
Renewable energy:
|
||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
1,993,171
|
(275,591)
|
11,795
|
Fixed price per MWh with annual increases of 1.84% per year
|
30-year PPA with APS regulated by ACC
|
|||||||||||
Mojave
|
USA
|
(O)
|
100.0
|
25 Years
|
PG&E
|
(I)
|
1,585,219
|
(193,029)
|
50,160
|
Fixed price per MWh without any indexation mechanism
|
25-year PPA with PG&E regulated by CPUC and CAEC
|
|||||||||||
Palmatir
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
146,274
|
(29,495)
|
5,767
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
|||||||||||
Cadonal
|
Uruguay
|
(O)
|
100.0
|
20 Years
|
UTE, Uruguay
Administration
|
(I)
|
120,411
|
(33,682)
|
3,711
|
Fixed price per MWh in USD with annual increases based on inflation
|
20-year PPA with UTE, Uruguay state-owned utility
|
Solaben 2
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
326,074
|
(48,837)
|
14,274
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 3
|
Spain
|
(O)
|
70.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
326,203
|
(51,242)
|
14,725
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 1
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
324,854
|
(56,034)
|
13,686
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solacor 2
|
Spain
|
(O)
|
87.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
336,510
|
(57,130)
|
13,324
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
333,779
|
(76,622)
|
18,325
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Solnova 3
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
313,593
|
(69,392)
|
19,054
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solnova 4
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
291,151
|
(63,617)
|
18,227
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helios 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
329,823
|
(52,625)
|
11,127
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Helios 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
321,018
|
(49,606)
|
12,038
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
Helioenergy 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
324,738
|
(56,101)
|
17,601
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Helioenergy 2
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
325,472
|
(53,243)
|
17,972
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 1
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
316,797
|
(39,172)
|
14,672
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Solaben 6
|
Spain
|
(O)
|
100.0
|
25 Years
|
Kingdom of
Spain
|
(I)
|
313,677
|
(38,720)
|
14,112
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
|||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
604,898
|
(87,482)
|
29,991
|
Take or pay contract for the purchase of electricity up to the contracted capacity from the facility.
|
20-year PPA with Eskom SOC Ltd. With a fixed price formula in local currency subject to indexation to local inflation
|
Efficient natural gas:
|
||||||||||||||||||||||
ACT
|
Mexico
|
(O)
|
100.0
|
20 Years
|
Pemex
|
(F)
|
660,432
|
-
|
110,208
|
Fixed price to compensate both investment and O&M costs, established in USD and adjusted annually partially according to inflation and
partially according to a mechanism agreed in contract
|
20-year Services Agreement with Pemex, Mexican oil & gas state-owned company
|
Electric transmission lines:
|
||||||||||||||||||||||
ATS
|
Peru
|
(O)
|
100.0
|
30 Years
|
Republic of
Peru
|
(I)
|
531,209
|
(68,700)
|
24,496
|
Tariff fixed by contract and adjusted annually in accordance with the US Finished Goods Less Food and Energy inflation index
|
30-year Concession Agreement with the Peruvian Government
|
|||||||||||
ATN
|
Peru
|
(O)
|
100.0
|
30 Years
|
Republic of Peru
|
(I)
|
319,875
|
(70,611)
|
2,725
|
Tariff fixed by contract and adjusted annually in accordance with the US Finished Goods Less Food and Energy inflation index
|
30-year Concession Agreement with the Peruvian Government
|
Quadra I
|
Chile
|
(O)
|
100.0
|
21 Years
|
Sierra Gorda
|
(F)
|
41,583
|
-
|
4,811
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
|||||||||||
Quadra II
|
Chile
|
(O)
|
100.0
|
21 Years
|
Sierra Gorda
|
(F)
|
55,480
|
-
|
6,434
|
Fixed price in USD with annual adjustments indexed mainly to US CPI
|
21-year Concession Contract with Sierra Gorda regulated by CDEC and the Superentendencia de Electricidad, among others
|
|||||||||||
ATN 2
|
Peru
|
(O)
|
100.0
|
18 Years
|
Las Bambas Mining
|
(F)
|
83,851
|
-
|
12,477
|
Fixed-price tariff base denominated in U.S. dollars with Las Bambas
|
18 years purchase agreement
|
|||||||||||
Water:
|
||||||||||||||||||||||
Skikda
|
Argelia
|
(O)
|
34.2
|
25 Years
|
Sonatrach & ADE
|
(F)
|
90,326
|
-
|
16,908
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
25 years purchase agreement
|
|||||||||||
Honaine
|
Argelia
|
|
(O)
|
|
25.5
|
|
25 Years
|
|
Sonatrach & ADE
|
|
(F)
|
|
N/A(9)
|
|
N/A(9)
|
|
N/A(9)
|
|
U.S. dollar
indexed take-
or-pay
contract with
Sonatrach /
ADE
|
25 years purchase
agreement
|
(1)
|
In operation (O), Construction (C) as of December 31, 2017.
|
(2)
|
Liberty Interactive Corporation agreed to invest $300 million in Class A membership interests in exchange for a share of the
dividends and the taxable loss generated by Solana on October 2, 2013. Itochu Corporation holds 30% of the economic rights to each of Solaben 2 and Solaben 3. JGC Corporation holds 13% of the economic rights to each Solacor 1
and Solacor 2. Algerian Energy Company, SPA, or AEC, owns 49% and Sacyr Agua, S.L., a subsidiary of Sacyr, S.A., owns the remaining 25.5% of the Honaine project. AEC owns 49% and Sacyr Agua S.L. owns the remaining 16.83% of the
Skikda project. Industrial Development Corporation of South Africa (29%) & Kaxu Community Trust (20%) for the Kaxu Project
|
(3)
|
Classified as concessional financial asset (F) or as intangible assets (I).
|
(4)
|
The infrastructure is used for its entire useful life. There are no obligations to deliver
assets at the end of the concession periods, except for ATN and ATS.
|
(5)
|
Generally, there are no termination provisions other than customary clauses for situations such
as bankruptcy or fraud from the operator, for example.
|
(6)
|
Sales to wholesale markets and additional fixed payments established by the Spanish government.
|
(7)
|
In each case the offtaker is the grantor.
|
(8)
|
Figures reflect the contribution to the consolidated financial statements of Atlantica Yield
Plc. as of December 31, 2017.
|
(9)
|
Recorded under the equity method.
|
Subsidiary
name
|
Non-
controlling
interests
name
|
% of
non-
controlling
interests
held
|
Dividends
paid to
non-
controlling
interests
|
Profit/(Loss)
of non-
controlling
interests
in
AY
consolidated
net result
2018
|
Non-
controlling
interests
in
AY
consolidated
equity as
of
December 31,
2018
|
Non-current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
|||||||||||||||||||||||||||||||
Kaxu Solar One (Pty) Ltd.
