☐ |
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
|
Trading Symbol
|
Name of each exchange on which registered
|
|
Ordinary Shares, nominal value $0.10 per share
|
AY
|
NASDAQ Global Select Market
|
Large accelerated filer ☒
|
Accelerated filer ☐
|
Non-accelerated filer ☐
|
Emerging growth company ☐
|
U.S. GAAP ☐
|
International Financial Reporting Standards
as issued by the International Accounting
Standards Board ☒
|
Other ☐
|
Page
|
||
6
|
||
9
|
||
10
|
||
ITEM 1.
|
11
|
|
ITEM 2.
|
11
|
|
ITEM 3.
|
11
|
|
B.
|
11
|
|
C.
|
11
|
|
D.
|
11
|
|
ITEM 4.
|
41
|
|
A.
|
41
|
|
B.
|
43
|
|
C.
|
75 | |
D.
|
75 | |
ITEM 4A.
|
75 | |
ITEM 5.
|
76 | |
A.
|
76
|
|
B.
|
92 | |
C.
|
101 | |
D.
|
101 | |
E.
|
101 | |
G.
|
105 | |
ITEM 6.
|
106 | |
A.
|
106 | |
B.
|
109 | |
C.
|
119 | |
D.
|
121 | |
E.
|
121
|
|
ITEM 7.
|
122 | |
A.
|
122 | |
B.
|
123
|
|
C.
|
126 | |
ITEM 8.
|
126 | |
A.
|
126 | |
B.
|
128 | |
ITEM 9.
|
128 | |
A.
|
128 | |
B.
|
129 | |
C.
|
129 | |
D.
|
129 | |
E.
|
129 | |
F.
|
129 | |
ITEM 10.
|
129 | |
A.
|
129 | |
B.
|
129
|
|
C.
|
129
|
|
D.
|
129
|
|
E.
|
129 | |
F.
|
133 | |
G.
|
133 | |
H.
|
133 | |
I.
|
133 | |
ITEM 11.
|
134 |
ITEM 12.
|
135 | |
A.
|
135 | |
B.
|
135 | |
C.
|
135 | |
D.
|
136 | |
ITEM 13.
|
136 | |
ITEM 14.
|
136 | |
ITEM 15.
|
136 | |
ITEM 16.
|
137 | |
ITEM 16A.
|
137 | |
ITEM 16B.
|
137 | |
ITEM 16C.
|
137 | |
ITEM 16D.
|
139 | |
ITEM 16E.
|
139 | |
ITEM 16F.
|
139 | |
ITEM 16G.
|
139 | |
ITEM 16H.
|
139 | |
ITEM 17.
|
139 | |
ITEM 18.
|
139 | |
ITEM 19.
|
140 |
• |
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, including Pemex, 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;
|
• |
changes in tax laws and regulations;
|
• |
risks relating to our activities in areas subject to economic, social and political uncertainties;
|
• |
our ability to finance and consummate new investments and acquisitions on favorable terms or to close outstanding acquisitions, including PTS;
|
• |
risks relating to new assets and businesses which have a higher risk profile and our ability to transition these successfully;
|
• |
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 ability to maintain appropriate insurance over our assets;
|
• |
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 off-take agreements and power purchase agreements;
|
• |
our electricity generation, our projections thereof and factors affecting production, including those related to the COVID-19 outbreak;
|
• |
our targets or expectations with respect to Adjusted EBITDA derived from low-carbon footprint assets;
|
• |
risks related to our relationship with Abengoa, our former largest shareholder and currently one of our operation and maintenance suppliers, including bankruptcy and particularly the
potential impact of Abengoa S.A.’s insolvency filing and Abenewco1, S.A.’s potential insolvency filing;
|
• |
risks related to our relationship with our shareholders, including Algonquin, our major shareholder;
|
• |
potential impact of the COVID-19 outbreak on our business, financial condition, results of operations and cash flows;
|
• |
reputational and financial damage caused by our off-taker PG&E and Pemex;
|
• |
sale of electricity to the Mexican market;
|
• |
guidance related to amount of Adjusted EBITDA from low carbon footprint assets and
|
• |
other factors discussed under “Risk Factors”.
|
• |
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 “2020 Green Private Placement” refer to the €290 million (approximately $354 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 5.B—Liquidity and Capital Resources—Financing Arrangements—2020 Green Private Placement;
|
• |
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 “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 “Abengoa” refer to Abengoa, S.A., together with its subsidiaries, or Abenewco1, S.A. together with its subsidiaries, unless the context otherwise requires;
|
• |
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 “Amherst Island Partnership” or AIP refer to the holding company of Windlectric Inc;
|
• |
references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018,
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;
|
• |
references to “ASI Operations” refer to ASI Operations LLC;
|
• |
references to “Atlantica” refer to Atlantica Sustainable Infrastructure plc and, where the context requires, Atlantica Sustainable Infrastructure plc together with its consolidated subsidiaries;
|
• |
references to “Atlantica Jersey” refer to Atlantica Sustainable Infrastructure Jersey Limited, a wholly-owned subsidiary of Atlantica;
|
• |
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 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;
|
• |
references to “Befesa Agua Tenes” refer to Befesa Agua Tenes, S.L.U;
|
• |
references to “cash available for distribution” or CAFD refer to the cash distributions received by the Company from its subsidiaries minus cash expenses of the Company, including third-party debt service and
general and administrative expenses;
|
• |
references to “Calgary District Heating” refer to the district heating asset in Canada, which we agreed to acquire in the fourth quarter of 2020 for a total equity investment of approximately $20 million, subject
to conditions precedent and regulatory approvals;
|
• |
references to “Chile PV 1” refer to the solar PV plant of 55 MW located in Chile;
|
• |
references to “Chile PV 2” refer to the solar PV plant of 40 MW located in Chile;
|
• |
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 “Coso” refer to the 135 MW geothermal plant located in California, which we agreed to acquire in December 2020, subject to customary conditions.;
|
• |
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 “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;
|
• |
references to “EU” refer to the European Union;
|
• |
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 “Fitch” refer to Fitch Ratings Inc.;
|
• |
references to “FPA” refer to the U.S. Federal Power Act;
|
• |
references to “Adjusted EBITDA” have the meaning set forth in “Presentation of Financial Information—Non-GAAP Financial Measures” in the section below;
|
• |
references to “Green Project Finance” refer to the 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”;
|
• |
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 “IPO” refer to our initial public offering of ordinary shares in June 2014;
|
• |
references to “IRC” refer to the Internal Revenue Code of 1986;
|
• |
references to “ITC” refer to investment tax credits;
|
• |
references to “JIBAR” refer to Johannesburg Interbank Average Rate;
|
• |
references to “La Sierpe” refer to the 20MW solar asset in Colombia to be acquired from Algonquin. by mid-2021, subject to customary conditions;
|
• |
references to “LIBOR” refer to London Interbank Offered Rate;
|
• |
references to “Logrosan” refer to Logrosan Solar Inversiones, S.A.;
|
• |
references to “Lost time injury rate” refer to the total number of recordable accidents with leave (lost time injury) recorded in the last 12 months per two hundred thousand worked hours;
|
• |
references to “LTIP” refer to the long-term incentive plans approved by the Board of Directors.
|
• |
references to “MACRS” refer to the Modified Accelerated Cost Recovery System;
|
• |
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;
|
• |
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 “Moody’s” refer to Moody’s Investor Service Inc.;
|
• |
references to “NEPA” refer to the National Environment Policy Act;
|
• |
references to “NOL” refer to net operating loss;
|
• |
references to “Note Issuance Facility 2017” refer to the senior secured note facility dated February 10, 2017, of €275 million (approximately $336 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;
|
• |
references to “Note Issuance Facility 2020” refer to the senior unsecured note facility dated July 8, 2020, of €140 million (approximately $171 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;
|
• |
references to “O&M” refer to operation 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 off-takers;
|
• |
references to “PTC” refer to production tax credits;
|
• |
references to “PTS” refer to Pemex Transportation System;
|
• |
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 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;
|
• |
references to “Rioglass” refer to Rioglass Solar Holding, S.A.;
|
• |
references to “ROFO” refer to a right of first offer;
|
• |
references to “ROFO agreements” refer to the AAGES ROFO Agreement and Algonquin 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 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;
|
• |
references to the “Shareholders’ Agreement” refer to the agreement by and among Algonquin Power & Utilities Corp., Abengoa-Algonquin Global Energy Solutions and Atlantica Sustainable Infrastructure plc, dated
March 5, 2018, as amended, which became effective upon completion of the Share Sale;
|
• |
references to “Solaben Luxembourg” refer to Solaben Luxembourg S.A;
|
• |
references to “Solnova 1, 3 & 4” refer to a 150 MW concentrating solar power facility wholly owned by Atlantica Sustainable Infrastructure, located in the municipality of Sanlucar la Mayor, Spain;
|
• |
references to “S&P” refer to S&P Global
Rating;
|
• |
references to “Tenes” refer to the water desalination plant in Algeria, which is 51% owned by Befesa Agua Tenes;
|
• |
references to “Total-Record Incident” refer to the total number of recordable accidents with and without leave (lost time injury) recorded in the last 12 months per two hundred thousand worked hours;
|
• |
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 Sustainable Infrastructure 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 Adjusted EBITDA does not reflect any cash requirements that
would be required for such replacements; and
|
• |
the fact that other companies in our industry may calculate Adjusted EBITDA differently than we do, which limits their usefulness as comparative measures.
|
• |
Our failure to maintain safe work environments may expose us to significant financial losses, as well as civil and criminal liabilities.
|
• |
Our off-takers may not fulfill their obligations and, as our off-take agreements 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.
|
• |
The concession agreements or power purchase agreements under which we conduct some of our operations are subject to revocation, termination or tariff reduction.
|
• |
The performance of our assets under our PPAs or concession contracts may be adversely affected by problems, mainly including those related to our reliance on third-party contractors and suppliers.
