☒ Form 20-F
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☐ Form 40-F
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Page
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PART I – FINANCIAL INFORMATION
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Item 1
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8
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Item 2
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45 | |
Item 3
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73 | |
Item 4
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76 | |
PART II – OTHER INFORMATION
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Item 1
|
76 | |
Item 1A
|
77 | |
Item 2
|
78 | |
Item 3
|
78 | |
Item 4
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78 | |
Item 5
|
78 | |
Item 6
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78 | |
80 |
• |
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—Operating and Financial Review and Prospects—Liquidity and Capital Resources—Sources of Liquidity—2019 Notes” in our Annual Report;
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• |
references to “2020 Green Private Placement” refer to the €290 million (approximately $340 million) senior secured notes maturing in June 20, 2026 which were issued under a senior secured note purchase agreement
entered with a group of institutional investors as purchasers of the notes issued thereunder as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of
Operations— Liquidity and Capital Resources—Sources of Liquidity—2020 Green Private Placement”;
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• |
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;
|
• |
references to “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, unless the context otherwise requires;
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• |
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;
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• |
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;
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• |
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;
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• |
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;
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• |
references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2019 and 2018 and for the years ended December 31, 2019, 2018 and 2017,
including the related notes thereto, prepared in accordance with IFRS as issued by the IASB (as such terms are defined herein), included in our Annual Report;
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• |
references to “Annual Report” refer to our Annual Report on Form 20-F for the year ended December 31, 2019, filed with the SEC on February 28, 2020;
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• |
references to “ASI Operations” refer to ASI Operations LLC;
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• |
references to “Atlantica Jersey” refer to Atlantica Sustainable Infrastructure Jersey Limited, a wholly owned subsidiary of Atlantica;
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• |
references to “ATN” refer to ATN S.A., the operational electric transmission asset in Peru, which is part of the Guaranteed Transmission System;
|
• |
references to “ATS” refer to ABY Transmision Sur S.A.;
|
• |
references to “AYES Canada” refer to Atlantica Sustainable Infrastructure Energy Solutions Canada Inc., a vehicle formed by Atlantica and Algonquin to channel co-investment opportunities;
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• |
references to “Befesa Agua Tenes” refer to Befesa Agua Tenes, S.L.U;
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• |
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;
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• |
references to “CESCE” refer to Compañia Española de Seguros de Credito a la Exportacion, S.A. the Spanish Company of Export Credit Insurance;
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• |
references to “Chile PV I” refer to the solar PV plant of 55 MW located in Chile, which represents the first investment closed through the Chilean renewable energy platform in the second quarter of 2020 together
with local financial partners;
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• |
references to “COD” refer to the commercial operation date of the applicable facility;
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• |
references to “Consolidated Condensed Interim Financial Statements” refer to the consolidated condensed unaudited interim financial statements as of September 30, 2020 and 2019 and for the nine-month period ended
September 30, 2020 and 2019, including the related notes thereto prepared in accordance with IFRS as issued by the IASB, which form a part of this quarterly report;
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• |
references to “EMEA” refer to Europe, Middle East and Africa;
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• |
references to “EPC” refer to engineering, procurement and construction;
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• |
references to “ESG-linked Financial Guarantee Line” refer to the financial guarantee line with ING Bank N.V. of up to approximately $39 million signed in June 2019 as further described in “Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources — Liquidity and Capital Resources —Sources of Liquidity—ESG-linked Financial Guarantee Line”;
|
• |
references to “EURIBOR” refer to Euro Interbank Offered Rate, a daily reference rate published by the European Money Markets Institute, based on the average interest rates at which Eurozone banks offer to lend
unsecured funds to other banks in the euro wholesale money market;
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• |
references to “EU” refer to the European Union;
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• |
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;
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• |
references to “Federal Financing Bank” refer to a U.S. government corporation by that name;
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• |
references to “Further Adjusted EBITDA” have the meaning set forth in “Key Metrics” in the section below;
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• |
references to “Green Exchangeable Notes” refer to the $115 million green exchangeable senior notes due on 2025 issued by Atlantica Jersey on July 17, 2020, and fully and unconditionally guaranteed on a senior,
unsecured basis, by Atlantica, as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Green
Exchangeable Notes”;
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• |
references to “Green Project Finance” refer to green project financing agreement entered into between Logrosan, the sub-holding company of Solaben 1/6 and Solaben 2/3, as borrower, and ING Bank, B.V. and Banco
Santander S.A., as lenders, as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Green
Project Finance”;
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• |
references to “gross capacity” refer 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 quarterly report;
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• |
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;
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• |
references to “ITC” refer to investment tax credits;
|
• |
references to “JIBAR” refer to Johannesburg Interbank Average Rate;
|
• |
references to “Liberty” refer to Liberty Interactive Corporation;
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• |
references to “Liberty Ownership Interest in Solana” refer to Class A membership interests of ASO Holdings Company LLC (the holding company of Arizona Solar One LLC, owner of the 250 MW net (280 MW gross) solar
electric generation facility located in Maricopa County, Arizona, identified as Solana plant), owned by Liberty and sold to us on August 17, 2020;
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• |
references to “LIBOR” refer to London Interbank Offered Rate;
|
• |
references to “Logrosan” refer to Logrosan Solar Inversiones, S.A.;
|
• |
references to “Monterrey” refer to the 142 MW gas-fired engine facility including 130 MW installed capacity and 12 MW battery capacity, located in, Monterrey, Mexico;
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• |
references to “Multinational Investment Guarantee Agency” refer to Multinational Investment Guarantee Agency, a financial institution member of the World Bank Group which offers political insurance and credit
enhancement guarantees;
|
• |
references to “MW” refer to megawatts;
|
• |
references to “MWh” refer to megawatt hour;
|
• |
references to “MWt” refer to thermal megawatts;
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• |
references to “Note Issuance Facility 2017” refer to the senior secured note facility dated February 10, 2017, and amended on March 28, 2017, of €275 million (approximately $322 million), with Elavon Financial
Services DAC, UK Branch, as facility agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder as further described in “Item 2—Management’s Discussion and Analysis
of Financial Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Note Issuance Facility 2017”;
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• |
references to “Note Issuance Facility 2019” refer to the senior unsecured note facility dated April 30, 2019, and amended on May 14, 2019 and October 23, 2020, of $300 million, with Lucid Agency Services Limited, as
facility agent and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and
Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Note Issuance Facility 2019”;
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• |
references to “Note Issuance Facility 2020” refer to the senior unsecured note facility dated July 8, 2020, of €140 million(approximately $164 million), with Lucid Agency Services Limited, as facility agent and a
group of funds managed by Westbourne Capital as purchasers of the notes to be issued thereunder as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of
Operations—Liquidity and Capital Resources—Sources of Liquidity—Note Issuance Facility 2020”;
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• |
references to “operation” refer to the status of projects that have reached COD (as defined above);
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• |
references to “Pemex” refer to Petróleos Mexicanos;
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• |
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 off-takers;
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• |
references to “PTS” refer to Pemex Transportation System;
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• |
references to “Revolving Credit Facility” refers to the credit and guaranty agreement with a syndicate of banks entered into on May 10, 2018 and amended on January 24, 2019, August 2, 2019, December 17, 2019 and
August 28, 2020, providing for a senior secured revolving credit facility in an aggregate principal amount of $425 million, as further described in “Item 2—Management’s Discussion and Analysis of Financial
Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Revolving Credit Facility”;
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• |
references to “Rioglass” refer to Rioglass Solar Holding, S.A.;
|
• |
references to “ROFO” refer to a right of first offer;
|
• |
references to “Solaben Luxembourg” refer to Solaben Luxembourg S.A;
|
• |
references to “Tenes” refer to the water desalination plant in Algeria, which is 51% owned by Befesa Agua Tenes;
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• |
references to “U.K.” refer to the United Kingdom;
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• |
references to “U.S.” or “United States” refer to the United States of America; and
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• |
references to “we,” “us,” “our,” “Atlantica” and the “Company” refer to Atlantica Sustainable Infrastructure plc or Atlantica Sustainable Infrastructure plc and its consolidated subsidiaries, unless the context
otherwise requires.
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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;
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• |
the ability of our counterparties, including Pemex and PG&E, to satisfy their financial commitments or business obligations and our ability to seek new counterparties in a competitive market;
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• |
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;
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• |
changes in tax laws and regulations;
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• |
risks relating to our activities in areas subject to economic, social and political uncertainties;
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• |
our ability to finance and consummate new acquisitions on favorable terms or to close outstanding acquisitions, including PTS;
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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;
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• |
risks related to our reliance on third-party contractors or suppliers;
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• |
risks related to our ability to maintain appropriate insurance over our assets;
|
• |
risks related to our exposure in the labor market;
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• |
potential issues arising with our operators’ employees including disagreement with employees’ unions and subcontractors;
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• |
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;
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• |
the effects of litigation and other legal proceedings (including bankruptcy) against us and our subsidiaries;
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• |
price fluctuations, revocation and termination provisions in our off-take agreements and power purchase agreements;
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• |
our electricity generation, our projections thereof and factors affecting production, including those related to the COVID-19 outbreak;
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• |
risks related to our relationship with Abengoa, our former largest shareholder and currently one of our operation and maintenance suppliers, including bankruptcy;
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• |
risks related to our relationship with our shareholders;
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• |
potential impact of the COVID-19 outbreak on our business, financial condition, results of operations and cash flows;
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• |
reputational and financial damage caused by our off-taker PG&E and Pemex; and
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• |
other factors discussed in our Annual Report under “Item 3.D—Key Information—Risk Factors”.
|
As of
September 30,
|
As of
December 31,
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|||||||||||
Note (1)
|
2020
|
2019
|
||||||||||
Assets
|
||||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
6
|
8,080,645
|
8,161,129
|
|||||||||
Investments carried under the equity method
|
7
|
116,746
|
139,925
|
|||||||||
Financial investments
|
8
|
66,875
|
91,587
|
|||||||||
Deferred tax assets
|
147,968
|
147,966
|
||||||||||
Total non-current assets
|
8,412,234
|
8,540,607
|
||||||||||
Current assets
|
||||||||||||
Inventories
|
23,170
|
20,268
|
||||||||||
Trade and other receivables
|
12
|
411,265
|
317,568
|
|||||||||
Financial investments
|
8
|
195,549
|
218,577
|
|||||||||
Cash and cash equivalents
|
15
|
788,895
|
562,795
|
|||||||||
Total current assets
|
1,418,879
|
1,119,208
|
||||||||||
Total assets
|
9,831,113
|
9,659,815
|
(1) |
Notes 1 to 22 are an integral part of the consolidated condensed interim financial statements.