|
Industrial Development Corporation of South Africa (IDC)
|
29
|
%
|
-
|
1,085
|
9,004
|
423,792
|
82,232
|
471,548
|
16,010
|
(3,370)
|
|
(4,962)
|
|
||||||||||||||||||||||||||||
|
Kaxu Community Trust
|
20
|
%
|
|||||||||||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
4,461
|
8,701
|
52,595
|
87,451
|
28,857
|
25,337
|
7,218
|
13,217
|
-
|
Subsidiary
name
|
Non-
controlling
interests
name
|
% of
non-
controlling
interests
held
|
Dividends
paid to
non-
controlling
interests
|
Profit/(Loss)
of non-
controlling
interests
in
AY
consolidated
net result
2017
|
Non-
controlling
interests
in
AY
consolidated
equity as
of
December 31,
2017
|
Non-current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
|||||||||||||||||||||||||||||||
Kaxu Solar One (Pty) Ltd.
|
Industrial Development Corporation of South Africa (IDC)
|
29
|
%
|
-
|
(5,678)
|
|
1,885
|
526,518
|
67,294
|
569,634
|
20,241
|
(11,496)
|
|
(7,178)
|
|
|||||||||||||||||||||||||||
|
Kaxu Community Trust
|
20
|
%
|
|||||||||||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
1,834
|
8,358
|
51,232
|
90,524
|
31,247
|
30,145
|
7,216
|
9,961
|
-
|
As of December 31,
|
||||||||
2018
|
2017
|
|||||||
Assets
|
||||||||
Investment in affiliates
|
1,883,964
|
2,044,967
|
||||||
Loans to affiliates
|
605,778
|
647,911
|
||||||
Cash and cash equivalents
|
106,734
|
148,525
|
||||||
Other assets
|
8,458
|
3,704
|
||||||
Total assets
|
2,604,934
|
2,845,107
|
||||||
Liabilities and Equity
|
||||||||
Borrowings
|
426,748
|
386,616
|
||||||
Notes and bonds
|
257,325
|
256,468
|
||||||
Intercompany liabilities
|
138,222
|
103,796
|
||||||
Other Liabilities
|
13,493
|
11,168
|
||||||
Total Liabilities
|
835,788
|
758,048
|
||||||
Common Stock
|
10,022
|
10,022
|
||||||
Additional paid-in capital
|
1,481,881
|
1,981,881
|
||||||
Distributable reserves
|
461,686
|
42,410
|
||||||
Other reserves
|
-
|
181
|
||||||
Accumulated gains (losses)-net
|
(184,443
|
)
|
52,565
|
|||||
Total shareholders’s equity
|
1,769,146
|
2,087,059
|
||||||
Total liabilities and equities
|
2,604,934
|
2,845,107
|
For the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Income from
|
||||||||||||
Services
|
54,743
|
123,944
|
114,653
|
|||||||||
Other financial income
|
4,334
|
17,419
|
8
|
|||||||||
Total income
|
59,077
|
141,363
|
114,661
|
|||||||||
Expenses
|
||||||||||||
Other operating expenses
|
(189,116
|
)
|
(21,173
|
)
|
(26,132
|
)
|
||||||
Interest
|
(42,321
|
)
|
(46,292
|
)
|
(35,615
|
)
|
||||||
Other financial expenses
|
(12,083
|
)
|
(21,333
|
)
|
(21,651
|
)
|
||||||
Total expenses
|
(243,520
|
)
|
(88,798
|
)
|
(83,398
|
)
|
||||||
Income/(Loss) before income taxes
|
(184,443
|
)
|
52,565
|
31,263
|
||||||||
Income tax benefits/(expense)
|
-
|
-
|
-
|
|||||||||
Profit/(Loss) for the year
|
(184,443
|
)
|
52,565
|
31,263
|
For the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Profit/(loss) for the year
|
(184,443
|
)
|
52,565
|
31,263
|
||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Change in fair value of cash flow hedges
|
147
|
(13,666
|
)
|
7,213
|
||||||||
Net income/(expenses) recognized directly in equity
|
147
|
(13,666
|
)
|
7,213
|
||||||||
Cash flow hedges
|
(328
|
)
|
(32
|
)
|
2,321
|
|||||||
Transfer to income statement
|
(328
|
)
|
(32
|
)
|
2,321
|
|||||||
Other comprehensive income/(loss) for the year
|
(181
|
)
|
(13,698
|
)
|
9,534
|
|||||||
Total comprehensive income/(loss) for the year
|
(184,624
|
)
|
38,867
|
40,797
|
For the year ended December 31,
|
||||||||||||
2018
|
2017
|
2016
|
||||||||||
Cash Flow from operating activities
|
(30,571
|
)
|
34,937
|
5,911
|
||||||||
Cash Flow—investing activities
|
||||||||||||
Decrease (increase) in investment and advance to affiliates
|
66,069
|
151,033
|
97,341
|
|||||||||
Net decrease (increase) in other assets
|
-
|
-
|
-
|
|||||||||
Cash (used for)/provided by investing activities
|
66,069
|
151,033
|
97,341
|
|||||||||
Cash Flow—financing activities
|
||||||||||||
Net increase/(decrease) in borrowings and other liabilities
|
56,000
|
(64,754
|
)
|
-
|
||||||||
Dividend paid to shareowner
|
(133,289
|
)
|
(94,845
|
)
|
(26,585
|
)
|
||||||
Capital increase and other
|
-
|
-
|
-
|
|||||||||
Cash from financing activities
|
(77,289
|
)
|
(159,599
|
)
|
(26,585
|
)
|
||||||
Increase (decrease) in cash and cash equivalents during the year
|
(41,791
|
)
|
26,371
|
76,667
|
||||||||
Cash and cash equivalent at the beginning of the year
|
148,525
|
122,154
|
45,487
|
|||||||||
Cash and cash equivalent at the end of the year
|
106,734
|
148,525
|
122,154
|
a) |
The presentation of Atlantica Yield plc stands alone condensed financial statement has been prepared using the same accounting policies as set out in the
accompanying consolidated financial statements except that, the Company records its investment in subsidiaries under the cost method of accounting and that financial income from credits to companies in the group are recorded
under Income from services, given that the company is a holding and this type of service is part of its primary activity. Such investments are presented on the statements of financial position as “Investment in and loans to
affiliates” at cost less any identified impairment loss.
|
b) |
As of December 31, 2018, 2017 and 2016 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption
requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the Consolidated Financial Statements, if any.
|
c) |
For the year ended December 31, 2018, no cash dividend has been declared to the Company by its consolidated subsidiaries or associated. For the year ended
December 2017 and 2016, cash dividend of $10,383 thousand and $29,737 thousand were declared to the Company by its consolidated subsidiaries or associates, respectively.