|
• |
Supplier concentration may expose us to significant financial credit or performance risk.
|
• |
Certain of our facilities may not perform as expected.
|
• |
Maintenance, expansion and refurbishment of our electric generation and other facilities involve significant risks that could result in unplanned power outages or reduced output or availability.
|
• |
Our business may be adversely affected by an increased number of extreme and chronic weather events related to climate change.
|
• |
The generation of electric energy from renewable energy sources depends heavily on suitable meteorological conditions, and if solar or wind conditions are unfavorable, our electricity generation, and therefore revenue from our
renewable energy generation facilities using our systems, may be substantially below our expectations.
|
• |
Our business may be adversely affected by catastrophes, natural disasters, unexpected geological or other physical conditions, or criminal or terrorist acts at one or more of our plants, facilities and electric transmission lines.
|
• |
The outbreak of COVID-19 could have a material adverse impact on our business, financial condition, liquidity, results of operations, cash flows, cash available for distribution and ability to make cash distributions to our
shareholders.
|
• |
Algonquin is our largest shareholder and exercises substantial influence over us.
|
• |
Our ownership structure and certain service agreements may create significant conflicts of interest that may be resolved in a manner that is not in our best interests.
|
• |
If Abengoa defaults on certain of its debt obligations, including as a result of the recent insolvency filing by their holding company Abengoa S.A., we could potentially be in default of certain of our project financing agreements.
|
• |
Abengoa’s financial condition, including the insolvency filing of Abengoa, S.A., could affect its ability to satisfy its obligations with us under different agreements, including operation and maintenance agreements as well as
indemnities and other contracts in place, and may affect our reputation.
|
• |
Abengoa S.A. (the holding company) has filed for insolvency and it or any of its subsidiaries may be forced to file for bankruptcy under the Spanish Insolvency Act and, as a result, it may be subject to insolvency claw-back actions,
which may have a material adverse effect on our business, financial condition, results of operations and cash flows.
|
• |
Our indebtedness could limit our ability to react to changes in the economy or our industry, expose us to the risk of increased interest rates and limit our activities due to covenants in existing financing agreements. It could also
adversely affect our ability to make distributions from the project subsidiaries to Atlantica, and our ability to fund operations, pay dividends or raise additional capital.
|
• |
We may be unable to refinance or replace our existing indebtedness or repay our existing debt as it becomes due.
|
• |
We may not be able to arrange the required or desired financing for acquisitions and for the successful refinancing of the Company’s project level and corporate level indebtedness.
|
• |
We may be subject to increased finance expenses if we do not effectively manage our exposure to interest rate and foreign currency exchange rate risks.
|
• |
Potential future defaults by our subsidiaries, our off-takers, our suppliers, Abengoa or other persons could adversely affect us.
|
• |
Uncertainty relating to the LIBOR calculation process and potential phasing out of LIBOR in the future may adversely affect the value of any outstanding debt instruments.
|
• |
A change of control or a delisting of our shares may have negative implications for us.
|
• |
We may not be able to identify or consummate future investments and acquisitions on favorable terms, or at all.
|
• |
In order to grow our business, we may invest in or acquire assets or businesses which have a higher risk profile or are less ESG-friendly than certain assets in our current portfolio.
|
• |
We cannot guarantee the success of our recent and future acquisitions.
|
• |
Our cash dividend policy may limit our ability to grow and make acquisitions through cash on hand.
|
• |
Difficult conditions in the global economy and in the global capital markets have caused, and may continue to cause, a sharp reduction in worldwide demand for our products and services
|
• |
We have international operations and investments, including in emerging markets that could be subject to economic, social and political uncertainties.
|
• |
We are exposed to political, social and macroeconomic risks relating to the United Kingdom’s exit from the European Union.
|
• |
We are subject to extensive governmental regulation in a number of different jurisdictions, and our inability to comply with existing regulations or requirements or changes in applicable regulations or requirements may have a negative
impact on our business, financial condition, results of operations and cash flows.
|
• |
Our business is subject to stringent environmental regulation.
|
• |
Government regulations could change at any time and such changes may negatively impact our current business and our growth strategy.
|
• |
Revenues in certain of our assets are mainly defined by regulation and some of the parameters defining the remuneration are subject to review.
|
• |
Our international operations require us to comply with anti-corruption and other laws and regulations of the United States government and various non-U.S. jurisdictions.
|
• |
We may not be able to pay a specific or increasing level of cash dividends to holders of our shares in the future.
|
• |
Future sales of our shares by Algonquin or its lenders or by other substantial shareholders may cause the price of our shares to fall.
|
• |
Changes in our tax position can significantly affect our reported earnings and cash flows.
|
• |
Our future tax liability may be greater than expected if we do not use sufficient NOLs to offset our taxable income.
|
• |
Our ability to use U.S. NOLs to offset future income may be limited.
|
• |
Distributions to U.S. Holders of our shares may be fully taxable as dividends.
|
• |
If we are a passive foreign investment company for U.S. federal income tax purposes for any taxable year, U.S. Holders of our shares could be subject to adverse U.S. federal income tax consequences.
|
I. |
Risks Related to Our Business and Our Assets
|
• |
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. Therefore, they could 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, floods can damage the solar field in our solar plants.
|
• |
Severe winds could cause damage in the solar fields at 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 to the properties of water. 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 facilities.
|
• |
Changes in temperature extremes could also affect the water quality 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 damage in the past and our assets could be affected again.
|
II. |
Risks Related to the COVID-19 Pandemic
|
III. |
Risks Related to Our Relationship with Algonquin and Abengoa
|
IV. |
Risks Related to Our Indebtedness
|
• |
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 investments and 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 December 31, 2020 after giving effect to hedging agreements) are at variable rates of interest;
|
• |
limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, investments and acquisitions and general corporate or other purposes, and limiting our
ability to post collateral to obtain such financing; and
|
• |
limiting our ability to adjust to changing market conditions and placing us at a 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 Algonquin as our largest shareholder
|
• |
our financial performance, cash flow generation and the financial performance of our subsidiaries;
|
• |
our level of indebtedness and compliance with covenants in debt agreements;
|
• |
maintenance of acceptable project and corporate credit ratings or credit quality; and
|
• |
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 until the event
of default is cured or waived;
|
• |
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.
|
V. |
Risks Related to Our Growth Strategy
|
VI. |
Risks Related to the Markets in Which We Operate
|
VII. |
Risks Related to Regulation
|
• |
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 or require new investments 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.
|
VIII. |
Risks Related to Ownership of Our Shares
|
• |
operational performance of our assets;
|
• |
potential capital expenditure requirements in our assets in the case there were technical problems environmental or regulatory requirements not covered by the EPC contractor guarantee or O&M contractor
guarantee or by insurance;
|
• |
our debt service requirements and other liabilities;
|
• |
fluctuations in our working capital needs;
|
• |
fluctuations in foreign exchange rates;
|
• |
the level of our operating and general and administrative expenses,
|
• |
seasonal variations in revenues generated by the business;
|
• |
restrictions contained in our debt agreements (including our project-level financing);
|
• |
our ability to borrow funds, including intercompany loans;
|
• |
changes in our revenues and/or cash generation in our assets due to delays in collections from our off-takers, legal disputes regarding contact terms, adjustments contemplated in existing regulation or changes in
regulation or taxes in the countries in which we operate, or adverse weather conditions;
|
• |
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.
|
IX. |
Risks Related to Taxation
|
X. |
General Risk Factors
|
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
|
23
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
BB-/WR/BB
|
2014
|
19
|
Chile PV 1
|
Renewable
(Solar)
|
35%(8)
|
Chile
|
USD
|
55 MW
|
N/A
|
2016
|
N/A
|
Chile PV 2
|
Renewable
(Solar)
|
35%(8)
|
Chile
|
USD
|
40 MW
|
N/A
|
2017
|
N/A
|
Solaben 2 & 3
|
Renewable
(Solar)
|
70%(1)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
17/17
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%(2)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/16
|
PS10 & PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
A/Baa1/A-
|
2007&
2009
|
11/13
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2011
|
16/16
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/17
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A/Baa1/A-
|
2010
|
14/14/15
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2013
|
18/18
|
Seville PV
|
Renewable
(Solar)
|
80%(6)
|
Spain
|
Euro
|
1 MW
|
A/Baa1/A-
|
2006
|
15
|
Kaxu
|
Renewable
(Solar)
|
51%(3)
|
South
Africa
|
Rand
|
100 MW
|
BB/Ba2/
BB-(11)
|
2015
|
14
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
13
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
14
|
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-
|
2015
|
15
|
Mini-Hydro
|
Renewable
(Hydraulic)
|
100%
|
Peru
|
USD
|
4 MW
|
BBB+/A3/BBB+
|
2012
|
12
|
ACT
|
Efficient
natural gas
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB/ Ba2/
BB-
|
2013
|
12
|
Monterrey
|
Efficient
natural gas
|
30%
|
Mexico
|
USD
|
142 MW
|
Not rated
|
2018
|
18
|
ATN (13)
|
Transmission
line
|
100%
|
Peru
|
USD
|
379 miles
|
BBB+/A3/BBB+
|
2011
|
20
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/A3/BBB+
|
2014
|
23
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
12
|
Quadra 1 & 2
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles/
32 miles
|
Not rated
|
2014
|
14/14
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB+/Baa1/
A-
|
2007
|
17
|
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
|
13
|
Honaine
|
Water
|
25.5%(5)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2012
|
17
|
Tenes
|
Water
|
51%(7)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2015
|
19
|
(1)
|
Itochu Corporation, a Japanese trading company, holds 30% of the shares in both Solaben 2 and Solaben 3.
|
(2)
|
JGC, a Japanese engineering company, holds 13% of the shares in each of Solacor 1 and Solacor 2.
|
(3)
|
Kaxu is owned by the Company (51%), Industrial Development Corporation of South Africa (29%) and Kaxu Community Trust (20%).