|
As of
September 30,
|
As of
December 31,
|
|||||||||||
Note (1)
|
2020
|
2019
|
||||||||||
Equity and liabilities
|
||||||||||||
Equity attributable to the Company
|
||||||||||||
Share capital
|
13
|
10,160
|
10,160
|
|||||||||
Parent company reserves
|
13
|
1,774,813
|
1,900,800
|
|||||||||
Other reserves
|
9
|
81,503
|
73,797
|
|||||||||
Accumulated currency translation differences
|
(103,590
|
)
|
(90,824
|
)
|
||||||||
Accumulated deficit
|
13
|
(324,248
|
)
|
(385,457
|
)
|
|||||||
Non-controlling interest
|
13
|
203,409
|
206,380
|
|||||||||
Total equity
|
1,642,047
|
1,714,856
|
||||||||||
Non-current liabilities
|
||||||||||||
Long-term corporate debt
|
14
|
935,665
|
695,085
|
|||||||||
Long-term project debt
|
15
|
4,638,584
|
4,069,909
|
|||||||||
Grants and other liabilities
|
16
|
1,229,230
|
1,641,752
|
|||||||||
Related parties
|
11
|
6,499
|
17,115
|
|||||||||
Derivative liabilities
|
9
|
322,130
|
298,744
|
|||||||||
Deferred tax liabilities
|
272,484
|
248,996
|
||||||||||
Total non-current liabilities
|
7,404,592
|
6,971,601
|
||||||||||
Current liabilities
|
||||||||||||
Short-term corporate debt
|
14
|
24,016
|
28,706
|
|||||||||
Short-term project debt
|
15
|
642,590
|
782,439
|
|||||||||
Trade payables and other current liabilities
|
17
|
76,107
|
128,062
|
|||||||||
Income and other tax payables
|
41,761
|
34,151
|
||||||||||
Total current liabilities
|
784,474
|
973,358
|
||||||||||
Total equity and liabilities
|
9,831,113
|
9,659,815
|
(1) |
Notes 1 to 22 are an integral part of the consolidated condensed interim financial statements.
|
Note (1)
|
For the nine-month period ended September 30,
|
|||||||||||
2020
|
2019
|
|||||||||||
Revenue
|
4
|
768,734
|
798,163
|
|||||||||
Other operating income
|
20
|
75,902
|
73,700
|
|||||||||
Employee benefit expenses
|
(37,430
|
)
|
(20,277
|
)
|
||||||||
Depreciation, amortization, and impairment charges
|
4
|
(302,166
|
)
|
(234,889
|
)
|
|||||||
Other operating expenses
|
20
|
(197,635
|
)
|
(200,582
|
)
|
|||||||
Operating profit
|
307,405
|
416,115
|
||||||||||
Financial income
|
19
|
6,413
|
2,853
|
|||||||||
Financial expense
|
19
|
(289,439
|
)
|
(310,233
|
)
|
|||||||
Net exchange differences
|
(1,482
|
)
|
2,801
|
|||||||||
Other financial income/(expense), net
|
19
|
62,597
|
(58
|
)
|
||||||||
Financial expense, net
|
(221,911
|
)
|
(304,637
|
)
|
||||||||
Share of profit/(loss) of associates carried under the equity method
|
(2,248
|
)
|
3,881
|
|||||||||
Profit before income tax
|
83,246
|
115,359
|
||||||||||
Income tax
|
18
|
(25,079
|
)
|
(46,979
|
)
|
|||||||
Profit for the period
|
58,167
|
68,380
|
||||||||||
Loss/(profit) attributable to non-controlling interests
|
3,042
|
(7,548
|
)
|
|||||||||
Profit for the period attributable to the Company
|
61,209
|
60,832
|
||||||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
21
|
101,602
|
100,882
|
|||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
21
|
102,499
|
100,882
|
|||||||||
Basic and diluted earnings per share (U.S. dollar per share)
|
21
|
0.60
|
0.60
|
(1) |
Notes 1 to 22 are an integral part of the consolidated condensed interim financial statements.
|
For the nine-month period ended September 30,
|
||||||||
2020
|
2019
|
|||||||
Profit for the period
|
58,167
|
68,380
|
||||||
Items that may be subject to transfer to income statement
|
||||||||
Change in fair value of cash flow hedges
|
(33,159
|
)
|
(119,338
|
)
|
||||
Currency translation differences
|
(18,884
|
)
|
(43,613
|
)
|
||||
Tax effect
|
7,858
|
29,060
|
||||||
Net income/(expenses) recognized directly in equity
|
(44,185
|
)
|
(133,891
|
)
|
||||
Cash flow hedges
|
43,792
|
41,062
|
||||||
Tax effect
|
(10,948
|
)
|
(10,266
|
)
|
||||
Transfers to income statement
|
32,844
|
30,796
|
||||||
Other comprehensive income/(loss)
|
(11,341
|
)
|
(103,095
|
)
|
||||
Total comprehensive income/(loss) for the period
|
46,826
|
(34,715
|
)
|
|||||
Total comprehensive (income)/loss attributable to non-controlling interest
|
9,323
|
(1,683
|
)
|
|||||
Total comprehensive income/(loss) attributable to the Company
|
56,149
|
(36,398
|
)
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Accumulated
deficit
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
|||||||||||||||||||||||||
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
|
||||||||||||||||||||||
Profit for the nine -month period after taxes
|
—
|
—
|
—
|
60,832
|
—
|
60,832
|
7,548
|
68,380
|
||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
—
|
—
|
(77,972
|
)
|
1,682
|
—
|
(76,290
|
)
|
(1,986
|
)
|
(78,276
|
)
|
||||||||||||||||||||
Currency translation differences
|
—
|
—
|
—
|
—
|
(39,738
|
)
|
(39,738
|
)
|
(3,875
|
)
|
(43,613
|
)
|
||||||||||||||||||||
Tax effect
|
—
|
—
|
18,798
|
—
|
—
|
18,798
|
(4
|
)
|
18,794
|
|||||||||||||||||||||||
Other comprehensive income
|
—
|
—
|
(59,174
|
)
|
1,682
|
(39,738
|
)
|
(97,230
|
)
|
(5,865
|
)
|
(103,095
|
)
|
|||||||||||||||||||
Total comprehensive income
|
—
|
—
|
(59,174
|
)
|
62,514
|
(39,738
|
)
|
(36,398
|
)
|
1,683
|
(34,715
|
)
|
||||||||||||||||||||
Capital reduction
|
—
|
—
|
—
|
—
|
—
|
—
|
(2,688
|
)
|
(2,688
|
)
|
||||||||||||||||||||||
Capital increase (Note 13)
|
138
|
29,862
|
—
|
—
|
—
|
30,000
|
—
|
30,000
|
||||||||||||||||||||||||
Changes in the scope (Note 7)
|
—
|
—
|
—
|
—
|
—
|
—
|
92,303
|
92,303
|
||||||||||||||||||||||||
Dividend distribution (declared)
|
—
|
(117,345
|
)
|
—
|
—
|
—
|
(117,345
|
)
|
(26,622
|
)
|
(143,967
|
)
|
||||||||||||||||||||
Balance as of September 30, 2019
|
10,160
|
1,942,457
|
35,837
|
(386,760
|
)
|
(108,053
|
)
|
1,493,641
|
203,404
|
1,697,045
|
Share
Capital
|
Parent
company
reserves
|
Other
reserves
|
Accumulated
deficit
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
|||||||||||||||||||||||||
Balance as of December 31, 2019
|
10,160
|
1,900,800
|
73,797
|
(385,457
|
)
|
(90,824
|
)
|
1,508,476
|
206,380
|
1,714,856
|
||||||||||||||||||||||
Profit for the nine -month period after taxes
|
-
|
-
|
-
|
61,209
|
-
|
61,209
|
(3,042
|
)
|
58,167
|
|||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
10,850
|
-
|
-
|
10,850
|
(217
|
)
|
10,633
|
|||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
(12,766
|
)
|
(12,766
|
)
|
(6,118
|
)
|
(18,884
|
)
|
||||||||||||||||||||
Tax effect
|
-
|
-
|
(3,144
|
)
|
-
|
-
|
(3,144
|
)
|
54
|
(3,090
|
)
|
|||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
7,706
|
-
|
(12,766
|
)
|
(5,060
|
)
|
(6,281
|
)
|
(11,341
|
)
|
||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
7,706
|
61,209
|
(12,766
|
)
|
56,149
|
(9,323
|
)
|
46,826
|
||||||||||||||||||||||
Change in the scope (Note 5)
|
-
|
-
|
-
|
-
|
-
|
-
|
25,079
|
25,079
|
||||||||||||||||||||||||
Dividend distribution (declared)
|
-
|
(125,987
|
)
|
-
|
-
|
-
|
(125,987
|
)
|
(18,727
|
)
|
(144,714
|
)
|
||||||||||||||||||||
Balance as of September 30, 2020
|
10,160
|
1,774,813
|
81,503
|
(324,248
|
)
|
(103,590
|
)
|
1,438,638
|
203,409
|
1,642,047
|
Note (1)
|
For the nine-month period ended
September 30,
|
|||||||||||
2020 |
2019
|
|||||||||||
I. Profit for the period
|
58,167
|
68,380
|
||||||||||
Financial expense and non-monetary adjustments
|
536,579
|
552,775
|
||||||||||
II. Profit for the period adjusted by financial expense and non-monetary adjustments
|
594,746
|
621,155
|
||||||||||
III. Variations in working capital
|
(128,926
|
)
|
(132,051
|
)
|
||||||||
Net interest and income tax paid
|
(162,578
|
)
|
(167,668
|
)
|
||||||||
A. Net cash provided by operating activities
|
303,242
|
321,436
|
||||||||||
Investment in contracted concessional assets*
|
3,819
|
14,704
|
||||||||||
Other non-current assets/liabilities
|
(14,387
|
)
|
(35,974
|
)
|
||||||||
Acquisitions and other financial instruments
|
7
|
8,943
|
(153,176
|
)
|
||||||||
Dividends received from entities under the equity method
|
7
|
20,140
|
26,945
|
|||||||||
B. Net cash provided by/(used in) investing activities
|
18,515
|
(147,501
|
)
|
|||||||||
Proceeds from Project & Corporate debt
|
14&15
|
1,277,596
|
326,591
|
|||||||||
Repayment of Project & Corporate debt
|
14&15
|
(959,566
|
)
|
(456,020
|
)
|
|||||||
Dividends paid to Company´s shareholders
|
13
|
(125,986
|
)
|
(117,346
|
)
|
|||||||
Dividends paid to non-controlling interest
|
(20,994
|
)
|
(24,082
|
)
|
||||||||
Purchase of Liberty´s equity interests in Solana (Note 16)
|
16
|
(266,849
|
)
|
-
|
||||||||
Proceeds for capital increase
|
13
|
-
|
30,000
|
|||||||||
Proceeds from non-controlling interest
|
7
|
-
|
92,303
|
|||||||||
C. Net cash provided by/(used in) financing activities
|
(95,799
|
)
|
(148,554
|
)
|
||||||||
Net increase/(decrease) in cash and cash equivalents
|
225,958
|
25,381
|
||||||||||
Cash and cash equivalents at beginning of the period
|
562,795
|
631,542
|
||||||||||
Translation differences in cash or cash equivalent
|
142
|
(15,195
|
)
|
|||||||||
Cash and cash equivalents at end of the period
|
788,895
|
641,728
|
(1) |
Notes 1 to 22 are an integral part of the consolidated condensed interim financial statements.