|
Profit/(Loss) Reconciliation
|
For the year ended December 31,
|
|||||||||||
2018
|
2017
|
2016
|
||||||||||
Stand-alone—IFRS profit/(loss) for the period
|
(184,443
|
)
|
52,565
|
31,263
|
||||||||
Additional profit/(loss) if subsidiaries had been accounted for using the equity method of
accounting as opposed to cost method
|
226,039
|
(164,369
|
)
|
(36,118
|
)
|
|||||||
Consolidated IFRS profit/(loss) for the period attributable to Atlantica Yield plc
|
41,596
|
(111,804
|
)
|
(4,855
|
)
|
Equity Reconciliation
|
As of December 31,
|
|||||||||||
2018
|
2017
|
2016
|
||||||||||
Stand-alone—IFRS shareholders equity
|
1,769,146
|
2,087,059
|
2,153,420
|
|||||||||
Additional shareholders equity if subsidiaries had been accounted for using the equity method of
accounting as opposed to cost method
|
(13,034
|
)
|
(191,606
|
)
|
(194,309
|
)
|
||||||
Consolidated IFRS shareholders equity
|
1,756,112
|
1,895,453
|
1,959,111
|
ATLANTICA YIELD PLC,
|
|||
as the Borrower
|
|||
By:
|
/s/ Santiago Seage |
||
Name: Santiago Seage
|
|||
Title: CEO
|
|||
By:
|
/s/ Francisco Martinez-Davis |
||
Name: Francisco Martinez-Davis
|
|||
Title: CFO
|
|||
ABY CONCESSIONS
|
|||
INFRASTRUCTURES S.L.U.,
|
|||
as a Guarantor
|
|||
By:
|
/s/ David Esteban Guitard | ||
Name: David Esteban Guitard
|
|||
Title: Representative
|
|||
By:
|
/s/ Carlos Colon Lasso de la Vega | ||
Name: Carlos Colon Lasso de la Vega
|
|||
Title: Representative
|
ABY CONCESSIONS PERU S.A.,
|
|||
as a Guarantor
|
|||
By:
|
/s/ Antonio Merino |
||
Name: Antonio Merino
|
|||
Title: Representative
|
|||
By:
|
/s/ Gracia Candau Sánchez de Ybargüen | ||
Name: Gracia Candau Sánchez de Ybargüen
|
|||
Title: Representative
|
|||
ACT HOLDING, S.A. DE C.V.,
|
|||
as a Guarantor
|
|||
By:
|
/s/ Javier Muro Gagliardi | ||
Name: Javier Muro Gagliardi
|
|||
Title: Representative
|
|||
By:
|
/s/ Jose Jaime Davila Uribe | ||
Name: Jose Jaime Davila Uribe
|
|||
Title: Representative
|
ASHUSA INC.,
|
|||
as a Guarantor
|
|||
By:
|
/s/ Emiliano García Sanz | ||
Name: Emiliano García Sanz
|
|||
Title: Representative
|
|||
By:
|
/s/ Enrique Guillén | ||
Name: Enrique Guillén
|
|||
Title: Representative
|
|||
ASUSHI INC.,
|
|||
as a Guarantor
|
|||
By:
|
/s/ Emiliano García Sanz | ||
Name: Emiliano García Sanz
|
|||
Title: Representative
|
|||
By:
|
/s/ Enrique Guillén | ||
Name: Enrique Guillén
|
|||
Title: Representative
|
ATLANTICA YIELD SOUTH AFRICA
|
|||
LIMITED,
|
|||
as a Guarantor
|
|||
By:
|
/s/ David Esteban Guitard | ||
Name: David Esteban Guitard
|
|||
Title: Representative
|
|||
By:
|
/s/ Carlos Colon Lasso de la Vega | ||
Name: Carlos Colon Lasso de la Vega
|
|||
Title: Representative
|
ROYAL BANK OF CANADA,
|
|||
as Administrative Agent
|
|||
By:
|
/s/ Susan Khokher | ||
Name: Susan Khokher
|
|||
Title: Manager, Agency
|
ROYAL BANK OF CANADA,
|
|||
as Lender and L/C Issuer
|
|||
By:
|
/s/ Frank Lambrinos | ||
Name: Frank Lambrinos
|
|||
Title: Authorized Signatory
|
CANADIAN IMPERIAL BANK OF COMMERCE,
|
|||
LONDON BRANCH,
|
|||
as Lender and L/C Issuer
|
|||
By:
|
/s/ Farhad Merali | ||
Name: Farhad Merali
|
|||
Title: Authorized Signatory
|
|||
By:
|
/s/ Jim King | ||
Name: Jim King
|
|||
Title: Authorized Signatory
|
BANCO SANTANDER, S.A.,
|
|||
as Lender
|
|||
By:
|
/s/ Maite Cordon |
||
Name: Maite Cordon
|
|||
Title: Executive Director
|
|||
By:
|
/s/ Alejandro de Muns |
||
Name: Alejandro de Muns
|
|||
Title: Executive Director
|
BARCLAYS BANK PLC,
|
|||
as Lender
|
|||
By:
|
/s/ Sydney G. Dennis | ||
Name: Sydney G. Dennis
|
|||
Title: Director
|
JPMORGAN CHASE BANK, N.A.,
|
|||
as Lender
|
|||
By:
|
/s/ Juan J. Javellana |
||
Name: Juan J. Javellana
|
|||
Title: Executive Director
|
MUFG BANK, LTD.,
|
|||
as Lender
|
|||
By:
|
/s/ Michael T. Merrow | ||
Name: Michael T. Merrow
|
|||
Title: Director
|
BANK OF AMERICA, N.A.,
|
|||
as Lender
|
|||
By:
|
/s/ Jerry L. Wells |
||
Name: Jerry L. Wells
|
|||
Title: Director
|
BANK OF MONTREAL, LONDON BRANCH
|
|||||
as New Lender
|
|||||
By:
|
/s/ Rob Yeung |
By:
|
/s/ Jeff Couch |
||
Name:
|
Rob Yeung |
Name:
|
Jeff Couch | ||
Title:
|
Managing Director |
Title:
|
Managing Director | ||
|
Lender
|
Applicable
Percentage
|
Commitment
|
HMRC DT Treaty
Passport Scheme Reference Number |
Jurisdiction
of Tax Residence |
ROYAL BANK OF CANADA
|
12.50%
|
US$37,500,000
|
3/R/70780/DTTP
|
Canada *
|
CANADIAN IMPERIAL BANK
OF COMMERCE, LONDON BRANCH
|
12.50%
|
US$37,500,000
|
--
|
Canada**
|
BANCO SANTANDER, S.A.
|
12.50%
|
US$37,500,000
|
9/S/267974/DTTP
|
Spain
|
BARCLAYS BANK PLC
|
12.50%
|
US$37,500,000
|
--
|
United Kingdom *
|
JPMORGAN CHASE BANK, N.A.
|
12.50%
|
US$37,500,000
|
13/M/268710/DTTP
|
United
States |
BANK OF
AMERICA, N.A. |
12.50%
|
US$37,500,000
|
13/B/7418/DTTP
|
United
States |
MUFG BANK, LTD.