|
(4)
|
Algerian Energy Company, SPA owns 49% of Skikda and Sacyr Agua, S.L. owns the remaining 16.83%.
|
(5)
|
Algerian Energy Company, SPA owns 49% of Honaine and Sacyr Agua, S.L. owns the remaining 25.5%.
|
(6)
|
Instituto para la Diversificación y Ahorro de la Energía (“Idae”), a Spanish state-owned company, holds 20% of the shares in Seville PV.
|
(7)
|
Algerian Energy Company, SPA owns 49% of Tenes.
|
(8)
|
65% of the shares in Chile PV 1 and Chile PV 2 are held by financial partners at our renewable energy platform in Chile.
|
(9)
|
Certain contracts denominated in U.S. dollars are payable in local currency.
|
(10) |
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.
|
(11)
|
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.
|
(12)
|
Refers to the credit rating of Uruguay, as UTE (Administración Nacional de Usinas y Transmisoras Eléctricas) is unrated.
|
(13)
|
Including the acquisition of ATN Expansion 1 & 2.
|
(14)
|
As of December 31, 2020.
|
(*)
|
Commercial Operation Date.
|
- |
40% through a swap set at approximately 3.7% for the duration of the loans.
|
- |
60% through a cap set at approximately 1% until 2025.
|
- |
From January 2026 40% through a cap with approximately 3.75% strike for the duration of the loans.
|
- |
53% through a swap set at approximately 3.20% for the life of the financing.
|
- |
28% through a cap with a 3.25% strike for the life of the financing.
|
- |
In addition, we contracted caps with a 1% strike covering 19.3% of the principal of Solacor 1 and 18.2% of the principal of Solacor 2. Both caps hedge the interest rate through 2025.
|
- |
30% for both loans through a swap set at approximately 4.07%
|
- |
70% for both loans through a cap set at approximately 1% until 2025
|
- |
From January 2026 70% through a cap with a 4.25% strike for PS10 and 4.5% for PS20
|
- |
a 15-year loan agreement of €218.5 million with a syndicate of banks. The interest rate for the loans is a floating rate based on six-month EURIBOR plus a margin of 2.25% until December 2025 and 2.50% until
maturity. The banking tranche is 97% hedged through a swap set at approximately 3.8% strike and 3% hedged through a cap with a 1% strike.
|
- |
a 17-year, fully amortizing loan agreement with an institutional investor for a €45 million with a fixed interest rate of 4.37%. In July 2020, we added a new $43 million notional amount long dated tranche of debt
from the same institutional investor with 15-year maturity and with a fixed interest rate of 3.00%.
|
- |
78% through a swap set at approximately 4.76% strike for the life of the debt.
|
- |
22% through a cap with a 1% strike covering the principal through 2025.
|
- |
23% through a swap set at approximately 4.34% strike for the life of the debt.
|
- |
77% through a cap with a 1% strike covering the principal through 2025.
|
- |
83% through a swap set at approximately 4.87% strike for the life of the debt.
|
- |
17% through a cap with a 1% strike covering the principal through 2025.
|
- |
Tranche A is a $36.0 million loan with maturity in 2034 and a floating interest rate of six-month LIBOR plus 2.9%, 81% hedged with a swap set at approximately 3.29% strike.
|
- |
Tranche B is a $33.5 million loan with maturity in 2032 and a floating interest rate of six-month LIBOR plus 2.65%, 81% hedged with a swap set at approximately 3.16% strike.
|
- |
Subordinated tranche for $8.1 million with maturity in 2034 and a floating interest rate of six-month LIBOR plus 5.5%.
|
- |
1st tranche, currently repaid, had a principal amount of $15 million with interest of 3.84% per year.
|
- |
2nd tranche has a principal amount of $50 million with a 15-year term with quarterly amortization and bears interest at a rate of 6.15% per year.
|
- |
3rd tranche has a principal amount of $45 million with a 26-year term and bears interest at a rate of 7.53% per year. The third tranche has a 15-year grace period for principal repayments.
|
- |
4th tranche has a principal amount of $10 million with a 15-year term and bears interest at a rate of 6.88% per year.
|
• |
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.
|
• |
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)
which have been recently amended and which relevant implications will be further mentioned below.
|
• |
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).
|
• |
Policy on Reliability, Safety, Continuity and Quality on the National Electric System (Política de Confiabilidad, Seguridad, Continuidad y Calidad en el Sistema Eléctrico Nacional).
|
• |
Decree to guarantee the Efficiency, Quality, Reliability, Continuity and Safety of the NationalElectric System, due to the recognition of the epidemic of the SARS-CoV2 virus disease (COVID-19) (Decreto
para garantizar la Eficiencia, Calidad, Confiabilidad, Continuidad ySeguridad del Sistema Eléctrico Nacional, con motivo del reconocimiento de la epidemia de la enfermedad por el virus SARS-CoV2 (COVID-19)).
|
• |
Resolution by means of which CFE announced the new wheeling tariffs to owners of Legacy Interconnection Agreements with renewable energy sources (Resolución por medio de la cual CFE dio a conocer las
nuevas tarifas de transmisión a los titulares de Contratos de Interconexión Legados con fuentes de energía renovable).
|
• |
Priority off-take. Producers of electricity from renewable sources have priority over conventional generators in transmitting to off takers the energy they produce 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 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 recognized 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 are consequently 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.
|
• |
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 centers: 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 center.
|
• |
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 energized and to proceed with their
commercial exploitation.
|
a) |
A remuneration 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 for the operation (Ro) which 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.
|
• |
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 photovoltaic 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.
|
• |
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.
|
Useful
Life
|
Return on
Investment
2020-2022
(euros/MW)
|
Operating
Remuneration
2021 (euros/GWh)
|
Maximum
Hours
|
Minimum
Hours
|
Operating
Threshold
|
||||||||||||||||
Solaben 2
|
25 years
|
398,174
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solaben 3
|
25 years
|
398,174
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solacor 1
|
25 years
|
398,174
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solacor 2
|
25 years
|
398,174
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
PS 10
|
25 years
|
550,263
|
63,907
|
1,848
|
1,109
|
647
|
|||||||||||||||
PS 20
|
25 years
|
407,269
|
58,070
|
1,848
|
1,109
|
647
|
|||||||||||||||
Helioenergy 1
|
25 years
|
393,071
|
41,444
|
2,016
|
1,210
|
706
|
|||||||||||||||
Helioenergy 2
|
25 years
|
393,071
|
41,444
|
2,016
|
1,210
|
706
|
|||||||||||||||
Helios 1
|
25 years
|
407,037
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
Helios 2
|
25 years
|
407,037
|
41,635
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solnova 1
|
25 years
|
413,423
|
42,332
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solnova 3
|
25 years
|
413,423
|
42,332
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solnova 4
|
25 years
|
413,423
|
42,332
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solaben 1
|
25 years
|
403,599
|
41,838
|
2,016
|
1,210
|
706
|
|||||||||||||||
Solaben 6
|
25 years
|
403,599
|
41,838
|
2,016
|
1,210
|
706
|
|||||||||||||||
Seville PV
|
30 years
|
709,200
|
28,982
|
2,061
|
1,237
|
721
|
• |
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).
|
D. |
Year ended December 31,
|
||||||||||||||||||||||||
2020
|
2019
|
2018
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
330.9
|
32.6
|
%
|
$
|
333.0
|
32.9
|
%
|
$
|
357.2
|
34.2
|
%
|
||||||||||||
South America
|
151.5
|
15.0
|
%
|
142.2
|
14.1
|
%
|
123.2
|
11.8
|
%
|
|||||||||||||||
EMEA
|
530.9
|
52.4
|
%
|
536.3
|
53.0
|
%
|
563.4
|
54.0
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
$
|
1,043.8
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2020
|
2019
|
2018
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
753.1
|
74.3
|
%
|
$
|
761.1
|
75.2
|
%
|
$
|
793.5
|
76.0
|
%
|
||||||||||||
Efficient Natural Gas
|
111.0
|
11.0
|
%
|
122.3
|
12.1
|
%
|
130.8
|
12.5
|
%
|
|||||||||||||||
Electric Transmission
|
106.1
|
10.5
|
%
|
103.5
|
10.2
|
%
|
96.0
|
9.2
|
%
|
|||||||||||||||
Water
|
43.1
|
4.2
|
%
|
24.6
|
2.4
|
%
|
23.5
|
2.3
|
%
|
|||||||||||||||
Total revenue
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
$
|
1,043.8
|
100
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2020
|
2019
|
2018
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
North America
|
$
|
272.9
|
82.5
|
%
|
$
|
305.1
|
91.6
|
%
|
$
|
308.8
|
86.4
|
%
|
||||||||||||
South America
|
120.0
|
79.2
|
%
|
115.3
|
81.1
|
%
|
100.2
|
81.3
|
%
|
|||||||||||||||
EMEA
|
388.7
|
73.1
|
%
|
390.8
|
72.9
|
%
|
441.6
|
78.4
|
%
|
|||||||||||||||
Adjusted EBITDA(1)
|
$
|
781.6
|
77.1
|
%
|
$
|
811.2
|
80.2
|
%
|
$
|
850.6
|
81.5
|
%
|
Year ended December 31,
|
||||||||||||||||||||||||
2020
|
2019
|
2018
|
||||||||||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||||||||
Renewable Energy
|
$
|
575.6
|
$
|
76.4
|
%
|
$
|
603.7
|
$
|
79.3
|
%
|
$
|
664.4
|
83.7
|
%
|
||||||||||
Efficient Natural Gas
|
97.9
|
88.2
|
%
|
107.5
|
87.9
|
%
|
93.9
|
71.8
|
%
|
|||||||||||||||
Electric Transmission
|
84.6
|
79.7
|
%
|
85.6
|
82.7
|
%
|
78.4
|
81.7
|
%
|
|||||||||||||||
Water
|
23.5
|
54.5
|
%
|
14.4
|
58.5
|
%
|
13.9
|
59.1
|
%
|
|||||||||||||||
Adjusted EBITDA(1)
|
$
|
781.6
|
$
|
77.1
|
%
|
$
|
811.2
|
$
|
80.2
|
%
|
$
|
850.6
|
81.5
|
%
|
Year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
($ in millions)
|
||||||||||||
Profit/(loss) for the year attributable to the parent company
|
$
|
11.9
|
$
|
62.1
|
$
|
41.6
|
||||||
Profit/(loss) attributable to non-controlling interest from continued operations
|
4.9
|
12.5
|
13.7
|
|||||||||
Income tax expense
|
24.9
|
30.9
|
42.6
|
|||||||||
Share of (profit)/loss of associates carried under the equity method
|
(0.5
|
)
|
(7.5
|
)
|
(5.2
|
)
|
||||||
Financial expense, net
|
331.8
|
402.3
|
395.2
|
|||||||||
Operating profit /(loss)
|
$
|
373.0
|
$
|
500.4
|
$
|
487.9
|
||||||
Depreciation, amortization and impairment charges
|
408.6
|
310.8
|
362.7
|
|||||||||
Adjusted EBITDA
|
$
|
781.6
|
$
|
811.2
|
$
|
850.6
|
Year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
($ in millions)
|
||||||||||||
Net cash flow provided by operating activities
|
$
|
438.2
|
$
|
363.5
|
$
|
401.0
|
||||||
Net interest /taxes paid
|
287.2
|
299.5
|
333.5
|
|||||||||
Variations in working capital
|
33.2
|
113.4
|
18.4
|
|||||||||
Other non-cash adjustments and other
|
23.0
|
34.8
|
97.7
|
|||||||||
Adjusted EBITDA
|
$
|
781.6
|
$
|
811.2
|
$
|
850.6
|
• |
MW in operation in the case of Renewable Energy and Efficient Natural Gas assets, miles in operation in the case of Electric Transmission and Mft3 in operation in the case of Water assets are indicators
which provide information about the installed capacity or size of our portfolio of assets.