|
Note 1.- Nature of the business
|
16 |
Note 2.- Basis of preparation
|
20 |
Note 3.- Financial risk management
|
22 |
Note 4.- Financial information by segment
|
23 |
Note 5.- Business combinations
|
29 |
Note 6.- Contracted concessional assets
|
30 |
Note 7.- Investments carried under the equity method
|
32 |
Note 8.- Financial Investments
|
33 |
Note 9.- Derivative financial instruments
|
34 |
Note 10.- Fair Value of financial instruments
|
34 |
Note 11.- Related parties
|
35 |
Note 12.- Trade and other receivables
|
36 |
Note 13.- Equity
|
36 |
Note 14.- Corporate debt
|
37 |
Note 15.- Project debt
|
39 |
Note 16.- Grants and other liabilities
|
41 |
Note 17.-Trade payables and other current liabilities
|
42 |
Note 18.- Income tax
|
42 |
Note 19.- Financial income and expenses
|
43 |
Note 20.- Other operating income and expenses
|
44 |
Note 21.- Earnings per share
|
44 |
Note 22.- Subsequent events
|
44 |
- |
On May 24, 2019, Atlantica and Algonquin formed Atlantica Yield Solutions Canada Inc. (“AYES Canada”), a vehicle to channel co-investment opportunities in which Atlantica holds the majority of voting rights. AYES
Canada’s first investment was in Amherst Island, a 75 MW wind plant in Canada owned by the project company Windlectric, Inc. (“Windlectric”). Atlantica invested $4.9 million and Algonquin invested $92.3 million, both through AYES Canada,
which in turn invested those funds in Amherst Island Partnership (“AIP), the holding company of Windlectric.
|
- |
On August 2, 2019, the Company closed the acquisition of ASI Operations LLC (“ASI Ops”), the company that performs the operation and maintenance services to Solana and Mojave plants. The consideration paid was $6
million.
|
- |
On August 2, 2019, the Company closed the acquisition of a 30% stake in Monterrey, a 142 MW gas-fired engine facility (“Monterrey”) and paid $42 million for the total investment.
|
- |
On October 22, 2019, the Company closed the acquisition of ATN Expansion 2 from Enel Green Power Perú, for a total equity investment of approximately $20 million, controlling the asset from this date. Transfer of
the concession agreement is pending authorization from the Ministry of Energy in Peru. If this authorization were not to be obtained before December 2020, the transaction would be reversed with no penalties to Atlantica. Enel Green Power Perú
issued a bank guarantee to face this potential repayment obligation to Atlantica.
|
- |
On April 3, 2020, the Company made an initial investment in the creation of a renewable energy platform in Chile, together with financial partners, where it owns approximately a 35% stake and has a strategic
investor role. The first investment was the acquisition of a 55 MW solar PV plant in an area with excellent solar resource (“Chile PV I”). This asset has been in operation since 2016 demonstrating a good operating track record while selling
its production in the Chilean power market. The platform intends to make further investments in renewable energy in Chile and to sign PPAs with credit worthy off-takers. The Company’s initial contribution was approximately $4 million.
|
- |
In January 2019, the Company entered into an agreement with Abengoa S.A. (“Abengoa”) under the Abengoa ROFO Agreement for the acquisition of Befesa Agua Tenes, a holding company which owns a 51% stake in Ténès
Lilmiyah SpA (“Tenes”), a water desalination plant in Algeria. The Company paid in January 2019 an advance payment of $19.9 million. Closing of the acquisition was subject to conditions precedent which were not fulfilled. In accordance with
the terms of the share purchase agreement, the advance payment was converted into a secured loan to be reimbursed by Befesa Agua Tenes, together with 12% per annum interest, through a full cash-sweep of all the dividends to be received from
the asset. In October 2019, the Company received a first payment of $7.8 million through the cash sweep mechanism. On May 31, 2020, the Company entered into a new $4.5 million secured loan agreement with Befesa Agua Tenes, in addition to the
initial one granted in 2019. The aggregate amount owed at that date, including interest accrued, was $14.0 million. This new loan agreement is expected to be reimbursed by Befesa Agua Tenes, together with 12% per annum interest, through a
full cash-sweep of all the dividends to be received from the Tenes asset. The new agreement signed with Abengoa provides Atlantica with a majority at the board of directors of Befesa Agua Tenes together with a series of decision rights at the
Tenes level, and a call option over the shares of Befesa Agua Tenes at a call price of $1, among others.
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(9)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(10)
|
COD*
|
Contract
Years
Left(14)
|
Solana
|
Renewable
(Solar)
|
100%
|
Arizona
(USA)
|
USD
|
280 MW
|
A-/A2/A-
|
2013
|
24
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
BB-/WR/BB
|
2014
|
20
|
Chile PV I
|
Renewable
(Solar)
|
35%(8)
|
Chile
|
USD
|
55 MW
|
N/A
|
2016
|
N/A
|
Solaben 2 & 3
|
Renewable
(Solar)
|
70%(1)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
18/17
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%(2)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
17/17
|
PS10/PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
A/Baa1/A-
|
2007&
2009
|
12/14
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2011
|
17/17
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
18/18
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A/Baa1/A-
|
2010
|
15/15/16
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2013
|
19/19
|
Seville PV
|
Renewable
(Solar)
|
80%(6)
|
Spain
|
Euro
|
1 MW
|
A/Baa1/A-
|
2006
|
16
|
Kaxu
|
Renewable
(Solar)
|
51%(3)
|
South
Africa
|
Rand
|
100 MW
|
BB-/Ba1/
BB(11)
|
2015
|
15
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
14
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
15
|
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-
|
2015
|
16
|
Mini-Hydro
|
Renewable
(Hydraulic)
|
100%
|
Peru
|
USD
|
4 MW
|
BBB+/A3/BBB+
|
2012
|
13
|
ACT
|
Efficient
natural gas
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB/ Ba2/
BB-
|
2013
|
13
|
Monterrey
|
Efficient
natural gas
|
30%
|
Mexico
|
USD
|
142 MW
|
Not rated
|
2018
|
19
|
ATN (13)
|
Transmission
line
|
100%
|
Peru
|
USD
|
379 miles
|
BBB+/A3/BBB+
|
2011
|
21
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/A3/BBB+
|
2014
|
24
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
13
|
Quadra 1/2
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles/
32 miles
|
Not rated
|
2014
|
15/15
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB+/Baa1/
A-
|
2007
|
18
|
Chile TL3
|
Transmission
line
|
100%
|
Chile
|
USD
|
50 miles
|
A+/A1/A
|
1993
|
Regulated
|
Skikda
|
Water
|
34.2%(4)
|
Algeria
|
USD
|
3.5 M
ft3/day
|
Not rated
|
2009
|
14
|
Honaine
|
Water
|
25.5%(5)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2012
|
18
|
Tenes
|
Water
|
51%(7)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2015
|
20
|
- |
COVID-19 may affect the operation and maintenance employees of the Company as well as suppliers of operation and maintenance. Furthermore, COVID-19 has caused travel restrictions and significant disruptions to
global supply chains. A prolonged disruption could limit the availability of certain parts required to operate the facilities of the Company and adversely impact the ability of its operation and maintenance suppliers. If the Company were to
experience a shortage of or inability to acquire critical spare parts, it could incur significant delays in returning facilities to full operation.
|
- |
Slowdown of broad sectors of the economy, a general reduction in demand, including demand for commodities and a negative impact on prices of commodities, including electricity, oil and gas. The global outbreak also
caused significant disruption and volatility in the global financial markets, especially from the end of February until the end on May 2020, including the market price of the shares of the Company. Debt and equity markets have also been
affected and there have been weeks with a very low number of new debt and equity issuance transactions. Interest rates for new issuances and spreads with respect to treasury yields increased significantly. Although the revenue of the Company
are generally contracted or regulated, clients may be affected by a reduced demand, lower commodity prices and the turmoil in the credit markets. A reduced demand and low prices persisting over time could cause delays in collections, a
deterioration in the financial situation of the clients of the Company or their bankruptcy.
|
- |
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.
|
- |
IFRS 7 and IFRS 9. Amendments regarding pre-replacement issues in the context of the IBOR reform. These amendments are mandatory for annual periods beginning on or after January 1, 2020 under IFRS-IASB.
|
- |
IFRS 16. Amendment to provide lessees with an exemption from assessing whether a COVID-19-related rent concession is a lease modification. This amendment is mandatory for annual periods beginning on or after June 1,
2020 under IFRS-IASB.