|
12.50%
|
US$37,500,000
|
43/B/322072/DTTP
|
Japan*
|
BANK OF MONTREAL, LONDON BRANCH
|
12.50%
|
US$37,500,000
|
3/M/270436/DTTP
|
Canada**
|
|
ABENGOA YIELD PLC
|
||
|
as Issuer |
||
|
|||
|
By: | /s/ Javier Garoz | |
|
Name: |
Javier Garoz | |
|
Title: |
Chief Executive Officer |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA CONCESSIONS PERU S.A.
|
||
|
as Original Guarantor |
||
|
|||
|
By: | /s/ Eduard Soler | |
|
Name: |
Eduard Soler | |
|
Title: |
Attorney In Fact |
|
By: | /s/ Maria Jorge | |
|
Name: | Maria Jorge | |
|
Title: | Attorney In Fact |
|
ABENGOA SOLAR US HOLDINGS INC.
|
||
|
as Original Guarantor |
||
|
|||
|
By: | /s/ Javier Garoz | |
|
Name: |
Javier Garoz | |
|
Title: |
Attorney In Fact |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA SOLAR HOLDINGS USA INC.
|
||
|
as Original Guarantor |
||
|
|||
|
By: | /s/ Javier Garoz | |
|
Name: |
Javier Garoz | |
|
Title: |
Attorney In Fact |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA CONCESSIONS INFRASTRUCTURES, S.L.U.
|
||
|
as Additional Guarantor |
||
|
|||
|
By: | /s/ Javier Garoz | |
|
Name: |
Javier Garoz | |
|
Title: |
Attorney In Fact |
|
By: | ||
|
Name: | ||
|
Title: |
|
ACT HOLDING, S.A. DE C.V.
|
||
|
as Additional Guarantor | ||
|
|||
|
By: | /s/ Javier Garoz | |
|
Name: |
Javier Garoz | |
|
Title: |
Attorney In Fact |
|
By: | ||
|
Name: | ||
|
Title: |
|
THE BANK OF NEW YORK MELLON | ||
|
as Trustee, Registrar, Paying Agent and Transfer Agent
|
||
|
|
||
|
By: | ||
|
Name:
|
||
|
Title: |
THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A.
|
|||
|
as Luxembourg Paying Agent and Luxembourg Transfer Agent
|
||
|
|
||
|
By: | ||
|
Name:
|
||
|
Title: |
|
ABENGOA YIELD PLC | ||
|
as Issuer | ||
|
|
||
|
By: | /s/ Santiago Seage | |
|
Name: | Santiago Seage | |
Title: | Managing Director |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA CONCESSIONS PERU S.A.
|
||
|
as Guarantor |
||
|
|||
|
By: | /s/ Santiago Seage | |
|
Name: |
Santiago Seage | |
|
Title: |
Representative |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA SOLAR US HOLDINGS INC.
|
||
|
as Guarantor |
||
|
|||
|
By: | /s/ Santiago Seage | |
|
Name: |
Santiago Seage | |
|
Title: |
Representative |
|
By: | ||
|
Name: | ||
|
Title: |
ABENGOA SOLAR HOLDINGS USA INC.
|
|||
|
as Guarantor |
||
|
|||
|
By: | /s/ Santiago Seage | |
|
Name: |
Santiago Seage | |
|
Title: |
Representative |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA CONCESSIONS INFRASTRUCTURES, S.L.U.
|
||
|
as Guarantor |
||
|
|||
|
By: | /s/ Santiago Seage | |
|
Name: |
Santiago Seage | |
|
Title: |
Representative |
|
By: | ||
|
Name: | ||
|
Title: |
|
ACT HOLDING, S.A. DE C.V.
|
||
|
as Guarantor | ||
|
|||
|
By: | /s/ Carlos Colon Lasso de la Vega | |
|
Name: |
Carlos Colon Lasso de la Vega |
|
|
Title: |
Representative |
|
By: | ||
|
Name: | ||
|
Title: |
|
ABENGOA SOLAR SOUTH AFRICA PROPRIETARY LIMITED
|
||
|
as Additional Guarantor | ||
|
|||
|
By: | /s/ David Esteban Guitard | |
|
Name: |
David Esteban Guitard |
|
|
Title: |
Director |
|
By: | ||
|
Name: | ||
|
Title: |
THE BANK OF NEW YORK MELLON
|
|||
|
as Trustee, Registrar, Paying Agent and Transfer Agent |
||
|
|||
|
By: | ||
|
Name: |
||
|
Title: |
THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A.
|
|||
|
as Luxembourg Paying Agent and Luxembourg Transfer Agent |
||
|
|||
|
By: | ||
|
Name: |
||
|
Title: |
THE BANK OF NEW YORK MELLON
|
|||
|
as Trustee, Registrar, Paying Agent and Transfer Agent |
||
|
|||
|
By: | /s/ Teresa Wyszomierski | |
|
Name: |
Teresa Wyszomierski
|
|
|
Title: |
Vice President |
THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A.
|
|||
|
as Luxembourg Paying Agent and Luxembourg Transfer Agent |
||
|
|||
|
By: | /s/ Teresa Wyszomierski | |
|
Name: |
Teresa Wyszomierski | |
|
Title: |
Vice President and Attorney-In-Fact |
Subsidiary
|
Jurisdiction of Incorporation or Organization
|
|
ACT Energy Mexico, S. de R.L. de C.V.
|
Mexico
|
|
ABY Infraestructuras, S.L.
|
Spain
|
|
ABY Infrastructures USA LLC
|
Delaware
|
|
ABY Concessions Infrastructures, S.L.U.
|
Spain
|
|
ABY Concessions Peru, S.A.
|
Peru
|
|
ABY Holdings USA, LLC
|
Delaware
|
|
ASHUSA Inc.
|
Delaware
|
|
ABY South Africa (Pty) Ltd
|
South Africa
|
|
ASUSHI Inc.
|
Delaware
|
|
ATN, S.A.
|
Peru
|
|
ABY Transmision Sur, S.A.
|
Peru
|
|
ACT Holding S.A. de C.V.
|
Mexico
|
|
Aguas de Skikda S.p.A.
|
Algeria
|
|
Arizona Solar One LLC
|
Delaware
|
|
ASO Holdings Company LLC
|
Delaware
|
|
ATN2, S.A.
|
Peru
|
|
Atlantica Yield South Africa Limited
|
UK
|
|
Atlantica Yield Chile SpA
|
Chile
|
|
AY Holding Uruguay S.A.
|
Uruguay
|
|
Cadonal, S.A.
|
Uruguay
|
|
Carpio Solar Inversiones, S.A.U.
|
Spain
|
|
CKA1 Holding, S. de R.L. de C.V.
|
Mexico
|
|
Ecija Solar Inversiones, S.A.U.
|
Spain
|
|
Extremadura Equity Investments Sárl.
|
Luxembourg
|
|
Estrellada, S.A.