|
• |
Production measured in GWh in our Renewable Energy and Efficient Natural Gas assets provides information about the performance of these assets.
|
• |
Availability in the case of our Efficient Natural Gas assets, Electric Transmission and Water assets also provides information on the performance of the assets. In these business segments revenues are based on
availability, which is the time during which the asset was available to our client totally or partially divided by contracted availability or budgeted availability, as applicable.
|
As of and for the year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
Renewable Energy
|
||||||||||||
MW in operation(1)
|
1,551
|
1,496
|
1,496
|
|||||||||
GWh produced(2)
|
3,244
|
3,236
|
3,058
|
|||||||||
Efficient Natural Gas
|
||||||||||||
MW in operation(3)
|
343
|
343
|
300
|
|||||||||
GWh produced(4)
|
2,574
|
2,090
|
2,318
|
|||||||||
Availability (%)(4)
|
102.1
|
%
|
95.0
|
%
|
99.8
|
%
|
||||||
Electric Transmission
|
||||||||||||
Miles in operation
|
1,166
|
1,166
|
1,152
|
|||||||||
Availability (%)
|
100.0
|
%
|
100.0
|
%
|
99.9
|
%
|
||||||
Water
|
||||||||||||
Mft3 in operation(1)
|
17.5
|
10.5
|
10.5
|
|||||||||
Availability (%)
|
100.1
|
%
|
101.2
|
%
|
102.0
|
%
|
(1) |
Represents total installed capacity in assets owned or consolidated at the end of the year, 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 in Monterrey since August 2, 2019
|
(4) |
Major maintenance overhaul held in Q1 and Q2 2019 in ACT, as scheduled, which reduced production and electric availability as per the contract. GWh produced includes 30% of the production from Monterrey since
August 2019.
|
Year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
$ in millions
|
||||||||||||
Revenue
|
$
|
1,013.3
|
$
|
1,011.5
|
$
|
1,043.8
|
||||||
Other operating income
|
99.5
|
93.8
|
132.5
|
|||||||||
Employee benefit expenses
|
(54.4
|
)
|
(32.2
|
)
|
(15.1
|
)
|
||||||
Depreciation, amortization and impairment charges
|
(408.6
|
)
|
(310.8
|
)
|
(362.7
|
)
|
||||||
Other operating expenses
|
(276.7
|
)
|
(261.8
|
)
|
(310.6
|
)
|
||||||
Operating profit/(loss)
|
$
|
373.1
|
$
|
500.4
|
$
|
487.9
|
||||||
Financial income
|
7.1
|
4.1
|
36.4
|
|||||||||
Financial expense
|
(378.4
|
)
|
(408.0
|
)
|
(425.0
|
)
|
||||||
Net exchange differences
|
(1.4
|
)
|
2.7
|
1.6
|
||||||||
Other financial income/(expense), net
|
40.9
|
(1.1
|
)
|
(8.2
|
)
|
|||||||
Financial expense, net
|
$
|
(331.8
|
)
|
$
|
(402.3
|
)
|
$
|
(395.2
|
)
|
|||
Share of profit/(loss) of associates carried under the equity method
|
0.5
|
7.4
|
5.2
|
|||||||||
Profit/(loss) before income tax
|
$
|
41.8
|
$
|
105.6
|
$
|
97.9
|
||||||
Income tax expense
|
(24.9
|
)
|
(30.9
|
)
|
(42.6
|
)
|
||||||
Profit/(loss) for the year
|
$
|
16.9
|
$
|
74.6
|
$
|
55.3
|
||||||
Profit/(loss) attributable to non-controlling interests
|
(4.9
|
)
|
(12.5
|
)
|
(13.7
|
)
|
||||||
Profit / (loss) for the year attributable to the parent company
|
$
|
12.0
|
$
|
62.1
|
$
|
41.6
|
Year ended December 31,
|
||||||||
2020
|
2019
|
|||||||
Other operating income
|
$ in millions
|
|||||||
Grants
|
$
|
59.0
|
$
|
59.1
|
||||
Income from various services
|
40.5
|
34.7
|
||||||
Total
|
$
|
99.5
|
$
|
93.8
|
Year ended December 31,
|
||||||||||||||||
2020
|
2019
|
|||||||||||||||
Other operating expenses
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Raw Materials
|
$
|
7.8
|
0.8
|
%
|
$
|
9.7
|
1.0
|
%
|
||||||||
Leases and fees
|
2.6
|
0.3
|
%
|
1.9
|
0.2
|
%
|
||||||||||
Operation and maintenance
|
110.9
|
10.9
|
%
|
116.0
|
11.5
|
%
|
||||||||||
Independent professional services
|
40.2
|
4.0
|
%
|
41.6
|
4.1
|
%
|
||||||||||
Supplies
|
27.9
|
2.8
|
%
|
25.8
|
2.6
|
%
|
||||||||||
Insurance
|
37.6
|
3.7
|
%
|
24.0
|
2.4
|
%
|
||||||||||
Levies and duties
|
39.8
|
3.9
|
%
|
34.8
|
3.4
|
%
|
||||||||||
Other expenses
|
9.9
|
1.0
|
%
|
8.0
|
0.8
|
%
|
||||||||||
Total
|
$
|
276.7
|
27.3
|
%
|
$
|
261.8
|
26.0
|
%
|
|
Year ended December 31,
|
|||||||
Financial income and financial expense
|
|
2020
|
2019
|
|||||
|
$ in millions
|
|||||||
Financial income
|
$
|
7.1
|
$
|
4.1
|
||||
Financial expense
|
(378.4
|
)
|
(408.0
|
)
|
||||
Net exchange differences
|
(1.4
|
)
|
2.7
|
|||||
Other financial income/(expense), net
|
40.9
|
(1.1
|
)
|
|||||
Financial expense, net
|
$
|
(331.8
|
)
|
$
|
(402.3
|
)
|
Year ended December 31,
|
||||||||
Financial expense
|
2020
|
2019
|
||||||
$ in millions
|
||||||||
Expenses due to interest:
|
||||||||
Loans with credit entities
|
$
|
(246.7
|
)
|
$
|
(259.4
|
)
|
||
Other debts
|
(69.6
|
)
|
(89.3
|
)
|
||||
Interest rates losses derivatives: cash flow hedges
|
(62.1
|
)
|
(59.3
|
)
|
||||
Total
|
$
|
(378.4
|
)
|
$
|
(408.0
|
)
|
|
Year ended December 31,
|
|||||||
Other financial income/(expense), net
|
|
2020
|
2019
|
|||||
|
$ in millions
|
|||||||
Other financial income
|
$
|
162.3
|
$
|
14.2
|
||||
Other financial losses
|
(121.4
|
)
|
(15.3
|
)
|
||||
Total
|
$
|
40.9
|
$
|
(1.1
|
)
|
For the year ended December 31,
|
||||||||
2020
|
2019
|
|||||||
$ in millions
|
||||||||
Consolidated income before taxes
|
41.8
|
105.6
|
||||||
Average statutory tax rate
|
25
|
%
|
25
|
%
|
||||
Corporate income tax at average statutory tax rate
|
(10.4
|
)
|
(26.4
|
)
|
||||
Income tax of associates, net
|
0.1
|
1.8
|
||||||
Differences in statutory tax rates
|
(0.1
|
)
|
(7.1
|
)
|
||||
Unrecognized NOLs and deferred tax assets
|
(37.1
|
)
|
(14.2
|
)
|
||||
Purchase of Liberty´s equity interest in Solana
|
36.4
|
-
|
||||||
Other Permanent Differences
|
(8.9
|
)
|
11.2
|
|||||
Other non-taxable income/(expense)
|
(4.7
|
)
|
3.7
|
|||||
Corporate income tax
|
(24.9
|
)
|
(31,0
|
)
|
|
Year ended December 31,
|
|||||||||||||||
|
2020 |
2019
|
||||||||||||||
Revenue by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
$
|
330.9
|
32.6
|
%
|
$
|
333.0
|
32.9
|
%
|
||||||||
South America
|
151.5
|
15.0
|
%
|
142.2
|
14.1
|
%
|
||||||||||
EMEA
|
530.9
|
52.4
|
%
|
536.3
|
53.0
|
%
|
||||||||||
Total revenue
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
|
Year ended December 31,
|
|||||||||||||||
|
2020 |
2019
|
||||||||||||||
Adjusted EBITDA by geography
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
North America
|
$
|
272.9
|
82.5
|
%
|
$
|
305.1
|
91.6
|
%
|
||||||||
South America
|
120.0
|
79.2
|
%
|
115.3
|
81.1
|
%
|
||||||||||
EMEA
|
388.7
|
73.1
|
%
|
390.8
|
72.9
|
%
|
||||||||||
Adjusted EBITDA(1)
|
$
|
781.6
|
77.1
|
%
|