|
- |
IAS 41. Amendments resulting from Annual Improvements to IFRS Standards 2018–2020 (taxation in fair value measurements) These amendments are mandatory for annual periods beginning on or after January 1, 2020 under
IFRS-IASB.
|
- |
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.
|
- |
IAS 1 (Amendment). Classification of liabilities. This amendment is mandatory for annual periods beginning on or after January 1, 2023 under IFRS-IASB.
|
- |
IAS 37. Amendments regarding the costs to include when assessing whether a contract is onerous. This amendment is mandatory for annual periods beginning on or after January 1, 2022 under IFRS-IASB.
|
- |
IFRS 1. Amendments resulting from Annual Improvements to IFRS Standards 2018–2020 (subsidiary as a first-time adopter). This amendment is mandatory for annual periods beginning on or after January 1, 2022 under
IFRS-IASB.
|
- |
IFRS 3. Amendments updating a reference to the Conceptual Framework. This amendment is mandatory for annual periods beginning on or after January 1, 2022 under IFRS-IASB.
|
- |
IFRS 4. Amendments regarding the expiry date of the deferral approach. The fixed expiry date for the temporary exemption in IFRS 4 from applying IFRS 9 is now 1 January 2023.
|
- |
IFRS 4, IFRS 7, IFRS 16, IFRS 9 and IAS 39. Amendments regarding replacement issues in the context of the IBOR reform. This amendment is mandatory for annual periods
beginning on or after January 1, 2021 under IFRS-IASB.
|
- |
IFRS 9. Amendments resulting from Annual Improvements to IFRS Standards 2018–2020. This amendment is mandatory for annual periods beginning on or after January 1, 2022 under IFRS-IASB.
|
- |
IFRS 17. Amendments to address concerns and implementation challenges that were identified after IFRS 17 was published. This amendment is mandatory for annual periods beginning on or after January 1, 2023 under
IFRS-IASB.
|
- |
IAS 16. Amendments prohibiting a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. This
amendment is mandatory for annual periods beginning on or after January 1, 2022 under IFRS-IASB.
|
• |
Contracted concessional agreements.
|
• |
Impairment of contracted concessional assets.
|
• |
Assessment of control.
|
• |
Derivative financial instruments and fair value estimates.
|
• |
Income taxes and recoverable amount of deferred tax assets.
|
• |
North America
|
• |
South America
|
• |
EMEA
|
• |
Renewable energy
|
• |
Efficient natural gas
|
• |
Electric transmission lines
|
• |
Water
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the nine-month period ended
September 30,
|
For the nine-month period ended
September 30,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Geography
|
2020
|
2019
|
2020
|
2019
|
||||||||||||
North America
|
267,688
|
273,913
|
233,201
|
254,492
|
||||||||||||
South America
|
112,019
|
105,760
|
89,749
|
87,757
|
||||||||||||
EMEA
|
389,027
|
418,490
|
286,622
|
308,755
|
||||||||||||
Total
|
768,734
|
798,163
|
609,572
|
651,004
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the nine-month period ended
September 30,
|
For the nine-month period ended
September 30,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Business sector
|
2020
|
2019
|
2020
|
2019
|
||||||||||||
Renewable energy
|
579,230
|
609,828
|
456,420
|
493,311
|
||||||||||||
Efficient natural gas
|
80,118
|
92,891
|
72,412
|
81,668
|
||||||||||||
Electric transmission lines
|
79,229
|
77,024
|
64,039
|
65,133
|
||||||||||||
Water
|
30,157
|
18,420
|
16,701
|
10,892
|
||||||||||||
Total
|
768,734
|
798,163
|
609,572
|
651,004
|
For the nine-month period ended
September 30,
($ in thousands)
|
||||||||
2020
|
2019
|
|||||||
Profit/(Loss) attributable to the Company
|
$
|
61,209
|
60,832
|
|||||
(Loss)/Profit attributable to non-controlling interests
|
(3,042
|
)
|
7,548
|
|||||
Income tax
|
25,079
|
46,979
|
||||||
Share of (profits)/losses of associates
|
2,248
|
(3,881
|
)
|
|||||
Financial expense, net
|
221,911
|
304,637
|
||||||
Depreciation, amortization, and impairment charges
|
302,166
|
234,889
|
||||||
Total segment Adjusted EBITDA
|
$
|
609,572
|
651,004
|
North
America
|
South America
|
EMEA
|
Balance as of
September 30,
2020
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,112,095
|
1,223,888
|
3,744,662
|
8,080,645
|
||||||||||||
Investments carried under the equity method
|
79,959
|
-
|
39,787
|
116,746
|
||||||||||||
Current financial investments
|
125,821
|
27,637
|
41,202
|
194,660
|
||||||||||||
Cash and cash equivalents (project companies)
|
230,616
|
85,003
|
286,362
|
601,980
|
||||||||||||
Subtotal allocated
|
3,545,491
|
1,336,528
|
4,112,013
|
8,994,031
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
214,843
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
622,239
|
|||||||||||||||
Subtotal unallocated
|
837,082
|
|||||||||||||||
Total assets
|
9,831,113
|
North
America
|
South America
|
EMEA
|
Balance as of
September 30,
2020
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,669,969
|
919,248
|
2,691,957
|
5,281,174
|
||||||||||||
Grants and other liabilities
|
1,088,322
|
11,404
|
129,504
|
1,229,230
|
||||||||||||
Subtotal allocated
|
2,758,291
|
930,652
|
2,821,461
|
6,510,404
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
959,681
|
|||||||||||||||
Other non-current liabilities
|
601,113
|
|||||||||||||||
Other current liabilities
|
117,868
|
|||||||||||||||
Subtotal unallocated
|
1,678,662
|
|||||||||||||||
Total liabilities
|
8,189,066
|
|||||||||||||||
Equity unallocated
|
1,642,047
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,320,709
|
|||||||||||||||
Total liabilities and equity
|
9,831,113
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2019
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,299,198
|
1,186,552
|
3,675,379
|
8,161,129
|
||||||||||||
Investments carried under the equity method
|
90,847
|
-
|
49,078
|
139,925
|
||||||||||||
Current financial investments
|
159,267
|
29,190
|
20,673
|
209,131
|
||||||||||||
Cash and cash equivalents (project companies)
|
181,458
|
80,909
|
234,097
|
496,464
|
||||||||||||
Subtotal allocated
|
3,730,771
|
1,296,652
|
3,979,227
|
9,006,649
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
239,553
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,613
|
|||||||||||||||
Subtotal unallocated
|
653,166
|
|||||||||||||||
Total assets
|
9,659,815
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2019
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,676,251
|
884,835
|
2,291,262
|
4,852,348
|
||||||||||||
Grants and other liabilities
|
1,490,679
|
12,864
|
138,209
|
1,641,752
|
||||||||||||
Subtotal allocated
|
3,166,930
|
897,699
|
2,429,471
|
6,494,100
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
723,791
|
|||||||||||||||
Other non-current liabilities
|
564,855
|
|||||||||||||||
Other current liabilities
|
162,213
|
|||||||||||||||
Subtotal unallocated
|
1,450,859
|
|||||||||||||||
Total liabilities
|
7,944,959
|
|||||||||||||||
Equity unallocated
|
1,714,856
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,165,715
|
|||||||||||||||
Total liabilities and equity
|
9,659,815
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as of
September 30,
2020
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,538,840
|
514,998
|
848,749
|
178,058
|
8,080,645
|
|||||||||||||||
Investments carried under the equity method
|
63,302
|
16,379
|
-
|
37,065
|
116,746
|
|||||||||||||||
Current financial investments
|
2,068
|
123,836
|
27,619
|
41,138
|
194,660
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
489,896
|
30,072
|
63,241
|
18,771
|
601,980
|
|||||||||||||||
Subtotal allocated
|
7,094,106
|
685,285
|
939,609
|
275,032
|
8,994,031
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
214,843
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
622,239
|
|||||||||||||||||||
Subtotal unallocated
|
837,082
|
|||||||||||||||||||
Total assets
|
9,831,113
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as of
September 30,
2020
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
4,007,975
|
510,587
|
642,519
|
120,093
|
5,281,174
|
|||||||||||||||
Grants and other liabilities
|
1,221,684
|
82
|
6,108
|
1,356
|
1,229,230
|
|||||||||||||||
Subtotal allocated
|
5,229,659
|
510,669
|
648,627
|
121,449
|
6,510,404
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
959,681
|
|||||||||||||||||||
Other non-current liabilities
|
601,113
|
|||||||||||||||||||
Other current liabilities
|
117,868
|
|||||||||||||||||||
Subtotal unallocated
|
1,678,662
|
|||||||||||||||||||
Total liabilities
|
8,189,066
|
|||||||||||||||||||
Equity unallocated
|
1,642,047
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,320,709
|
|||||||||||||||||||
Total liabilities and equity
|
9,831,113
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2019
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,644,024
|
559,069
|
872,757
|
85,280
|
8,161,129
|
|||||||||||||||
Investments carried under the equity method
|
77,549
|
17,154
|
-
|
45,222
|
139,925
|
|||||||||||||||
Current financial investments
|
13,798
|
148,723
|
28,237
|
18,373
|
209,131
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
421,198
|
11,850
|
53,868
|
9,548
|
496,464
|
|||||||||||||||
Subtotal allocated
|
7,156,568
|
736,796
|
954,862
|
158,423
|
9,006,649
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
239,553
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
413,613
|
|||||||||||||||||||
Subtotal unallocated
|
653,166
|
|||||||||||||||||||
Total assets
|
9,659,815
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2019
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
3,658,507
|
529,350
|
640,160
|
24,331
|
4,852,348
|
|||||||||||||||
Grants and other liabilities
|
1,634,361
|
146
|
6,517
|
728
|
1,641,752
|
|||||||||||||||
Subtotal allocated
|
5,292,868
|
529,495
|
646,677
|
25,059
|
6,494,100
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
723,791
|
|||||||||||||||||||
Other non-current liabilities
|
564,855
|
|||||||||||||||||||
Other current liabilities
|
162,213
|
|||||||||||||||||||
Subtotal unallocated
|
1,450,859
|
|||||||||||||||||||
Total liabilities
|
7,944,959
|
|||||||||||||||||||
Equity unallocated
|
1,714,856
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,165,715
|
|||||||||||||||||||
Total liabilities and equity
|
9,659,815
|
For the nine-month period ended
September 30,
|
||||||||
Depreciation, amortization and impairment by geography
|
2020
|
2019
|
||||||
($ in thousands)
|
||||||||
North America
|
(162,803
|
)
|
(88,647
|
)
|
||||
South America
|
(26,624
|
)
|
(35,553
|
)
|
||||
EMEA
|
(112,739
|
)
|
(110,689
|
)
|
||||
Total
|
(302,166
|
)
|
(234,889
|
)
|
For the nine-month period ended
September 30,
|
||||||||
Depreciation, amortization and impairment by business sectors
|
2020
|
2019
|
||||||
($ in thousands)
|
||||||||
Renewable energy
|
(253,617
|
)
|
(215,941
|
)
|
||||
Efficient natural gas
|
(23,616
|
)
|
784
|
|||||
Electric transmission lines
|
(24,236
|
)
|
(20,093
|
)
|
||||
Water
|
(697
|
)
|
361
|
|||||
Total
|
(302,166
|
)
|
(234,889
|
)
|
Asset Acquisition
for the nine-month period ended September 30, 2020
|
||||
Concessional assets
|
162,489
|
|||
Other non-current assets
|
931
|
|||
Cash & cash equivalents
|
17,646
|
|||
Other current assets
|
29,445
|
|||
Non-current Project debt
|
(150,087
|
)
|
||
Current Project debt
|
(8,357
|
)
|
||
Other current and non-current liabilities
|
(4,378
|
)
|
||
Non-controlling interests
|
(25,079
|
)
|
||
Asset acquisition - purchase price
|
(22,610
|
)
|
||
Net result of the asset acquisition
|
-
|
Asset Acquisition
for the year ended December 31, 2019
|
||||
Concessional assets
|
28,738
|
|||
Current assets
|
1,503
|
|||
Deferred tax liabilities
|
(2,539
|
)
|
||
Other current and non-current liabilities
|
(1,512
|
)
|
||
Asset acquisition - purchase price
|
(26,190
|
)
|
||
Net result of the asset acquisition
|
-
|
Balance as of
September 30,
2020
|
Balance as of
December 31,
2019
|
|||||||
($ in thousands)
|
||||||||
Contracted concessional assets cost
|
10,576,508
|
10,384,597
|
||||||
Amortization and impairment
|
(2,495,863
|
)
|
(2,223,468
|
)
|
||||
Total
|
8,080,645
|
8,161,129
|
- |
an increased amortization charge from September 1st, 2020, considering the reduction in the residual useful life of the plants. The impact is approximately $5 million as of September 30, 2020, recorded
within the line “Depreciation, amortization and impairment charges” in the profit and loss statement.