|
Uruguay
|
|
Fotovoltaica Solar Sevilla, S.A.
|
Spain
|
|
Geida Skikda, S.L.
|
Spain
|
|
Hidrocañete S.A.
|
Peru
|
|
Helioenergy Electricidad Uno, S.A.U.
|
Spain
|
|
Helioenergy Electricidad Dos, S.A.U.
|
Spain
|
|
Helios I Hyperion Energy Investments, S.L.U.
|
Spain
|
|
Helios II Hyperion Energy Investments, S.L.U.
|
Spain
|
|
Banitod S.A.
|
Uruguay
|
|
Hypesol Energy Holding, S.L.U.
|
Spain
|
|
Kaxu Solar One (Pty) Ltd.
|
South Africa
|
|
Logrosan Equity Investments Sárl.
|
Luxembourg
|
|
Logrosan Solar Inversiones, S.A.U.
|
Spain
|
|
Logrosan Solar Inversiones Dos, S.L.
|
Spain
|
|
Mojave Solar Holdings LLC
|
Delaware
|
|
Mojave Solar LLC
|
Delaware
|
|
Palmatir, S.A.
|
Uruguay
|
|
Palmucho, S.A.
|
Chile
|
|
RRHH Servicios Corporativos S. de R.L. de C.V.
|
Mexico
|
|
Sanlucar Solar, S.A.U.
|
Spain
|
|
Solaben Electricidad Uno S.A.U.
|
Spain
|
|
Solaben Electricidad Dos, S.A.
|
Spain
|
|
Solaben Electricidad Tres, S.A.
|
Spain
|
|
Solaben Electricidad Seis, S.A.U.
|
Spain
|
|
Solaben Luxembourg S.A.
|
Luxembourg
|
|
Solacor Electricidad Uno, S.A.
|
Spain
|
|
Solacor Electricidad Dos, S.A.
|
Spain
|
|
ABY Servicios Corporativos S.L.U.
|
Spain
|
|
Solar Processes, S.A.U.
|
Spain
|
|
Solnova Solar Inversiones, S.A.U.
|
Spain
|
|
Solnova Electricidad, S.A.U.
|
Spain
|
|
Solnova Electricidad Tres, S.A.U.
|
Spain
|
|
Solnova Electricidad Cuatro, S.A.U.
|
Spain
|
|
Transmisora Mejillones, S.A.
|
Chile
|
|
Transmisora Baquedano, S.A.
|
Chile
|
/s/ Santiago Seage
|
|||
Name:
|
Santiago Seage
|
||
Title:
|
Chief Executive Officer
|
/s/ Francisco Martinez-Davis
|
|||
Name:
|
Francisco Martinez-Davis
|
||
Title:
|
Chief Financial Officer
|
1. |
The Annual Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2. |
The information contained in the Annual Report fairly presents, in all material respects, the financial condition and results of operations of the Atlantica Yield plc.
|
By:
|
||
/s/ Santiago Seage
|
||
Name:
|
Santiago Seage
|
|
Title:
|
Chief Executive Officer
|
By:
|
||
/s/ Francisco Martinez-Davis
|
||
Name:
|
Francisco Martinez-Davis
|
|
Title:
|
Chief Financial Officer
|
As of December 31,
|
|||||||||||
Notes (1)
|
2018
(unaudited)
|
2017
|
|||||||||
Non-current assets
|
|||||||||||
Contracted concessional assets
|
5
|
176,871
|
185,273
|
||||||||
Financial investments
|
6
|
355
|
361
|
||||||||
Total non-current assets
|
177,226
|
185,634
|
|||||||||
Current assets
|
|||||||||||
Trade and other receivables
|
6&7
|
9,439
|
8,936
|
||||||||
Prepayments
|
6
|
69
|
27
|
||||||||
Financial investments
|
5&6
|
37,105
|
32,531
|
||||||||
Cash and cash equivalents
|
6&8
|
23,028
|
28,785
|
||||||||
Total current assets
|
69,641
|
70,279
|
|||||||||
Total assets
|
246,867
|
255,913
|
|||||||||
Equity and liabilities
|
|||||||||||
Share capital
|
9
|
45,989
|
45,989
|
||||||||
Legal reserve
|
9
|
4,457
|
4,457
|
||||||||
Retained earnings
|
116,410
|
112,562
|
|||||||||
Profit/(loss) for the year
|
28,519
|
29,158
|
|||||||||
Currency translation differences
|
(44,252
|
)
|
(40,739
|
)
|
|||||||
Total equity
|
151,123
|
151,427
|
|||||||||
Non-current liabilities
|
|||||||||||
Long-term project debt
|
79,788
|
89,387
|
|||||||||
Provisions
|
2,776
|
936
|
|||||||||
Total non-current liabilities
|
6&10
|
82,564
|
90,323
|
||||||||
Current liabilities
|
|||||||||||
Related parties
|
6&13
|
1,913
|
2,300
|
||||||||
Short-term project debt
|
6&10
|
9,590
|
11,047
|
||||||||
Trade and other payables
|
6&10
|
1,677
|
816
|
||||||||
Total current liabilities
|
13,180
|
14,163
|
|||||||||
Total equity and liabilities
|
246,867
|
255.913
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
|||||||||||||||
Notes
(1)
|
2018
(unaudited)
|
2017
|
2016
|
||||||||||||
Revenue
|
12
|
50,612
|
51,459
|
47,828
|
|||||||||||
Other operating income
|
17
|
7
|
12
|
||||||||||||
Employee benefit expenses
|
(385
|
)
|
(356
|
)
|
(453
|
)
|
|||||||||
Depreciation, amortization and impairment charges
|
(194
|
)
|
(22
|
)
|
(21
|
)
|
|||||||||
Other operating expenses
|
12
|
(17,946
|
)
|
(17,926
|
)
|
(17,898
|
)
|
||||||||
Operating profit
|
32,104
|
33,162
|
29,468
|
||||||||||||
Financial income
|
12
|
74
|
133
|
37
|
|||||||||||
Financial expenses
|
12
|
(3,659
|
)
|
(4,137
|
)
|
(4,538
|
)
|
||||||||
Financial expenses, net
|
(3,585
|
)
|
(4,004
|
)
|
(4,501
|
)
|
|||||||||
Profit before income tax
|
28,519
|
29,158
|
24,967
|
||||||||||||
Income tax
|
-
|
-
|
-
|
||||||||||||
Profit for the year
|
28,519
|
29,158
|
24,967
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
||||||||||||
2018
(unaudited)
|
2017
|
2016
|
||||||||||
Profit for the year
|
28,519
|
29,158
|
24,967
|
|||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Currency translation differences
|
(3,513
|
)
|
(6,806
|
)
|
(3,587
|
)
|
||||||
Total comprehensive income for the year
|
25,006
|
22,352
|
21,380
|
|
Notes
(1)
|
Share
capital
|
Retained
earnings
|
Legal
reserve
|
Profit for the
year
|
Currency
translation
differences
|
Total Equity
|
||||||||||||||||||
Balance at December 31, 2015
|
45,989
|
88,618
|
3,484
|
33,530
|
(30,346
|
)
|
141,275
|
||||||||||||||||||
Distribution of prior year results
|
-
|
32,557
|
973
|
(33,530
|
)
|
-
|
-
|
||||||||||||||||||
Dividend distribution
|
(21,322
|
)
|
-
|
-
|
-
|
(21,322
|
)
|
||||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
24,967
|
-
|
24,967
|