$
|
811.2
|
80.2
|
%
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by geography
|
2020
|
2019
|
||||||
North America (GWh) (1)
|
3,908
|
3,397
|
||||||
North America availability(1)
|
102.1
|
%
|
95.0
|
%
|
||||
South America (GWh) (2)
|
667
|
516
|
||||||
South America availability
|
100.0
|
%
|
100.0
|
%
|
||||
EMEA (GWh)
|
1,243
|
1,413
|
||||||
EMEA availability
|
100.1
|
%
|
101.2
|
%
|
(1) |
Major maintenance overhaul held in Q1 and Q2 2019 in ACT, as scheduled, which reduced availability and electric production, as per the contract. GWh produced includes 30% of the production from Monterrey since
August 2019
|
(2) |
Includes curtailment production in wind assets for which we receive compensation
|
Year ended December 31,
|
||||||||||||||||
2020
|
2019
|
|||||||||||||||
Revenue by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
$
|
753.1
|
74.3
|
%
|
$
|
761.1
|
75.2
|
%
|
||||||||
Efficient natural gas
|
111.0
|
11.0
|
%
|
122.3
|
12.1
|
%
|
||||||||||
Electric transmission lines
|
106.1
|
10.5
|
%
|
103.5
|
10.2
|
%
|
||||||||||
Water
|
43.1
|
4.2
|
%
|
24.6
|
2.4
|
%
|
||||||||||
Total revenue
|
$
|
1,013.3
|
100.0
|
%
|
$
|
1,011.5
|
100.0
|
%
|
Year ended December 31,
|
||||||||||||||||
2020
|
2019
|
|||||||||||||||
Adjusted EBITDA by business sector
|
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
||||||||||||
Renewable energy
|
$
|
575.6
|
76.4
|
%
|
$
|
603.7
|
79.3
|
%
|
||||||||
Efficient natural gas
|
97.9
|
88.2
|
%
|
107.5
|
87.9
|
%
|
||||||||||
Electric transmission lines
|
84.6
|
79.7
|
%
|
85.6
|
82.7
|
%
|
||||||||||
Water
|
23.5
|
54.5
|
%
|
14.4
|
58.5
|
%
|
||||||||||
Adjusted EBITDA(1)
|
$
|
781.6
|
77.1
|
%
|
$
|
811.2
|
80.2
|
%
|
Volume produced/availability
|
||||||||
Year ended December 31,
|
||||||||
Volume by business sector
|
2020
|
2019
|
||||||
Renewable energy (GWh) (1)
|
3,244
|
3,235
|
||||||
Efficient natural gas Power (GWh) (2)
|
2,574
|
2,090
|
||||||
Efficient natural gas Power availability(3)
|
102.1
|
%
|
95.0
|
%
|
||||
Electric transmission availability
|
100.0
|
%
|
100.0
|
%
|
||||
Water availability
|
100.1
|
%
|
101.2
|
%
|
(1) |
Includes curtailment production in wind assets for which we receive compensation
|
(2) |
Major maintenance overhaul held in Q1 and Q2 2019 in ACT, as scheduled, which reduced electric production, as per the contract. GWh produced includes 30% of the production from Monterrey since August 2, 2019
|
(3) |
Major overhaul held in Q1 and Q2 2019 in ACT, as scheduled, which reduced the electric availability as per the contract with Pemex
|
• |
debt service requirements on our existing and future debt;
|
• |
cash dividends to investors; and
|
• |
acquisitions of new companies, investments and operations (see “Item 4.B—Business Overview—Our Business Strategy”).
|
Year ended December 31,
|
||||||||
2020
|
2019
|
|||||||
$ in millions
|
||||||||
Corporate Liquidity
|
||||||||
Cash and cash equivalents at Atlantica Sustainable Infrastructure, plc, excluding subsidiaries
|
$
|
335.2
|
$
|
66.0
|
||||
Revolving Credit Facility availability
|
415.0
|
341.0
|
||||||
Total Corporate Liquidity
|
$
|
750.2
|
$
|
407.0
|
||||
Liquidity at project companies
|
||||||||
Restricted Cash (1)
|
279.8
|
373.6
|
||||||
Non-restricted cash
|
253.5
|
157.9
|
||||||
Total cash at project companies
|
$
|
533.3
|
$
|
531.5
|
(1) |
Restricted Cash as of December 31, 2019 included cash classified as short-term financial investments for an approximately amount of $34.6 million.
|
S&P
|
Fitch
|
|
Atlantica Sustainable Infrastructure Corporate Rating
|
BB
|
BB
|
Senior Secured Debt
|
BBB-
|
BBB-
|
Senior Unsecured Debt
|
BB
|
BB+
|
Year ended December 31,
|
||||||||||||
2020
|
2019 | |||||||||||
Maturity
|
($ in millions)
|
|||||||||||
Revolving Credit Facility
|
2022
|
-
|
81.9
|
|||||||||
Other Facilities
|
2021-2025
|
$
|
29.7
|
$
|
38.0
|
|||||||
2019 Note Issuance Facility
|
2025
|
344.0
|
301.6
|
|||||||||
Green Exchangeable Bond
|
2025
|
102.1
|
-
|
|||||||||
Green Senior Secured Notes
|
2026
|
351.0
|
-
|
|||||||||
2020 Note Issuance Facility
|
2027
|
166.9
|
-
|
|||||||||
2017 Note Issuance Facility
|
Repaid in April 2020
|
-
|
302.3
|
|||||||||
Total Corporate Debt
|
$
|
993.7
|
$
|
723.8
|
||||||||
Total Project Debt
|
$
|
5,237.6
|
$
|
4,852.3
|
A) |
Corporate debt agreements
|
B) |
Project debt refinancing
|
A) |
Debt service
|
Repayment schedule by geography
|
Total
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent years
|
|||||||||||||||||||||
$ in millions
|
||||||||||||||||||||||||||||
North America
|
$
|
1,623.3
|
80.1
|
90.9
|
97.5
|
98.7
|
107.2
|
1,148.9
|
||||||||||||||||||||
South America
|
902.5
|
40.1
|
33.8
|
37.1
|
40.4
|
43.1
|
708.0
|
|||||||||||||||||||||
EMEA
|
2,711.8
|
192.2
|
203.6
|
221.2
|
232.4
|
358.5
|
(1)
|
1,503.8
|
||||||||||||||||||||
Total project debt
|
$
|
5,237.6
|
312.4
|
328.4
|
355.8
|
371.5
|
508.8
|
3,360.7
|
||||||||||||||||||||
Corporate debt
|
$
|
993.7
|
23.6
|
0.0
|
2.0
|
2.0
|
448.1
|
517.9
|
||||||||||||||||||||
Total
|
$
|
6,231.3
|
336.0
|
328.4
|
357.8
|
373.5
|
956.9
|
3,878.6
|
(1) |
Includes the outstanding amount of the Green Project Finance from the sub-holding company of Solaben 1 & 6 and Solaben 2 & 3. This facility is 25% progressively amortized over its 5-year term and the
remaining 75% is expected to be refinanced before maturity.
|
Repayment schedule by business sector
|
Total
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent
years
|
|||||||||||||||||||||
$ in millions
|
||||||||||||||||||||||||||||
Renewable energy
|
$
|
3,992.5
|
241.2
|
257.5
|
279.2
|
298.8
|
431.8
|
(1) |
2,484.1
|
|||||||||||||||||||
Efficient natural gas
|
504.3
|
32.9
|
36.9
|
39.9
|
37.6
|
42.3
|
314.7
|
|||||||||||||||||||||
Electric transmission
|
625.2
|
25.6
|
21.3
|
23.5
|
24.1
|
26.1
|
504.6
|
|||||||||||||||||||||
Water
|
115.6
|
12.7
|
12.7
|
13.2
|
11.0
|
8.7
|
57.3
|
|||||||||||||||||||||
Total project debt
|
$
|
5,237.6
|
312.4
|
328.4
|
355.8
|
371.5
|
508.8
|
3,360.7
|
||||||||||||||||||||
Corporate debt
|
$
|
993.7
|
23.6
|
0.0
|
2.0
|
2.0
|
448.1
|
517.9
|
||||||||||||||||||||
Total
|
$
|
6,231.3
|
336.0
|
328.4
|
357.8
|
373.5
|
956.9
|
3,878.6
|
(1) |
Includes Green Project Finance from Logrosan Solar Inversiones S.A. the subsidiary-holding company of Solaben 1 & 6 and Solaben 2 & 3. This facility is 25% progressively amortized over its 5-year term and
the remaining 75% is expected to be refinanced at maturity.