|
- |
an increase in the discounted value of the dismantling provision, as the dismantling of the plants would occur earlier. The provision increased by approximately $12 million as of September 30, 2020 (Note 16).
|
Balance as of
September 30,
2020
|
Balance as of
December 31,
2019
|
|||||||
($ in thousands)
|
||||||||
Evacuación Valdecaballeros, S.L.
|
947
|
2,348
|
||||||
Myah Bahr Honaine, S.P.A.(*)
|
37,064
|
45,222
|
||||||
Pectonex, R.F. Proprietary Limited
|
1,547
|
1,391
|
||||||
ABY Infraestructuras, S.L.
|
21
|
11
|
||||||
Ca Ku A1, S.A.P.I. de CV (PTS)
|
-
|
-
|
||||||
Evacuación Villanueva del Rey, S.L
|
-
|
-
|
||||||
Windlectric Inc (**)
|
60,614
|
73,693
|
||||||
Pemcorp SAPI de CV (***)
|
16,379
|
17,179
|
||||||
Other renewable energy joint ventures (****)
|
174
|
81
|
||||||
Total
|
116,746
|
139,925
|
Balance as of
September 30,
2020
|
Balance as of
December 31,
2019
|
|||||||
($ in thousands)
|
||||||||
Fair Value through OCI (Investment in Ten West link)
|
12,896
|
9,874
|
||||||
Fair Value through Profit and Loss (Investment in Rioglass)
|
2,617
|
7,000
|
||||||
Derivative assets (Note 9)
|
1,493
|
3,182
|
||||||
Other receivable accounts at amortized cost
|
49,869
|
71,531
|
||||||
Total non-current financial investments
|
66,875
|
91,587
|
||||||
Contracted concessional financial assets
|
175,042
|
160,624
|
||||||
Derivative assets (Note 9)
|
888
|
2,048
|
||||||
Other receivable accounts at amortized cost
|
19,619
|
55,905
|
||||||
Total current financial investments
|
195,549
|
218,577
|
Balance as of September 30, 2020
|
Balance as of December 31, 2019
|
|||||||||||||||
($ in thousands)
|
Assets
|
Liabilities
|
Assets
|
Liabilities
|
||||||||||||
Interest rate cash flow hedges
|
1,270
|
313,416
|
1,619
|
298,744
|
||||||||||||
Foreign exchange derivative instruments
|
1,111
|
-
|
3,610
|
-
|
||||||||||||
Notes conversion option (Note 14)
|
-
|
8,714
|
-
|
-
|
||||||||||||
Total
|
2,381
|
322,130
|
5,230
|
298,744
|
- |
currency options with leading international financial institutions, which guarantee minimum Euro-U.S. dollar exchange rates. The strategy of the Company is to hedge the exchange rate for the distributions from its
Spanish assets after deducting euro-denominated interest payments and euro-denominated general and administrative expenses. Through currency options, the strategy of the Company is to hedge 100% of its euro-denominated net exposure for the
next 12 months and 75% of its euro denominated net exposure for the following 12 months, on a rolling basis. Hedge accounting is not applied to these options;
|
- |
the conversion option of notes issued in July 2020 (Note 14), which fair value is liability of $9 million as of September 30, 2020.
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Credit receivables (current)
|
22,942
|
13,350
|
||||||
Total current receivables with related parties
|
22,942
|
13,350
|
||||||
Credit receivables (non-current)
|
6,264
|
21,355
|
||||||
Total non-current receivables with related parties
|
6,264
|
21,355
|
||||||
Credit payables (current)
|
14,238
|
23,979
|
||||||
Total current payables with related parties
|
14,238
|
23,979
|
||||||
Credit payables (non-current)
|
6,499
|
17,115
|
||||||
Total non-current payables with related parties
|
6,499
|
17,115
|
For the nine-month period ended
September,
|
||||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Financial income
|
1,493
|
391
|
||||||
Financial expenses
|
(119
|
)
|
(150
|
)
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Trade receivables
|
322,231
|
242,008
|
||||||
Tax receivables
|
50,190
|
50,901
|
||||||
Prepayments
|
25,977
|
5,150
|
||||||
Other accounts receivable
|
12,867
|
19,508
|
||||||
Total
|
411,265
|
317,568
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
935,665
|
695,085
|
||||||
Current
|
24,016
|
28,706
|
||||||
Total Corporate Debt
|
959,681
|
723,791
|
Remainder
of 2020
|
Between
January
and
September
2021
|
Between
October and
December
2021
|
2022
|
2023
|
2024
|
Subsequent
years
|
Total
|
|||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||||||
2017 Credit Facility
|
5
|
-
|
10,705
|
-
|
-
|
-
|
-
|
10,710
|
||||||||||||||||||||||||
Note Issuance Facility 2019
|
-
|
-
|
-
|
-
|
-
|
-
|
326,384
|
326,384
|
||||||||||||||||||||||||
Commercial Paper
|
18,745
|
4,080
|
-
|
-
|
-
|
-
|
-
|
22,825
|
||||||||||||||||||||||||
2020 Green Private Placement
|
241
|
-
|
-
|
-
|
-
|
-
|
336,521
|
336,762
|
||||||||||||||||||||||||
Note Issuance Facility 2020
|
-
|
-
|
-
|
-
|
-
|
-
|
159,933
|
159,933
|
||||||||||||||||||||||||
Green Exchangeable Notes
|
945
|
-
|
-
|
-
|
-
|
-
|
102,122
|
103,067
|
||||||||||||||||||||||||
Total
|
19,936
|
4,080
|
10,705
|
-
|
-
|
-
|
924,960
|
959,681
|
2020
|
2021
|
2022
|
2023
|
2024
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
New Revolving Credit Facility
|
701
|
-
|
81,164
|
-
|
-
|
-
|
81,865
|
|||||||||||||||||||||
Note Issuance Facility 2017
|
84
|
-
|
101,317
|
100,513
|
100,413
|
-
|
302,327
|
|||||||||||||||||||||
2017 Credit Facility
|
4
|
10,085
|
-
|
-
|
-
|
-
|
10,089
|
|||||||||||||||||||||
Notes Issuance Facility 2019
|
-
|
7,938
|
-
|
-
|
-
|
293,655
|
301,593
|
|||||||||||||||||||||
Commercial Paper
|
27,917
|
-
|
-
|
-
|
-
|
-
|
27,917
|
|||||||||||||||||||||
Total
|
28,706
|
18,023
|
182,481
|
100,513
|
100,413
|
293,655
|
723,791
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
4,638,584
|
4,069,909
|
||||||
Current
|
642,590
|
782,439
|
||||||
Total Project debt
|
5,281,174
|
4,852,348
|
- |
business combinations, being the acquisition of Chile PV I and Tenes for a total amount of $158 million (Note 5).
|
- |
a green project financing agreement entered into by Logrosán Solar Inversiones, S.A.U., the holding company of Spanish assets Solaben 1, 2, 3 and 6, closed on April 8, 2020 for a €140 million nominal amount.
|
- |
a non-recourse project debt refinancing of Helioenergy assets by adding a new long dated tranche of debt from an institutional investor closed on July 10, 2020, providing with a net refinancing proceeds (net
“recap”) of approximately $43 million.