|||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(3,587
|
)
|
(3,587
|
)
|
|||||||||||||||||
Balance at December 31, 2016
|
45,989
|
99,853
|
4,457
|
24,967
|
(33,933
|
)
|
141,333
|
||||||||||||||||||
Distribution of prior year result
|
-
|
24,967
|
-
|
(24,967
|
)
|
-
|
-
|
||||||||||||||||||
Dividend distribution
|
-
|
(12,258
|
)
|
-
|
-
|
-
|
(12,258
|
)
|
|||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
29,158
|
29,158
|
||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(6,806
|
)
|
(6,806
|
)
|
|||||||||||||||||
Balance at December 31, 2017
|
45,989
|
112,562
|
4,457
|
29,158
|
(40,739
|
)
|
151,427
|
||||||||||||||||||
Application of new accounting standard (See Note 2)
|
-
|
(5,763
|
)
|
-
|
-
|
-
|
(5,763
|
)
|
|||||||||||||||||
Balance at January 1, 2018
|
45,989
|
106,799
|
4,457
|
29,158
|
(40,739
|
)
|
145,664
|
||||||||||||||||||
Distribution of prior year result
|
-
|
29,158
|
-
|
(29,158
|
)
|
-
|
-
|
||||||||||||||||||
Dividend distribution
|
-
|
(19,547
|
)
|
-
|
-
|
-
|
(19,547
|
)
|
|||||||||||||||||
Profit for the year
|
-
|
-
|
-
|
28,519
|
28,519
|
||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(3,513
|
)
|
(3,513
|
)
|
|||||||||||||||||
Balance at December 31, 2018
|
45,989
|
116,410
|
4,457
|
28,519
|
(44,252
|
)
|
151,123
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
For the year ended December 31,
|
|||||||||||||
Notes
(1)
|
2018
(unaudited)
|
2017
|
2016
|
||||||||||
I. Profit for the year
|
28,519
|
29,158
|
24,967
|
||||||||||
Non-monetary adjustments
|
|||||||||||||
Depreciation, amortization and impairment charges
|
194
|
22
|
21
|
||||||||||
Finance (income)/expenses
|
3,585
|
4,004
|
4,501
|
||||||||||
Other non-monetary items
|
(5,143
|
)
|
(6,238
|
)
|
3,336
|
||||||||
II. Profit for the year adjusted by non-monetary items
|
27,155
|
26,946
|
32,825
|
||||||||||
III. Variations in working capital
|
(992
|
)
|
(2,114
|
)
|
(3,391
|
)
|
|||||||
Net interest paid
|
(3,525
|
)
|
(4,014
|
)
|
(4,535
|
)
|
|||||||
A. Net cash provided by operating activities
|
22,638
|
20,818
|
24,899
|
||||||||||
Investment in contracted concessional assets
|
(27
|
)
|
(21
|
)
|
(67
|
)
|
|||||||
B. Net cash used in investing activities
|
(27
|
)
|
(21
|
)
|
(67
|
)
|
|||||||
Repayment of Project debt
|
(8,777
|
)
|
(8,878
|
)
|
(8,659
|
)
|
|||||||
Dividends paid to company´s shareholders
|
(19,547
|
)
|
(12,258
|
)
|
(21,322
|
)
|
|||||||
C. Net cash used in financing activities
|
(28,324
|
)
|
(21,136
|
)
|
(29,982
|
)
|
|||||||
Net increase/(decrease) in cash and cash equivalents
|
(5,713
|
)
|
(339
|
)
|
(5,150
|
)
|
|||||||
Cash and cash equivalents at beginning of the year
|
28,785
|
29,214
|
34,367
|
||||||||||
Translation differences on cash and cash equivalents
|
(44
|
)
|
(90
|
)
|
(4
|
)
|
|||||||
Cash and cash equivalents at end of the year
|
23,028
|
28,785
|
29,214
|
(1) |
Notes 1 to 14 are an integral part of the financial statements
|
Asset
|
Type
|
Location
|
Capacity
(Gross)
|
Counterparty
Credit Ratings
|
COD(1)
|
Contract Years
Left(2)
|
||||||
Honaine
|
Water
|
Algeria
|
7 M ft3/
day
|
Not rated
|
2012
|
19
|
(1) |
Commercial Operation Date (“COD”).
|
(2) |
As of December 31, 2018.
|
2.1. |
Statement of compliance
|
2.2. |
Application of new accounting standards
|
a) |
Standards, interpretations and amendments effective from January 1, 2018 under IFRS-IASB, applied by the Company in the preparation of these financial statements:
|
- |
IFRS 9 ‘Financial Instruments’.
|
- |
IFRS 15 ‘Revenues from contracts with Customers’.
|
- |
IFRS 15 (Clarifications) ‘Revenues from contracts with Customers’.
|
- |
IFRS 16 ‘Leases’. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB, earlier application is permitted, but conditioned to
the application of IFRS 15.
|
- |
IFRS 2 (Amendment) ‘Classification and Measurement of Share-based Payment Transactions’.
|
- |
IFRS 4 (Amendment). Applying IFRS 9 ‘Financial Instruments’ with IFRS 4 ‘Insurance Contracts’.
|
- |
Annual Improvements to IFRSs 2015-2017 cycles.
|
- |
IFRIC 22 Foreign Currency Transactions and Advance Consideration.
|
- |
IAS 40 (Amendment). Transfers of Investment Property.
|
- |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures.
|
- |
Step 1: Identifying the contract with the customer.
|
- |
Step 2: Identifying the performance obligations.
|
- |
Step 3: Determining the transaction price.
|
- |
Step 4: Assigning the transaction price in the performance obligations identified in the contract.
|
- |
Step 5: Recognition of revenue when (or as) the Company performs the performance obligations.
|
- |
Classification and measurement of financial instruments:
|
a) |
Financial assets: IFRS 9 classifies all financial assets that are currently in the scope of IAS 39 into two categories: amortized cost and fair value. Where assets are
measured at fair value, gains and losses are either recognized entirely in profit or loss (fair value through profit or loss, “FVTPL”), or recognized in other comprehensive income (fair value through other comprehensive income,
“FVTOCI”). The new guidance has no significant impact on the classification and measurement of the financial assets of the Company as the vast majority of financial assets are currently measured at amortized cost and meet the conditions
for classification at amortized cost under IFRS 9. As a result, the Company maintained this classification.