|
B) |
Contractual obligations
|
Total
|
Up to one
year
|
Between
one and
three years
|
Between
three and
five years
|
Subsequent
years
|
||||||||||||||||
$ in millions
|
||||||||||||||||||||
Purchase commitments
|
1,709.7
|
93.8
|
160.2
|
172.8
|
1,282.9
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,309.6
|
286.7
|
541.6
|
468.1
|
1,013.2
|
C) |
Cash dividends to investors
|
Declared
|
Record Date
|
Payment Date
|
$ per share
|
|||||
February 26, 2020
|
March 12, 2020
|
March 23, 2020
|
0.41
|
|||||
May 6, 2020
|
June 1, 2020
|
June 15, 2020
|
0.41
|
|||||
July 31, 2020
|
August 31, 2020
|
September 15, 2020
|
0.42
|
|||||
November 4, 2020
|
November 30, 2020
|
December 15, 2020
|
0.42
|
|||||
February 26, 2021
|
March 12, 2021
|
March 22, 2021
|
|
0.42
|
D) |
Acquisitions
|
E) |
Capital Expenditures
|
Year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
$ in millions
|
||||||||||||
Gross cash flows from operating activities
|
||||||||||||
Profit/(loss) for the year
|
$
|
16.9
|
$
|
74.6
|
$
|
55.3
|
||||||
Adjustments to reconcile after-tax profit to net cash generated by operating activities
|
741.8
|
701.9
|
697.6
|
|||||||||
Profit for the year adjusted by non-monetary items
|
$
|
758.7
|
$
|
776.5
|
$
|
752.9
|
||||||
Net interest/taxes paid
|
(287.3
|
)
|
(299.5
|
)
|
(333.5
|
)
|
||||||
Variations in working capital
|
(33.2
|
)
|
(113.4
|
)
|
(18.4
|
)
|
||||||
Total net cash flow provided by/ (used in) operating activities
|
$
|
438.2
|
$
|
363.6
|
$
|
401.0
|
||||||
Net cash flows from investing activities
|
||||||||||||
Acquisitions of subsidiaries and entities under equity method
|
2.5
|
(173.4
|
)
|
(70.6
|
)
|
|||||||
Investments in contracted concessional assets(1)
|
(1.4
|
)
|
22.0
|
68.0
|
||||||||
Distributions from entities under the equity method
|
22.2
|
30.5
|
4.4
|
|||||||||
Other non-current assets/liabilities
|
(29.2
|
)
|
2.7
|
(16.7
|
)
|
|||||||
Total net cash flows (used in)/ provided by investing activities
|
$
|
(5.9
|
)
|
$
|
(118.2
|
)
|
$
|
(14.9
|
)
|
|||
Net cash flows used in financing activities
|
$
|
(137.3
|
)
|
$
|
(310.2
|
)
|
$
|
(405.2
|
)
|
|||
Net increase / (decrease) in cash and cash equivalents
|
295.0
|
(64.8
|
)
|
(19.1
|
)
|
|||||||
Cash, cash equivalents and bank overdraft at beginning of the year
|
562.8
|
631.5
|
669.4
|
|||||||||
Translation differences cash or cash equivalents
|
10.7
|
(3.9
|
)
|
(18.8
|
)
|
|||||||
Cash and cash equivalents at the end of the period
|
$
|
868.5
|
$
|
562.8
|
$
|
631.5
|
-
|
Contracted concessional assets 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.
|
a)
|
Intangible assets
|
- |
Revenues from the updated annual revenue for the contracted concession, as well as operation 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.
|
b)
|
Financial assets
|
- |
the Probability of Default (“PD”) is an estimate of the likelihood of default over a given time horizon. We calculate 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.
|
c)
|
Property, plant and equipment
|
d)
|
Right-of-use assets
|
Operating segment
|
Discount rate
Post tax
|
|||
EMEA
|
3% - 5
|
%
|
||
North America
|
4% - 5
|
%
|
||
South America
|
5% - 7
|
%
|
-
|
there is an economic relationship between the hedged item and the hedging instrument;
|
-
|
the effect of credit risk does not dominate the value changes that result from that economic relationship; and
|
-
|
the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that we actually hedge and the quantity of the hedging
instrument that we use to hedge that quantity of hedged item.
|
- |
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.
|
Name
|
Position
|
Year of birth
|
||
William Aziz
|
Director, Independent
|
1956
|
||
Arun Banskota
|
Director
|
1961
|
||
Brenda Eprile
|
Director, Independent
|
1954
|
||
Debora Del Favero
|
Director, Independent
|
1964
|
||
Michael Forsayeth
|
Director, Independent
|
1954
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
||
George Trisic
|
Director
|
1960
|
||
Michael Woollcombe
|
Director and Chair of the Board, independent
|
1968
|
Name
|
Position
|
Year of birth
|
||
David Esteban
|
Vice President EMEA
|
1979
|
||
Emiliano Garcia
|
Vice President North America
|
1968
|
||
Irene M. Hernandez
|
General Counsel and Chief of Compliance
|
1980
|
||
Francisco Martinez-Davis
|
Chief Financial Officer
|
1963
|
||
Antonio Merino
|
Vice President South America
|
1967
|
||
Stevens C. Moore
|
Vice President Strategy and Corporate Development
|
1973
|
||
Santiago Seage
|
Chief Executive Officer and Director
|
1969
|
$ in thousand
|
2020
|
From April 2019
to December 2019
|
From January 2019
to March 2019
|
|||||||||
Annual Director Retainer
|
||||||||||||
Non-Executive Director
|
150.0
|
150.0
|
134.0
|
|||||||||
Annual Committee Chair Retainer
|
||||||||||||
Chair of the Board
|
75.0
|
75.0
|
61.0
|
|||||||||
Chair of the Audit Committee
|
15.0
|
15.0
|
15.0
|
|||||||||
Chair of the Nominating and Corporate Governance Committee
|
10.0
|
10.0
|
10.0
|
|||||||||
Chair of the Compensation Committee
|
10.0
|
10.0
|
10.0
|
Salary and Fees
|
Annual
Bonuses
|
LTIP1
|
Total Fixed
Remuneration
|
Total
Variable
remuneration
|
Total
|
|||||||||||||||||||||||||||||||||||||||||||
2020
|
2019
|
2020
|
2019
|
2020
|
2019
|
2020
|
2019
|
2020
|
2019
|
2020
|
2019 | |||||||||||||||||||||||||||||||||||||
(in thousands of U.S. dollars)
|
||||||||||||||||||||||||||||||||||||||||||||||||
William Aziz2
|
106.7
|
-
|
-
|
-
|
-
|
-
|
106.7
|
-
|
-
|
-
|
106.7
|
-
|
||||||||||||||||||||||||||||||||||||
Debora Del Favero2
|
106.7
|
-
|
-
|
-
|
-
|
-
|
106.7
|
-
|
-
|
-
|
106.7
|
-
|
||||||||||||||||||||||||||||||||||||
Brenda Eprile2
|
110.0
|
-
|
-
|
-
|
-
|
-
|
110.0
|
-
|
-
|
-
|
110.0
|
-
|
||||||||||||||||||||||||||||||||||||
Michael Forsayeth2
|
100.0
|
-
|
-
|
-
|
-
|
-
|
100.0
|
-
|
-
|
-
|
100.0
|
-
|
||||||||||||||||||||||||||||||||||||
Santiago Seage3
|
756.8
|
727.7
|
996.4
|
957.7
|
770.9
|
-
|
756.8
|
727.7
|
1,767.3
|
957.7
|
2,524.1
|
1,685.4
|
||||||||||||||||||||||||||||||||||||
Michael Woollcombe2
|
150.0
|
-
|
-
|
-
|
-
|
-
|
150.0
|
-
|
-
|
-
|
150.0
|
-
|
||||||||||||||||||||||||||||||||||||
Andrea Brentan4
|
56.3
|
146.0
|
-
|
-
|
-
|
-
|
56.3
|
146.0
|
-
|
-
|
56.3
|
146.0
|
||||||||||||||||||||||||||||||||||||
Robert Dove4
|
60.0
|
155.9
|
-
|
-
|
-
|
-
|
60.0
|
155.9
|
-
|
-
|
60.0
|
155.9
|
||||||||||||||||||||||||||||||||||||
Francisco J. Martinez4
|
61.9
|
161.0
|
-
|
-
|
-
|
-
|
61.9
|
161.0
|
-
|
-
|
61.9
|
161.0
|
||||||||||||||||||||||||||||||||||||
Jackson Robinson4
|
60.0
|
155.9
|
-
|
-
|
-
|
-
|
60.0
|
155.9
|
-
|
-
|
60.0
|
155.9
|
||||||||||||||||||||||||||||||||||||
Daniel Villalba4
|
84.4
|
217.5
|
-
|
-
|
-
|
-
|
84.4
|
217.5
|
-
|
-
|
84.4
|
217.5
|
||||||||||||||||||||||||||||||||||||
Total
|
1,652.8
|
1,564.0
|
996.4
|
957.7
|
770.9
|
-
|
1,652.8
|
1,564.0
|
1,767.3
|
957.7
|
3,420.1
|
2,521.7
|
(1) |
Long-term Incentive Awards includes Long-term Incentive Plan (LTIP) and Special One-Off Plan
|
(2) |
Mr. William Aziz, Mrs. Debora Del Favero, Mrs. Brenda Eprile, Mr. Michael Forsayeth, Mr. Michael Woollcombe, joined the Board of Directors on May 5, 2020 as independent non-executive Directors and were appointed as Chair of the
Compensation Committee, Chair of the Nominating and Corporate Governance Committee, Chair of the Audit Committee, Chair of the Related Parties Transactions Committee and Interim Chair of the Board, respectively.
|
(3) |
The CEO’s compensation is approved in Euros. It has been converted to U.S. dollars for presentation purposes, at the average exchange rate of each year, which is 1.14 $/€ in 2020 and 1.12 $/€ in 2019.
|
(4) |
Mr. Daniel Villalba, Mr. Robert Dove, Mr. Francisco J. Martinez and Mr. Jackson Robinson served as directors until May 5, 2020, and were Chair of the Board of Directors, Chair of the Nominating and Corporate Governance Committee, Chair
of the Audit Committee, and Chair of the Compensation Committee, respectively, until such date. Mr. Andrea Brentan was a director until May 5, 2020.