|
- |
a non-recourse, project debt financing closed on July 14, 2020 for approximately €326 million in relation to Helios, with institutional investors, which has refinanced the previous bank project debt with
approximately €250 million outstanding and has canceled legacy interest rate swaps. After transaction costs and cancelation of legacy swaps, net refinancing proceeds (net “recap”) were approximately $30 million. The accumulated impact of the
change in fair value of the interest rate swaps recorded in Other reserves and any difference between the nominal amount of the debt repaid and the amortized cost of the debt have been transferred to the profit and loss in line “Other
financial income/(expense), net” on transaction date for a total amount of $72 million (Note 19).
|
- |
the higher value of debt denominated in Euro given the increase in the exchange rate of the Euro against the U.S. dollar since December 31, 2019.
|
Remainder of 2020
|
||||||||||||||||||||||||||||||||||
Payment of
interests
accrued as of
September 30, 2020
|
Nominal
repayment
|
Between
January and
September 2021
|
Between
October and
December 2021
|
2022
|
2023
|
2024
|
Subsequent
Years
|
Total
|
||||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||||||||
60,216
|
153,392
|
124,337
|
153,001
|
320,011
|
345,565
|
360,277
|
3,764,374
|
5,281,174
|
2020
|
2021
|
2022
|
2023
|
2024
|
Subsequent years
|
Total
|
|||||||||||||||||||||||
Interest
Repayment
|
Nominal
repayment
|
||||||||||||||||||||||||||||
12,799
|
256,620
|
262,787
|
293,642
|
319,962
|
335,067
|
3,371,724
|
4,852,348
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Grants
|
1,043,410
|
1,087,553
|
||||||
Other Liabilities
|
185,820
|
554,199
|
||||||
Grant and other non-current liabilities
|
1,229,230
|
1,641,752
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Trade accounts payable
|
45,804
|
52,062
|
||||||
Down payments from clients
|
473
|
565
|
||||||
Liberty (Note 16)
|
-
|
41,032
|
||||||
Other accounts payable
|
29,830
|
34,403
|
||||||
Total
|
76,107
|
128,062
|
For the nine-month period ended September 30,
|
||||||||
Financial income
|
2020
|
2019
|
||||||
($ in thousands)
|
||||||||
Interest income from loans and credits
|
6,125
|
2,522
|
||||||
Interest rates benefits derivatives: cash flow hedges
|
288
|
331
|
||||||
Total
|
6,413
|
2,853
|
For the nine-month period ended September 30,
|
||||||||
Financial expenses
|
2020
|
2019
|
||||||
Expenses due to interest:
|
($ in thousands)
|
|||||||
- Loans from credit entities
|
(186,769
|
)
|
(196,350
|
)
|
||||
- Other debts
|
(56,578
|
)
|
(69,744
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(46,092
|
)
|
(44,139
|
)
|
||||
Total
|
(289,439
|
)
|
(310,233
|
)
|
For the nine-month period ended September 30,
|
||||||||
Other financial income / (expenses)
|
2020
|
2019
|
||||||
($ in thousands)
|
||||||||
Other financial income
|
162,984
|
11,412
|
||||||
Other financial losses
|
(100,387
|
)
|
(11,470
|
)
|
||||
Total
|
62,597
|
(58
|
)
|
Other Operating income
|
For the nine-month period ended September 30,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Grants (Note 16)
|
44,256
|
44,366
|
||||||
Income from various services and insurance proceeds
|
31,646
|
29,334
|
||||||
Total
|
75,902
|
73,700
|
Other Operating expenses
|
For the nine-month period ended September 30,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Raw materials and consumables used
|
(4,919
|
)
|
(7,893
|
)
|
||||
Leases and fees
|
(2,388
|
)
|
(1,501
|
)
|
||||
Operation and maintenance
|
(77,133
|
)
|
(94,573
|
)
|
||||
Independent professional services
|
(28,509
|
)
|
(28,934
|
)
|
||||
Supplies
|
(20,433
|
)
|
(18,929
|
)
|
||||
Insurance
|
(27,990
|
)
|
(18,192
|
)
|
||||
Levies and duties
|
(30,523
|
)
|
(25,830
|
)
|
||||
Other expenses
|
(5,740
|
)
|
(4,730
|
)
|
||||
Total
|
(197,635
|
)
|
(200,582
|
)
|
Item
|
For the nine-month period ended September 30,
|
|||||||
2020
|
2019
|
|||||||
($ in thousands)
|
||||||||
Profit/ (loss) from continuing operations attributable to Atlantica.
|
61,209
|
60,832
|
||||||
Average number of ordinary shares outstanding (thousands) - basic
|
101,602
|
100,882
|
||||||
Average number of ordinary shares outstanding (thousands) - diluted
|
102,499
|
100,882
|
||||||
Earnings per share from continuing operations (U.S. dollar per share) - basic and diluted
|
0.60
|
0.60
|
||||||
Earnings per share from profit/(loss) for the period (U.S. dollar per share) - basic and diluted
|
0.60
|
0.60
|
Item 2. |
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by geography
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
North America
|
$
|
267.7
|
34.8
|
%
|
$
|
273.9
|
34.3
|
%
|
||||||||
South America
|
112.0
|
14.6
|
%
|
105.8
|
13.3
|
%
|
||||||||||
EMEA
|
389.0
|
50.6
|
%
|
418.5
|
52.4
|
%
|
||||||||||
Total revenue
|
$
|
768.7
|
100
|
%
|
$
|
798.2
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by business sector
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Renewable energy
|
$
|
579.2
|
75.4
|
%
|
$
|
609.8
|
76.4
|
%
|
||||||||
Efficient natural gas power
|
80.1
|
10.4
|
%
|
92.9
|
11.6
|
%
|
||||||||||
Electric transmission lines
|
79.2
|
10.3
|
%
|
77.0
|
9.7
|
%
|
||||||||||
Water
|
30.2
|
3.9
|
%
|
18.5
|
2.3
|
%
|
||||||||||
Total revenue
|
$
|
768.7
|
100
|
%
|
$
|
798.2
|
100
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
|||||||||||||
North America
|
$
|
233.2
|
87.1
|
%
|
$
|
254.5
|
92.9
|
%
|
||||||||
South America
|
89.8
|
80.2
|
%
|
87.8
|
83.0
|
%
|
||||||||||
EMEA
|
286.6
|
73.7
|
%
|
308.7
|
73.8
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
609.6
|
79.3
|
%
|
$
|
651.0
|
81.6
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
|||||||||||||
Renewable energy
|
$
|
456.4
|
78.8
|
%
|
$
|
493.3
|
80.9
|
%
|
||||||||
Efficient natural gas power
|
72.4
|
90.4
|
%
|
81.7
|
87.9
|
%
|
||||||||||
Electric transmission lines
|
64.1
|
80.9
|
%
|
65.1
|
84.5
|
%
|
||||||||||
Water
|
16.7
|
55.3
|
%
|
10.9
|
58.9
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
609.6
|
79.3
|
%
|
$
|
651.0
|
81.6
|
%
|
(1) |
Adjusted EBITDA is calculated as profit/(loss) for the period 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 financial statements. Adjusted EBITDA is not a measure of performance under IFRS as
issued by the IASB and you should not consider 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 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. 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.
Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results.
|
(2) |
Adjusted EBITDA Margin is calculated as Adjusted EBITDA for each geography and business sector divided by revenue for each geography and business sector.
|
Volume sold and availability levels
Nine-month period ended September 30,
|
||||||||
Key performance indicator
|
2020
|
2019
|
||||||
Renewable energy
|
||||||||
MW in operation(1)
|
1,551
|
1,496
|
||||||
GWh produced(2)
|
2,608
|
2,700
|
||||||
Efficient natural gas power
|
||||||||
MW in operation(3)
|
343
|
343
|
||||||
GWh produced(4)
|
1,932
|
1,481
|
||||||
Availability (%)(4)(5)
|
102.4
|
%
|
92.8
|
%
|
||||
Electric transmission lines
|
||||||||
Miles in operation
|
1,166
|
1,152
|
||||||
Availability (%)(6)
|
99.9
|
%
|
100.0
|
%
|
||||
Water
|
||||||||
Mft3 in operation(1)
|
17.5
|
10.5
|
||||||
Availability (%)(6)
|
101.6
|
%
|
101.6
|
%
|
(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) |
Includes 43MW corresponding to our 30% share of Monterrey since August 2, 2019.
|
(4) |
GWh produced includes 30% production from Monterrey since August 2019. Major maintenance overhaul held in ACT in Q1 and Q2 2019, as scheduled, which reduced production and electric availability as per the contract.
|
(5) |
Electric availability refers to operational MW over contracted MW.
|
(6) |
Availability refers to actual availability divided by contracted availability.
|
Nine-month period ended September 30,
|
|||||||||||||
2020
|
2019
|
% Variation
|
|||||||||||
($ in millions)
|
|||||||||||||
Revenue
|
$
|
768.7
|
$
|
798.2
|
(3.7
|
)
|
%
|
||||||
Other operating income
|
75.9
|
73.7
|
3.0
|
%
|
|||||||||
Employee benefit expenses
|
(37.4
|
)
|
(20.3
|
)
|
84.2
|
%
|
|||||||
Depreciation, amortization, and impairment charges
|
(302.2
|
)
|
(234.8
|
)
|
28.7
|
%
|
|||||||
Other operating expenses
|
(197.6
|
)
|
(200.6
|
)
|
(1.5
|
)
|
%
|
||||||
Operating profit
|
$
|
307.4
|
$
|
416.2
|
(26.1
|
)
|
%
|
||||||
Financial income
|
6.4
|
2.8
|
128.6
|
%
|
|||||||||
Financial expense
|
(289.4
|
)
|
(310.2
|
)
|
(6.7
|
)
|
%
|
||||||
Net exchange differences
|
(1.5
|
)
|
2.8
|
(153.6
|
)
|
%
|
|||||||
Other financial income/(expense), net
|
62.6
|
(0.1
|
)
|
627.0
|
%
|
||||||||
Financial expense, net
|
$
|
(221.9
|
)
|
$
|
(304.7
|
)
|
(27.2
|
)
|
%
|
||||
Share of profit/(loss) of associates carried under the equity method
|
(2.2
|
)
|
3.9
|
(156.4
|
)
|
%
|
|||||||
Profit before income tax
|
$
|
83.3
|
$
|
115.4
|
(27.8
|
)
|
%
|
||||||
Income tax
|
(25.1
|
)
|
(47.0
|
)
|
(46.6
|
)
|
%
|
||||||
Profit for the period
|
$
|
58.2
|
$
|
68.4
|
(14.9
|
)
|
%
|
||||||
(Profit)/loss attributable to non-controlling interest
|
3.0
|
(7.6
|
)
|
139.5
|
%
|
||||||||
Profit for the period attributable to the parent company
|
$
|
61.2
|
$
|
60.8
|
0.7
|
%
|
|||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
101,602
|
100,882
|
|||||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
102,499
|
100,882
|
|||||||||||
Basic and diluted earnings per share attributable to the parent company (U.S. dollar per share)
|
0.60
|
0.60
|
|||||||||||
Dividend paid per share(1)
|
1.24
|
1.16
|
(1) |
On February 26, 2020, May 6, 2020 and July 31, 2020, our board of directors approved a dividend of $0.41, $0.41 and $0.42 per share corresponding to the fourth quarter of 2019, the first quarter of 2020 and the
second quarter of 2020, respectively, which were paid on March 23, 2020, June 15, 2020, and September 15, 2020 respectively. On February 26, 2019, May 7, 2019 and August 2, 2019, our board of directors approved dividends of $0.37, $0.39 and
$0.40 per share, corresponding to the fourth quarter of 2018, the first quarter of 2019 and the second quarter of 2019, respectively, which were paid on March 22, 2019, June 14, 2019 and September 13, 2019, respectively.