|
b) |
Financial liabilities: IFRS 9 does not change the basic accounting model for financial liabilities under IAS 39. Two measurement categories continue to exist: FVTPL and
amortized cost. Financial liabilities held for trading are measured at FVTPL, and all other financial liabilities are measured at amortized cost unless the fair value option is applied. As a result, the Company concluded that there is
no significant impact on the financial statements.
|
- |
The new impairment model requires the recognition of impairment provisions based on expected credit losses (“ECL”) rather than only incurred credit losses as is the case
under IAS 39. The Company reviewed the financial assets subject to the new model of impairment under the new methodology (using credit default swaps, rating from credit agencies and other external inputs in order to estimate the
probability of default) and recorded an adjustment to the opening balance sheet of these financial statements as detailed below in the table showing the adjustments arising from the application of IFRS 9.
|
($ in thousands)
|
As
reported
|
IFRS 9 Expected
credit
losses (*)
|
IFRS 16
Adjustments
|
Restated at
January
1, 2018
|
||||||||||||
Contracted concessional assets
|
185,273
|
(5,763
|
)
|
1,970
|
181,480
|
|||||||||||
Provisions
|
936
|
—
|
1,970
|
2,906
|
||||||||||||
Retained Earnings
|
112,562
|
(5,763
|
)
|
—
|
106,799
|
b) |
Standards, interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1, 2019:
|
· |
IFRS 9 (Amendments to IFRS 9): Prepayment Features with Negative Compensation. This Standard is applicable for annual periods beginning on or after January 1, 2019 under
IFRS-IASB, earlier application is permitted.
|
· |
IFRS 17 ‘Insurance Contracts’. This Standard is applicable for annual periods beginning on or after January 1, 2021 under IFRS-IASB, earlier application is permitted.
|
· |
IAS 19 (Amendment). Amendments to IAS 19: Plan Amendment, Curtailment or Settlement. This amendment is mandatory for annual periods beginning on or after January 1, 2019
under IFRS-IASB, earlier application is permitted.
|
· |
IFRIC 23: Uncertainty over Income Tax Treatments. This Standard is applicable for annual periods beginning on or after January 1, 2019 under IFRS-IASB.
|
· |
IAS 28 (Amendment). Long-term Interests in Associates and Joint Ventures. This amendment is mandatory for annual periods beginning on or after January 1, 2019 under
IFRS-IASB, earlier application is permitted.
|
· |
IFRS 3 (Amendment). Definition of Business. This amendment is mandatory for annual periods beginning on or after January 1, 2020 under IFRS-IASB, earlier application is
permitted.
|
· |
IAS 1 and IAS 8 (Amendment). Definition of Material. This amendment is mandatory for annual periods beginning on or after January 1, 2020 under IFRS-IASB, earlier
application is permitted.
|
· |
Amendments to References to the Conceptual Frameworks in IFRS Standards. This Standard is applicable for annual periods beginning on or after January 1, 2020 under
IFRS-IASB.
|
2.3. |
Critical accounting policies and estimates
|
2.4.1. |
Useful lives of contracted concessional assets items
|
2.4.2. |
Revenue recognition
|
Project
name
|
Country
|
Period of
Concession
|
Offtaker
|
Arrangement
Terms (price)
|
Description of the
Arrangement
|
|||||
Honaine
|
Algeria
|
25 Years
|
Sonatrach & ADE
|
U.S. dollar indexed take-or-pay contract with Sonatrach / ADE
|
25 years purchase agreement
|
2.4. |
Functional currency and presentation currency
|
- |
Assets and liabilities for each statement of financial position presented were translated at the closing rate;
|
- |
For each period presented, income and expenses in the period were translated at the average exchange rate of the period;
|
- |
All resulting exchange differences were recognized in the other comprehensive income.
|
3.1. |
Contracted Concessional Assets
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. The Company calculates PD based on Credit Default Swaps spreads
(“CDS”);
|
- |
the Exposure at Default (“EAD”) is an estimate of the exposure at a future default date;
|
- |
the Loss Given Default (“LGD”) is an estimate of the loss arising in the case where a default occurs at a given time. It is based on the difference between the contractual
cash flows due and those that the Company would expect to receive. It is expressed as a percentage of the EAD.
|
3.2. |
Financial investments
|
3.3. |
Financial liabilities
|
3.4. |
Related party transactions
|
3.5. |
Cash and cash equivalents
|
3.6. |
Classification of assets and liabilities as current or non-current.
|
- |
Assets are classified as current if it is expected that they will be realized, sold or consumed within twelve months from the date of close;
|
- |
Liabilities are classified as current if it is expected that they will be settled within twelve months from the date of close, or the Company does not have the
unconditional right to defer the cancellation of the liabilities during the twelve months following the date of close.
|
Balance
as of
December
2017
|
New
accounting
standards
(See Note 2)
|
Additions
|
Disposals
|
Currency
Translation
differences
|
Balance as
of December
2018
(unaudited)
|
|||||||||||||||||||
Property Plant and Equipment- Gross
|
159
|
-
|
35
|
(23
|
)
|
(3
|
)
|
168
|
||||||||||||||||
Leases
|
-
|
1,970
|
-
|
-
|
(19
|
)
|
1,951
|
|||||||||||||||||
Accumulated Depreciation
|
(92
|
)
|
-
|
(152
|
)
|
23
|
3
|
(218
|
)
|
|||||||||||||||
Net Property Plan Equipment
|
67
|
1,970
|
(117
|
)
|
-
|
(19
|
)
|
1,901
|
||||||||||||||||
Financial assets
|
185,206
|
-
|
-
|
(232
|
)
|
(4,256
|
)
|
180,719
|
||||||||||||||||
Expected Credit Losses
|
-
|
(5,763
|
)
|
(42
|
)
|
-
|