|
One-Third of
Restricted Stock Units (RSUs)
|
|
Price on Vesting Date
|
Total Cash Payment ($ thousand)
|
|||
One-Off Plan
|
14,535
|
$
|
27.97
|
430.3
|
LTIP
|
One- Third of Share Options
|
Price on
Vesting Date
|
LTIP Exercise Price per Option
|
Amount Vested
($ thousand)
|
|||||||||||
2019
|
40,693
|
$
|
27.97
|
$
|
19,60
|
340.7
|
Percentage
weight
|
Achievement
|
|
CAFD (cash available for distribution) – Equal or higher than the CAFD budgeted in the 2020 budget
|
40%
|
96%
|
EBITDA– Equal or Higher than the EBITDA budgeted in the 2020 budget
|
15%
|
102%
|
Close accretive acquisitions for the Company
|
20%
|
110%
|
Achieve health and safety targets - (Frequency with Leave / Lost Time Index below 3.5 and General Frequency Index below 11.0) based on reliable targets and consistent
measure metrics
|
10%
|
110.03%
|
Implement the succession plan
|
15%
|
100%
|
LTIP
|
Number of Restricted
Stock Units
|
Number of
Share Options
|
Face Value(*)
($ thousand)
|
Performance
Criteria
|
|||||
2020
|
33,641
|
103,842
|
$
|
1,180
|
RSU: 5% minimum Total Shareholder Return Performance Stock Unit Share Options: Time-Based Vesting
|
Bonus
|
LTIP awards(1)
|
|||||||||||||||||||
(In thousands of U.S. Dollars)
|
||||||||||||||||||||
Year
|
Total Pay
|
Percentage of
target
|
Amount of
Bonus(3)
|
Percentage of
maximum
|
Value
|
|||||||||||||||
2020
|
2,524.1
|
102.7
|
%
|
996.4
|
100
|
%
|
770.9
|
|||||||||||||
2019
|
1,685.4
|
100.7
|
%
|
957.7
|
-
|
-
|
||||||||||||||
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
|
(2)
|
-
|
-
|
-
|
-
|
||||||||||||||
2014
|
174.1
|
-
|
-
|
-
|
-
|
(1) |
Long-Term Incentive Awards includes LTIP and Special One-Off Plan
|
(2) |
Includes €1,189.50 thousand (approximately $1,319.6 thousand) termination payment received by Mr. Garoz after leaving the Company in November 25, 2015.
|
(3) |
Amount of bonus accrued by the Company at year-end and paid the next year. For example: In 2019, the Company accrued $957.7 thousand of the bonus paid to the Chief Executive Officer in 2020.
|
2020
|
||||||||||||
Name
|
Salary
|
Bonus
|
Long-Term Incentive Awards(1)
|
|||||||||
Independent, non-executive directors
|
||||||||||||
William Aziz(2)
|
n/a
|
n/a
|
n/a
|
|||||||||
Debora Del Favero(2)
|
n/a
|
n/a
|
n/a
|
|||||||||
Brenda Eprile(2)
|
n/a
|
n/a
|
n/a
|
|||||||||
Michael Forsayeth(2)
|
n/a
|
n/a
|
n/a
|
|||||||||
Michael Woollcombe(2)
|
n/a
|
n/a
|
n/a
|
|||||||||
Andrea Brentan(3)
|
3
|
%
|
n/a
|
n/a
|
||||||||
Robert Dove(3)
|
3
|
%
|
n/a
|
n/a
|
||||||||
Francisco J. Martinez(3)
|
3
|
%
|
n/a
|
n/a
|
||||||||
Jackson Robinson(3)
|
3
|
%
|
n/a
|
n/a
|
||||||||
Daniel Villalba(3)
|
3
|
%
|
n/a
|
n/a
|
||||||||
Executive director
|
||||||||||||
Santiago Seage (CEO)
|
2
|
%(5)
|
2
|
%(5)
|
n/a
|
(6)
|
||||||
Employees (excluding CEO) (4)
|
5
|
%
|
8
|
%
|
n/a
|
(6)
|
$ in million
|
Amount in
2020
|
Amount in
2019
|
Difference
|
|||||||||
Spend on pay for all employees(*)
|
54.5
|
32.2
|
22.3
|
|||||||||
Total remuneration of Directors
|
3.4
|
2.5
|
0.9
|
|||||||||
Dividends paid
|
168.8
|
159.0
|
9.8
|
Percentage
weight
|
|
CAFD (cash available for distribution) – Equal or higher than the CAFD budgeted in the 2021 budget
|
40%
|
EBITDA– Equal or Higher than the EBITDA budgeted in the 2021 budget
|
15%
|
Close accretive acquisitions for the Company
|
20%
|
Achieve health and safety targets - (Frequency with Leave / Lost Time Index below 3.5 and General frequency index below 10.0) based on reliable targets and consistent
measure metrics
|
10%
|
Management of relationships with key shareholders and partners
|
15%
|
a) |
Share Ownership Requirements
|
b) |
Deferred Restricted Share Unit Plan (DRSU Plan) for Non-Executive Directors
|
c) |
Clawback Policy
|
d)
|
Stock Units
|
Name of
Component
|
Description of Component
|
How Does This
Component Support the
Company’s (or Group’s)
Short and Long-Term
Objectives?
|
What is the
Maximum That
May Be Paid in
Respect of The
Component?
|
Framework Used to Assess Performance |
||||
Salary/fees
|
Fixed remuneration payable monthly.
|
Helps to recruit and retain executive directors and forms the basis of a competitive remuneration package.
|
Maximum amount €800 thousand (approximately $976 thousand), may be increased by 5% per year
Salary levels for peers are considered.
|
Not applicable.
No retention or clawback.
|
||||
Benefits
|
Opportunity to join existing plans for employees but without any increase in remuneration.
|
|||||||
Annual Bonus
|
Annual bonus is paid following the end of the financial year for performance over the year. There are no retention or forfeiture provisions.
|
Helps to offer a competitive remuneration package and align it with the company’s objectives.
|
200% of base salary.
|
40%-50% of CAFD.
10%-15% of EBITDA.
40%-50% of other operational or qualitative objectives.
No retention.
Clawback policy.
|
||||
Long Term Incentive Awards
|
Restricted stock units subject to certain vesting periods and minimum TSR.
|
Align executive directors and shareholders interests.
|
70% of target annual salary + bonus.
Special one-off plan in 2019 for 50% of 2019 salary + bonus.
|
Granted as restricted stock units subject to 5% average annual TSR. If the TSR performance condition has not been met during the vesting period, the participant's restricted stock units will
lapse on the vesting date.
Share units.
Clawback policy.
|
Restricted Stock Units
|
|
Nature
|
Conditions shall be based on continuing employment (or other service relationship) and achievement of a minimum 5% average annual TSR.
|
Exercisability and vesting period
|
The shares will vest on the third anniversary of the grant date but only if the annual TSR has been at least a 5% yearly average over such 3-year period. If the TSR has not met such threshold
during the period, the participant's relevant restricted stock units will lapse on the vesting date.
The Company will decide at vesting if cash or shares are given as payment.
|
Ownership and dividends
|
The participant will be entitled to receive, for each restricted stock unit held, 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 restricted stock unit vests.
|
◾
|
Minimum:
|
fixed remuneration only, assuming performance targets are not met for the annual bonus nor for the DRSU and assuming no value for the options vesting in the year.
|
|
◾
|
Target:
|
fixed remuneration, plus half of target annual bonus and LTIP and one-off plans vesting in 2021 at face value, using share price at grant date for units and option value at grant date for
options.
|
|
◾
|
Maximum:
|
fixed remuneration, plus maximum annual bonus and LTIP and one-off plans vesting in 2021 at face value, using share price at grant date for units and option value at grant date for options.
|
Name of
component
|
How does the Component
Support the Company’s
Objective?
|
Operation
|
Maximum
|
Fees and/or Deferred Restricted Share Units (DRSU)
|
Attract and retain the high-performing independent non-executive directors.
Align interests of non-executive independent directors with interests of shareholders.
|
Reviewed annually by the Compensation Committee and Board.
The lead independent director/chair of the Board and the chair of each committee receive additional fees.
|
Annual total compensation for -independent non-executive directors, in any case, the fees or DRSUs will not exceed two million dollars.
|
Benefits
|
Reasonable travel expenses to the Company’s registered office or venues for meetings.
|
Customary control procedures.
|
Real costs of travel with a maximum of one million dollars for all directors.
|
$ thousand
|
2020
|
2019
|
||||||
Short-term employee benefits
|
4,792.5
|
4,494.6
|
||||||
LTIP Awards
|
1,349.1
|
-
|
||||||
Post-employment benefits
|
-
|
-
|
||||||
Other long-term benefits
|
-
|
-
|
||||||
Termination benefits
|
-
|
-
|
||||||
Share-based payment
|
-
|
-
|
||||||
Total
|
6,141.6
|
4,494.6
|
Shares
|
Share Units(1)
|
Investment
Value
$ in thousands(2)
|
Minimum
Share Ownership
Requirements
|
Compliance
with
Policy(3)
|
||||||||
Santiago Seage
|
20,000
|
109,700
|
4,926
|
6 times fixed compensation
|
✔
|
|||||||
William Aziz
|
2,500
|
95
|
3 times annual compensation
|
On track
|
||||||||
Brenda Eprile
|
2,500
|
95
|
3 times annual compensation
|
On track
|
||||||||
Michael Forsayeth
|
1,600
|
61
|
3 times annual compensation
|
On track
|
||||||||
Michael Woollcombe
|
-
|
-
|
3 times annual compensation
|
On track
|
||||||||
Debora Del Favero
|
-
|
-
|
3 times annual compensation
|
On track
|
(1) |
Includes vested and non-vested Share Units as of December 31, 2020. LTIP share units subject to 5% minimum Total Shareholder Return Performance Stock Unit.