|
Nine-month period ended September 30,
|
||||||||
Other operating income
|
2020
|
2019
|
||||||
($ in millions)
|
||||||||
Grants
|
$
|
44.2
|
$
|
44.4
|
||||
Income from various services
|
31.7
|
29.3
|
||||||
Total
|
$
|
75.9
|
$
|
73.7
|
Nine-month period ended September 30,
|
||||||||||||||||
Other operating expenses
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Leases and fees
|
$
|
(2.4
|
)
|
3.1
|
%
|
$
|
(1.5
|
)
|
0.2
|
%
|
||||||
Operation and maintenance
|
(77.1
|
)
|
10.0
|
%
|
(94.6
|
)
|
11.9
|
%
|
||||||||
Independent professional services
|
(28.5
|
)
|
3.7
|
%
|
(28.9
|
)
|
3.6
|
%
|
||||||||
Supplies
|
(20.4
|
)
|
2.7
|
%
|
(19.0
|
)
|
2.4
|
%
|
||||||||
Insurance
|
(28.0
|
)
|
3.6
|
%
|
(18.2
|
)
|
2.3
|
%
|
||||||||
Levies and duties
|
(30.5
|
)
|
4.0
|
%
|
(25.8
|
)
|
3.2
|
%
|
||||||||
Other expenses
|
(5.7
|
)
|
0.7
|
%
|
(4.7
|
)
|
0.6
|
%
|
||||||||
Raw Materials
|
(5.0
|
)
|
0.7
|
%
|
(7.9
|
)
|
1.0
|
%
|
||||||||
Total
|
$
|
(197.6
|
)
|
25.7
|
%
|
$
|
(200.6
|
)
|
25.1
|
%
|
Nine-month period ended September 30,
|
||||||||
Financial income and financial expense
|
2020
|
2019
|
||||||
$ in millions
|
||||||||
Financial income
|
6.4
|
2.8
|
||||||
Financial expense
|
(289.4
|
)
|
(310.2
|
)
|
||||
Net exchange differences
|
(1.5
|
)
|
2.8
|
|||||
Other financial income/(expense), net
|
62.6
|
(0.1
|
)
|
|||||
Financial expense, net
|
(221.9
|
)
|
(304.7
|
)
|
Nine-month period ended September 30,
|
||||||||
Financial expense
|
2020
|
2019
|
||||||
($ in millions)
|
||||||||
Interest expense:
|
||||||||
—Loans from credit entities
|
$
|
(186.8
|
)
|
$
|
(196.4
|
)
|
||
—Other debts
|
(56.6
|
)
|
(69.7
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(46.0
|
)
|
(44.1
|
)
|
||||
Total
|
$
|
(289.4
|
)
|
$
|
(310.2
|
)
|
Nine-month period ended September 30,
|
||||||||
Other financial income /(expense), net
|
2020
|
2019
|
||||||
($ in millions)
|
||||||||
Other financial income
|
$
|
163.0
|
$
|
11.4
|
||||
Other financial expense
|
(100.4
|
)
|
(11.5
|
)
|
||||
Total
|
$
|
62.6
|
$
|
(0.1
|
)
|
• |
North America;
|
• |
South America; and
|
• |
EMEA.
|
• |
Renewable energy, which includes our activities related to the production of electricity from concentrating solar power and wind plants;
|
• |
Efficient natural gas, which includes our activities related to the production of electricity and steam from natural gas;
|
• |
Electric transmission, which includes our activities related to the operation of electric transmission lines and gas compression and transportation; and
|
• |
Water, which includes our activities related to desalination plants.
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by geography
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
%
of revenue
|
$ in
millions
|
%
of revenue
|
|||||||||||||
North America
|
$
|
267.7
|
34.8
|
%
|
$
|
273.9
|
34.3
|
%
|
||||||||
South America
|
112.0
|
14.6
|
%
|
105.8
|
13.3
|
%
|
||||||||||
EMEA
|
389.0
|
50.6
|
%
|
418.5
|
52.4
|
%
|
||||||||||
Total revenue
|
$
|
768.7
|
100
|
%
|
$
|
798.2
|
100
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
|||||||||||||
North America
|
$
|
233.2
|
87.1
|
%
|
$
|
254.5
|
92.9
|
%
|
||||||||
South America
|
89.8
|
80.2
|
%
|
87.8
|
83.0
|
%
|
||||||||||
EMEA
|
286.6
|
73.7
|
%
|
308.7
|
73.8
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
609.6
|
79.3
|
%
|
$
|
651.0
|
81.6
|
%
|
(1) |
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 our financial statements. Adjusted EBITDA is not a measure of performance under
IFRS as issued by the IASB, and you should not consider 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 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. 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. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Item 2— Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Key Metrics.”
|
(2) |
Adjusted EBITDA Margin is calculated as Adjusted EBITDA for each geography and business sector divided by revenue for each geography and business sector.
|
Volume produced/availability
|
||||||||
Nine- Month period ended September 30,
|
||||||||
Volume by geography
|
2020
|
2019
|
||||||
North America (GWh) (1)
|
3,048
|
2,586
|
||||||
North America availability(1)(2)
|
102.4
|
%
|
92.8
|
%
|
||||
South America (GWh) (3)
|
472
|
383
|
||||||
South America availability(4)
|
99.9
|
%
|
100.0
|
%
|
||||
EMEA (GWh)
|
1,019
|
1,212
|
||||||
EMEA availability(4)
|
101.6
|
%
|
101.6
|
%
|
(1) |
GWh produced includes 30% production from Monterrey since August 2019. Major maintenance overhaul in ACT held in Q1 and Q2 2019, as scheduled, which reduced electric production as per the contract.
|
(2) |
Electric availability refers to operational MW over contracted MW with Pemex. Major maintenance overhaul held in ACT in Q1 and Q2 2019, as scheduled, which reduced electric availability as per the contract.
|
(3) |
Includes curtailment in wind assets for which we receive compensation.
|
(4) |
Availability refers to actual availability divided by contracted availability.
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by business sector
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
%
of revenue
|
$ in
millions
|
%
of revenue
|
|||||||||||||
Renewable energy
|
$
|
579.2
|
75.4
|
%
|
$
|
609.8
|
76.4
|
%
|
||||||||
Efficient natural gas power
|
80.1
|
10.4
|
%
|
92.9
|
11.6
|
%
|
||||||||||
Electric transmission lines
|
79.2
|
10.3
|
%
|
77.0
|
9.7
|
%
|
||||||||||
Water
|
30.2
|
3.9
|
%
|
18.5
|
2.3
|
%
|
||||||||||
Total revenue
|
$
|
768.7
|
100
|
%
|
$
|
798.2
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2020
|
2019
|
||||||||||||||
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
$ in
millions
|
Adjusted
EBITDA
Margin (2)
|
|||||||||||||
Renewable energy
|
$
|
456.4
|
78.8
|
%
|
$
|
493.3
|
80.9
|
%
|
||||||||
Efficient natural gas power
|
72.4
|
90.4
|
%
|
81.7
|
87.9
|
%
|
||||||||||
Electric transmission lines
|
64.1
|
80.9
|
%
|
65.1
|
84.5
|
%
|
||||||||||
Water
|
16.7
|
55.3
|
%
|
10.9
|
58.9
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
609.6
|
79.3
|
%
|
$
|
651.0
|
81.6
|
%
|
(1) |
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 our financial statements. Adjusted EBITDA is not a measure of performance under
IFRS as issued by the IASB, and you should not consider 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 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. 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. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See “Item 2— Management’s Discussion and Analysis of
Financial Condition and Results of Operations —Key Metrics.”
|
(2) |
Adjusted EBITDA Margin is calculated as Adjusted EBITDA for each geography and business sector divided by revenue for each geography and business sector.
|
Volume produced/availability
|
|||||||||
Year ended September 30,
|
|||||||||
Volume by business sector
|
2020
|
2019
|
|||||||
Renewable energy (GWh) (1)
|
2,608
|
2,700
|
|||||||
Efficient natural gas Power (GWh) (2)
|
1,932
|
1,481
|
|||||||
Efficient natural gas Power availability(3)
|
102.4
|
%
|
92.8
|
%
|
|||||
Electric transmission availability(4)
|
99.9
|
%
|
100
|
%
|
|||||
Water availability(4)
|
101.6
|
%
|
101.6
|
%
|
(1) |
Includes curtailment in wind assets for which we receive compensation.
|
(2) |
GWh produced includes 30% production from Monterrey since August 2019. Major maintenance overhaul held in Q1 and Q2 2019 in ACT, as scheduled, which reduced electric production, as per the contract.