57
|
(5,749
|
)
|
|||||||||||||||
Total Contracted concessional assets
|
185,273
|
(3,793
|
)
|
(159
|
)
|
(232
|
)
|
(4,218
|
)
|
176,871
|
Balance as of
December 2016
|
Additions
|
Disposals/Other
movement
|
Currency
translation
differences
|
Balance as of
December 2017
|
||||||||||||||||
Property plant and equipment - gross
|
197
|
23
|
(52
|
)
|
(9
|
)
|
159
|
|||||||||||||
Accumulated depreciation
|
(127
|
)
|
(22
|
)
|
52
|
5
|
(92
|
)
|
||||||||||||
Property plan equipment, net
|
70
|
1
|
-
|
(4
|
)
|
67
|
||||||||||||||
Financial assets
|
196,091
|
-
|
(2,349
|
)
|
(8,536
|
)
|
185,206
|
|||||||||||||
Total contracted concessional assets
|
196,161
|
1
|
(2,349
|
)
|
(8,540
|
)
|
185,273
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
Clients (Note 7)
|
9,233
|
8,739
|
||||||
Prepayments
|
69
|
27
|
||||||
VAT receivable (Note 11)
|
206
|
197
|
||||||
Financial investments
|
37,460
|
32,892
|
||||||
Of which, non-current portion
|
355
|
361
|
||||||
Of which, current portion
|
37,105
|
32,531
|
||||||
Cash and cash equivalents (Note 8)
|
23,028
|
28,785
|
||||||
Total
|
69,996
|
70,640
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
Long-term project debt (Note 10)
|
79,788
|
89,387
|
||||||
Provisions (Note 10)
|
2,776
|
936
|
||||||
Total
|
82,564
|
90,323
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
Related parties (Note 13)
|
1,913
|
2,300
|
||||||
Short-term project debt (Note 10)
|
9,590
|
11,047
|
||||||
Trade accounts payable and other (Note 10)
|
1,677
|
816
|
||||||
Total
|
13,180
|
14,163
|
Financial assets
|
2019
|
Subsequent
years
|
Total
|
|||||||||
Clients
|
9,233
|
-
|
9,233
|
|||||||||
Prepayments
|
69
|
-
|
69
|
|||||||||
VAT receivable
|
206
|
-
|
206
|
|||||||||
Financial investments
|
37,105
|
355
|
37,460
|
|||||||||
Total
|
46,613
|
355
|
46,968
|
Financial liabilities
|
2019
|
2020
|
Subsequent
years
|
Total
|
||||||||||||
Debt with related parties
|
1,913
|
-
|
-
|
1,913
|
||||||||||||
Project debt
|
9,590
|
9,240
|
70,548
|
89,378
|
||||||||||||
Trade accounts payable and other
|
1,677
|
-
|
-
|
1,677
|
||||||||||||
Provisions
|
100
|
104
|
2,572
|
2,776
|
||||||||||||
Total
|
13,280
|
9,344
|
73,120
|
95,744
|
Financial assets
|
2018
|
Subsequent
years
|
Total
|
|||||||||
Clients
|
8,739
|
-
|
8,739
|
|||||||||
Prepayments
|
27
|
-
|
27
|
|||||||||
VAT receivable
|
197
|
-
|
197
|
|||||||||
Financial investments
|
32,531
|
361
|
32,892
|
|||||||||
Total
|
41,494
|
361
|
41,855
|
Financial liabilities
|
2018
|
2019
|
Subsequent
years
|
Total
|
||||||||||||
Debt with related parties
|
2,300
|
-
|
-
|
2,300
|
||||||||||||
Project debt
|
11,047
|
9,240
|
80,147
|
100,434
|
||||||||||||
Trade accounts payable and other
|
816
|
-
|
-
|
816
|
||||||||||||
Provisions
|
-
|
-
|
936
|
936
|
||||||||||||
Total
|
14,163
|
9,240
|
81,083
|
104,486
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
Clients
|
9,233
|
8,739
|
||||||
VAT receivable
|
206
|
197
|
||||||
Total
|
9,439
|
8,936
|
% of shares
|
||||
Algerian Energy Company, SPA
|
49%
|
|
||
Geida Tlemcen, S.L.
|
51%
|
|
||
Total
|
100%
|
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
Long-term debt and payable
|
||||||||
Project debt
|
79,788
|
89,387
|
||||||
Provisions
|
2,776
|
936
|
||||||
Total long-term debt and payable
|
82,564
|
90,323
|
||||||
Short-term debt and Other payables
|
||||||||
Project debt
|
9,590
|
11,047
|
||||||
Payables to related parties
|
1,913
|
2,300
|
||||||
Trade accounts payable and other
|
1,677
|
816
|
||||||
Total short-term debt and payable
|
13,180
|
14,163
|
||||||
Total debt and other payables
|
95,744
|
104,486
|
- |
Exemptions from the income tax (“IBS”);
|
- |
Exemption from tax on professional activity (“TAP”).
|
Balance as of December 31,
|
||||||||
2018
(unaudited)
|
2017
|
|||||||
VAT refundable
|
206
|
197
|
||||||
Total
|
206
|
197
|
For the year ended December 31,
|
||||||||||||
Other operating expenses
|
2018
(unaudited)
|
2017
|
2016
|
|||||||||
Operation and maintenance
|
(10,837
|
)
|
(10,652
|
)
|
(10,862
|
)
|
||||||
Leases
|
-
|
(183
|
)
|
(194
|
)
|
|||||||
External technical services
|
(503
|
)
|
(253
|
)
|
(102
|
)
|
||||||
Insurance premiums
|
(574
|
)
|
(613
|
)
|
(638
|
)
|
||||||
Customs duties
|
(403
|
)
|
(245
|
)
|
(101
|
)
|
||||||
Supplies
|
(5,417
|
)
|
(5,677
|
)
|
(5,632
|
)
|
||||||
Other expenses
|
(213
|
)
|
(303
|
)
|
(369
|
)
|
||||||
Total other operating expenses
|
(17,946
|
)
|
(17,926
|
)
|
(17,898
|
)
|
||||||
Related parties (Note 13)
|
(10,371
|
)
|
(10,652
|
)
|
(10,862
|
)
|
||||||
Other than related parties
|
(7,575
|
)
|
(7,274
|
)
|
(7,037
|
)
|
For the year ended December 31,
|
||||||||||||
Financial result
|
2018
(unaudited)
|
2017
|
2016
|
|||||||||
Financial income
|
74
|
133
|
37
|
|||||||||
Interest related to project debt
|
(3,659
|
)
|
(4,137
|
)
|
(4,538
|
)
|
||||||
Total financial result
|
(3,585
|
)
|
(4,004
|
)
|
(4,501
|
)
|
||||||
Other than related parties
|
(3,585
|
)
|
(4,004
|
)
|
(4,501
|
)
|
Company
|
Short term payables
(unaudited)
|
||||||
Geida Tlemcen, S.L.
|
Shareholder
|
1
|
|||||
Sacyr Aguas, S.L.
|
O&M
|
1,237
|
|||||
Sonelgaz SPA
|
Affiliate
|
675
|
|||||
Total
|
1,913
|
Company
|
Operating expenses
(unaudited)
|
||||||
Sacyr Aguas, S.L.
|
O&M
|
(5,934
|
)
|
||||
Abengoa Water, S.L.
|
O&M
|
(4,437
|
)
|
||||
Total
|
(10,371
|
)
|
Company
|
Short term payables
|
||||||
Geida Tlemcen, S.L.
|
Shareholder
|
1
|
|||||
Sacyr Aguas, S.L.
|
O&M
|
1,436
|
|||||
Abengoa Water, S.L.
|
O&M
|
425
|
|||||
Sonelgaz SPA
|
Affiliate
|
438
|
|||||
Total
|
2,300
|
Company
|
Operating expenses
|
||||||
Sacyr Aguas, S.L.
|
O&M
|
(4,847
|
)
|
||||
Abengoa Water, S.L.
|
O&M
|
(5,805
|
)
|
||||
Total
|
(10,652
|
)
|