|
(3) |
Electric availability refers to operational MW over contracted MW with Pemex. Major overhaul held in Q1 and Q2 2019, as scheduled, which reduced the electric availability as per the contract with Pemex.
|
(4) |
Availability refers to actual availability divided by contracted availability.
|
• |
debt service requirements on our existing and future debt;
|
• |
cash dividends to investors; and
|
• |
investments and acquisitions of new assets, companies and operations (see “Item 4.B—Business Overview—Our Business Strategy” in our Annual Report).
|
• |
On February 26, 2019, our board of directors approved a dividend of $0.37 per share. The dividend was paid on March 22, 2019, to shareholders of record as of March 12, 2019.
|
• |
On May 7, 2019, our board of directors approved a dividend of $0.39 per share. The dividend was paid on June 14, 2019, to shareholders of record as of June 3, 2019.
|
• |
On August 2, 2019 our board of directors approved a dividend of $0.40 per share. The dividend was paid on September 13, 2019 to shareholders of record as of August 30, 2019.
|
• |
On November 5, 2019 our board of directors approved a dividend of $0.41 per share. The dividend was paid on December 13, 2019 to shareholders of record as of November 29, 2019.
|
• |
On February 26, 2020, our board of directors approved a dividend of $0.41 per share. The dividend was paid on March 23, 2020, to shareholders of record as of March 12, 2020.
|
• |
On May 6, 2020, our board of directors approved a dividend of $0.41 per share. The dividend was paid on June 15, 2020, to shareholders of record as of June 1, 2020.
|
• |
On July 31, 2020, our board of directors approved a dividend of $0.42 per share. The dividend was paid on September 15, 2020, to shareholders of record as of August 31, 2020.
|
• |
On November 4, 2020, our board of directors approved a dividend of $0.42 per share. The dividend is expected to be paid on December 15, 2020, to shareholders of record as of November 30, 2020.
|
Nine-month period ended September 30,
|
||||||||
2020
|
2019
|
|||||||
($ in millions)
|
||||||||
Gross cash flows from operating activities
|
||||||||
Profit for the period
|
$
|
58.2
|
$
|
68.4
|
||||
Financial expense and non-monetary adjustments
|
536.5
|
552.8
|
||||||
Profit for the period adjusted by financial expense and non-monetary adjustments
|
$
|
594.7
|
$
|
621.2
|
||||
Variations in working capital
|
(128.9
|
)
|
(132.1
|
)
|
||||
Net interest and income tax paid
|
(162.6
|
)
|
$
|
(167.7
|
)
|
|||
Total net cash provided by operating activities
|
$
|
303.2
|
$
|
321.4
|
||||
Net cash provided by/(used in) investing activities(1)
|
$
|
18.6
|
$
|
(147.5
|
)
|
|||
Net cash provided by/(used in) financing activities
|
$
|
(95.8
|
)
|
$
|
(148.5
|
)
|
||
Net increase/(decrease) in cash and cash equivalents
|
226.0
|
25.4
|
||||||
Cash and cash equivalents at the beginning of the period
|
562.8
|
631.5
|
||||||
Translation differences in cash or cash equivalents
|
0.1
|
(15.2
|
)
|
|||||
Cash and cash equivalents at the end of the period
|
$
|
788.9
|
$
|
641.7
|
(1) |
Includes proceeds for $7.4 million and $14.8 million for the nine-month period ended September 30, 2020 and September 30, 2019 respectively, related to the amounts received from Abengoa by Solana further to
Abengoa’s obligation as EPC Contractor.
|
• |
Project debt in euro: between 81% and 100% of the notional amount, maturities until 2030 and average guaranteed strike interest rates of between 0.00% and 4.87% and
|
• |
Project debt in U.S. dollars: between 70% and 100% of the notional amount, maturities until 2034 and average guaranteed strike interest rates of between 1.98% and 5.27%.
|
Item 1A. |
Item 2. |
Item 3 |
Item 4. |
Item 5. |
Exhibit
No.
|
Description
|
|
Fourth Amendment to Credit and Guaranty Agreement, dated August 28, 2020
|
||
Amendment No. 2 to Note Issuance Facility Agreement, dated October 23, 2020
|
ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
||
Date: November 6, 2020
|
By:
|
/s/ Santiago Seage
|
Name: Santiago Seage
|
||
Title: Chief Executive Officer
|
|
Yours truly,
|
|
ATLANTICA SUSTAINABLE
INFRASTRUCTURE PLC (F/K/A
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
|
|
ATLANTICA INFRASTRUCTURES, S.L.U.
(F/K/A ABY CONCESSIONS
INFRASTRUCTURES S.L.U.),
|
|
as a Guarantor
|
|
|
By:
|
/s/ David Esteban Guitard
|
|
Name: David Esteban Guitard
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Carlos Colón Lasso de la Vega
|
|
Name: Carlos Colón Lasso de la Vega
|
|||
Title: Authorized representative
|
|
ABY CONCESSIONS PERU S.A.,
|
|
as a Guarantor
|
|
|
By:
|
/s/ Antonio Merino Ciudad
|
|
Name: Antonio Merino Ciudad
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Gracia Candau Sanchez de Ybargüen
|
|
Name: Gracia Candau Sanchez de Ybargüen
|
|||
Title: Authorized representative
|
|
ACT HOLDING, S.A, DE C.V.,
|
|
as a Guarantor
|
|
|
By:
|
/s/ Carlos Colón Lasso de la Vega
|
|
Name: Carlos Colón Lasso de la Vega
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Irene Hernandez Martín de Arriva
|
|
Name: Irene Hernandez Martín de Arriva
|
|||
Title: Authorized representative
|
|
ASHUSA INC.,
|
|
as a Guarantor
|
|
|
By:
|
/s/ Emiliano García Sanz
|
|
Name: Emiliano García Sanz
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Enrique Guillen
|
|
Name: Enrique Guillen
|
|||
Title: Authorized representative
|
|
ASHUSA INC.,
|
|
as a Guarantor
|
|
|
By:
|
/s/ Emiliano García Sanz
|
|
Name: Emiliano García Sanz
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Enrique Guillen
|
|
Name: Enrique Guillen
|
|||
Title: Authorized representative
|
|
ATLANTICA INVESTMENTS LIMITED
(F/K/A ATLANTICA YIELD SOUTH
AFRICA LIMITED),
|
|
as a Guarantor
|
|
|
By:
|
/s/ David Esteban Guitard
|
|
Name: David Esteban Guitard
|
|||
Title: Authorized representative
|
|
By:
|
/s/ Carlos Colón Lasso de la Vega
|
|
Name: Carlos Colón Lasso de la Vega
|
|||
Title: Authorized 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/ Justin Painter
|
|
Name: Justin Painter
|
|||
Title: Authorized Signatory
|
|
CANADIAN IMPERIAL BANK OF COMMERCE,
LONDON BRANCH,
|
|
as Lender and L/C Issuer
|
|
|
By:
|
/s/ Farhad Merali
|
|
Name: Farhad Merali
|
|||
Title: Executive Director
|
|
By:
|
/s/ Lavinia Macovschi
|
|
Name: Lavinia Macovschi
|
|||
Title: Executive Director
|
|
BANCO SANTANDER, S.A., NEW YORK
BRANCH
|
|
as Lender
|
|
|
By:
|
/s/ Pablo Urgoiti
|
|
Name: Pablo Urgoiti
|
|||
Title: Managing Director
|
|
By:
|
/s/ Rita Walz-Cuccioli
|
|
Name: Rita Walz-Cuccioli
|
|||
Title: Executive Director
|
|
NATIONAL BANK OF CANADA,
|
|
as Lender
|
|
|
By:
|
/s/ Manny Deol
|
|
Name: Manny Deol
|
|||
Title: Managing Director
|
|
JPMORGAN CHASE BANK, N.A.,
|
|
as Lender
|
|
|
By:
|
/s/ Jeffrey Miller
|
|
Name: Jeffrey Miller
|
|||
Title: Executive Director
|
|
MUFG BANK, LTD.,
|
|
as Lender
|
|
|
By:
|
/s/ Nietzsche Rodricks
|
Name:
|
Nietzsche Rodricks | ||
Title:
|
Managing Director
US Wholesale Banking - Power & Utilities
|
|
BANK OF AMERICA, N.A.,
|
|
as Lender
|
|
|
By:
|
/s/ Jennifer Cochrane
|
|
Name: Jennifer Cochrane
|
|||
Title: Vice President
|
|
BANK OF MONTREAL, LONDON BRANCH,
|
|
as Lender
|
|
|
By:
|
/s/ William Smith
|
/s/ Simon Watkins
|
|
Name: William Smith
|
Simon Watkins
|
|||
Title: MD
|
MD |
Very truly yours,
|
||||
EXECUTED by ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
||||
by: | ||||
By:
|
/s/ Santiago Seage
|
|||
Name:
|
Santiago Seage
|
|||
Title:
|
Chief Executive Officer
|
|||
By:
|
/s/ Francisco Martinez-Davis
|
|||
Name:
|
Francisco Martinez-Davis
|
|||
Title:
|
Chief Financial Officer
|
EXECUTED by LUCID AGENCY SERVICES LIMITED as Agent and on behalf of each of the Purchasers referred to below:
AWARE SUPER PTY LTD (ABN 11 118 202 672) (FORMERLY KNOWN AS FSS TRUSTEE CORPORATION)
WESTBOURNE INFRASTRUCTURE DEBT OPPORTUNITIES FUND II, L.P. ACTING THROUGH ITS GENERAL PARTNER, RIMOR FUND II GP LIMITED
WESTBOURNE INFRASTRUCTURE DEBT 4 LP ACTING THROUGH ITS GENERAL PARTNER, WESTBOURNE INFRASTRUCTURE DEBT GP LIMITED
WESTBOURNE INFRASTRUCTURE DEBT 5 LP ACTING THROUGH ITS GENERAL PARTNER, WESTBOURNE INFRASTRUCTURE DEBT GP LIMITED
WESTBOURNE INFRASTRUCTURE DEBT 6 LP ACTING THROUGH ITS GENERAL PARTNER, WESTBOURNE INFRASTRUCTURE DEBT GP 2 LIMITED
|
|
/s/ Kate Russell
|
|
Authorised Signatory: Kate Russell
|
|
Name:
|