|
(2)
|
Assuming a share price of $37.98 as of December 31, 2020.
|
(3)
|
5-year window to comply with this policy.
|
Name
|
Position
|
|
Brenda Eprile
|
Chair
|
|
William Aziz
|
Member
|
|
Michael Forsayeth
|
Member
|
Name
|
Position
|
|
Debora Del Favero
|
Chair
|
|
Michael Forsayeth
|
Member
|
Name
|
Position
|
|
William Aziz
|
Chair
|
|
Debora Del Favero
|
Member
|
Name
|
Position
|
|
Michael Forsayeth
|
Chair
|
|
William Aziz
|
Member
|
|
Brenda Eprile
|
Member
|
Year ended December 31,
|
||||||||||||
Geography
|
2020
|
2019
|
2018
|
|||||||||
EMEA
|
55
|
50
|
53
|
|||||||||
North America
|
243
|
229
|
31
|
|||||||||
South America
|
51
|
43
|
37
|
|||||||||
Corporate
|
107
|
103
|
96
|
|||||||||
Total
|
456
|
425
|
217
|
-
|
Directors receiving remuneration from the Company: 3 times their annual compensation;
|
-
|
CEO: 6 times his fixed compensation;
|
-
|
CFO: 3 times his fixed compensation;
|
-
|
Other executives: 2 times their fixed compensation.
|
• |
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
|
||||||||
Santiago Seage
|
20,000
|
-
|
||||||
William Aziz
|
2,500
|
-
|
||||||
Brenda Eprile
|
2,500
|
-
|
||||||
Michael Forsayeth
|
1,600
|
-
|
||||||
Michael Woollcombe
|
-
|
-
|
||||||
Debora Del Favero
|
-
|
-
|
||||||
5% Beneficial Owners
|
||||||||
Algonquin (AY Holdco) B.V. (1)
|
48,962,925
|
44.2
|
%
|
|||||
Morgan Stanley (2)
|
5,918,853
|
5.5
|
%
|
|||||
BlackRock Inc.(3)
|
5,864,325
|
5.5
|
%
|
(1) |
This information is based solely on the Schedule 13D filed on January 7, 2021 by Algonquin Power & Utilities Corp., a corporation incorporated under the laws of Canada, 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 10, 2021 by Morgan Stanley, corporation incorporated under the laws of Delaware. The registered address of Morgan Stanley is 1585 Broadway New
York, NY 10036.
|
(3) |
This information is based solely on the Schedule 13G filed on February 2, 2021 by BlackRock Inc., a corporation incorporated under the laws of Delaware. The registered address of BlacRock is 55 East 52nd Street,
New York, NY 10055.
|
Declared
|
Record
|
Payable
|
Amount ($) per share
|
February 26, 2021
|
March 12, 2021
|
March 22, 2021
|
0.42
|
November 4, 2020
|
November 30, 2020
|
December 15, 2020
|
0.42
|
July 31, 2020
|
August 31, 2020
|
September 15, 2020
|
0.42
|
May 6, 2020
|
June 1, 2020
|
June 15, 2020
|
0.41
|
February 26, 2020
|
March 12, 2020
|
March 23, 2020
|
0.41
|
November 5, 2019
|
November 29, 2019
|
December 13, 2019
|
0.41
|
August 2, 2019
|
August 30, 2019
|
September 13, 2019
|
0.40
|
May 7, 2019
|
June 3, 2019
|
June 14, 2019
|
0.39
|
February 26, 2019
|
March 12, 2019
|
March 22, 2019
|
0.37
|
October 31, 2018
|
November 30, 2018
|
December 14, 2018
|
0.36
|
August 6, 2018
|
August 31, 2018
|
September 15, 2018
|
0.34
|
May 14, 2018
|
May 31, 2018
|
June 15, 2018
|
0.32
|
March 7, 2018
|
March 19, 2018
|
March 27, 2018
|
0.31
|
• |
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.
|
• |
Additionally, indebtedness we have incurred under the Note Issuance Facility 2019, the Note Issuance Facility 2020, the 2020 Green Private Placement and the Revolving Credit Facility contain, among other
covenants, certain financial incurrence and maintenance covenants, as applicable. See “Item 5.B—Liquidity and Capital Resources—Financing Arrangements.”
|
• |
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 the operating performance of our assets, operational costs, capital expenditures required in the assets, collections from our off-takers, compliance with the terms of project debt including debt
repayment schedules and cash reserve accounts requirements, compliance with the terms of corporate debt, compliance with all the applicable laws and regulations and working capital requirements. 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.
|
• |
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, low production,
unexpected operating interruptions, legal liabilities, costs associated with governmental regulation, changes in governmental subsidies, delays in collections from our off-takers, 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.
|
A. |
• |
you hold Atlantica Sustainable Infrastructure 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 Sustainable Infrastructure 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.
|
• |
Project debt in euro: 100% of the notional amount, maturities until 2030 and average strike interest rates of between 0.00% and 4.87%
|
• |
Project debt in U.S. dollars: between 72% and 100% of the notional amount, maturities until 2034 and average strike interest rates of between 1.98% and 5.27%
|
(a) |
Evaluation of Disclosure Controls and Procedures
|
EY
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,391
|
54
|
1,445
|
|||||||||
Audit-Related Fees
|
516
|
-
|
516
|
|||||||||
Tax Fees
|
502
|
-
|
502
|
|||||||||
All Other Fees
|
15
|
-
|
15
|
|||||||||
Total
|
2,424
|
54
|
2,478
|
EY
|
Other
Auditors
|
Total
|
||||||||||
($ in thousands)
|
||||||||||||
Audit Fees
|
1,293
|
61
|
1,354
|
|||||||||
Audit-Related Fees
|
481
|
-
|
481
|
|||||||||
Tax Fees
|
406
|
-
|
406
|
|||||||||
All Other Fees
|
271
|
-
|
271
|
|||||||||
Total
|
2,451
|
61
|
2,512
|
• |
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 policy categorizes the audit and permitted non-audit services that are pre-approved by the Audit Committee in the following way:
|
o |
Audit services, including audit of financial statements, limited reviews, comfort letters, other verification works requested by regulator or supervisors;
|
o |
Audit-related services, including due diligence services, verification of corporate social responsibility report, accounting or internal control advisory and preparation courses on these topics;
|
o |
Tax services;
|
o |
Other specific services, such as evaluation of the design, implementation and operation of a financial information system or control over financial reporting;
|
• |
Courses or seminars.
|
• |
For non-audit services, the accumulated fees must remain below the threshold of 70% of the audit services fees, excluding fees reinvoiced to our major shareholder; and
|
• |
The policy also includes a list of those services that are expressly prohibited.
|
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).
|
||
Description of Securities Registered under Section 12 of the Exchange Act
|
||
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).
|
||
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).
|
||
Credit and Guaranty 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 Guaranty Agreement, dated January 24, 2019 (incorporated by reference from Exhibit 4.14 from Atlantica Yield plc’s Form 20-F filed with the SEC on
February 28, 2019 – SEC File No. 001-36487).
|
||
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).
|
||
The Note Issuance Facility, dated April 30, 2019, among Atlantica Yield plc, the guarantors named therein, FSS Trustee Corporation, as trustee, Lucid Agency Services, as agent, and a group of
funds managed by Westbourne Capital as purchasers of the notes issued thereunder (incorporated by reference from Exhibit 99.1 from Atlantica Yield plc’s Form 6-K filed with the SEC on May 10, 2019 – SEC File No. 001-36487).
|
||
Second Amendment to Credit and Guaranty Agreement, dated August 2, 2019 (incorporated by reference from Exhibit 4.18 from Atlantica Yield plc’s Form 6-K filed with the SEC on November 7, 2019
– SEC File No. 001-36487).
|
||
Enhanced Cooperation Agreement, dated May 9, 2019, by and among Algonquin Power & Utilities, Corp., Atlantica Yield plc and Abengoa-Algonquin Global Energy Solutions B.V(incorporated by
reference from Exhibit 99.1 from Atlantica Yield plc’s Form 6-K filed with the SEC on August 7, 2019 – SEC File No. 001-36487).
|
||
Subscription Agreement, dated May 9, 2019, by and between Algonquin Power & Utilities, Corp. and Atlantica Yield plc (incorporated by reference from Exhibit 99.2 from Atlantica Yield plc’s
Form 6-K filed with the SEC on August 7, 2019 – SEC File No. 001-36487).
|
||
AYES Shareholder Agreement, dated May 24, 2019, by and among Algonquin Power & Utilities, Corp., Atlantica Yield plc and Atlantica Yield Energy Solutions Canada Inc. (incorporated by
reference from Exhibit 99.3 from Atlantica Yield plc’s Form 6-K filed with the SEC on August 7, 2019 – SEC File No. 001-36487).
|
||
Third Amendment to Credit and Guaranty Agreement, dated December 17, 2019 (incorporated by reference from Exhibit 4.19 from Atlantica Yield plc’s Form 20-F filed with the SEC on February 28,
2020 – SEC File No. 001-36487).
|
Note Purchase Agreement, dated March 20, 2020, between Atlantica Yield plc and a group of institutional investors as purchasers of the notes issued thereunder (incorporated by reference from
Exhibit 4.20 from Atlantica Yield plc’s Form 6-K filed with the SEC on May 7, 2020 – SEC File No. 001-36487).
|
|||
Memorandum and Articles of Association of Atlantica Sustainable Infrastructure Jersey Limited (incorporated by reference from Exhibit 4.21 from Atlantica Sustainable Infrastructure plc’s Form
6-K filed with the SEC on August 3, 2020 – SEC File No. 001-36487).
|
|||
Indenture (including Form of Global Note) relating to Atlantica Sustainable Infrastructure Jersey Limited’s 4.00% Green Exchangeable Senior Notes due 2025, dated July 17, 2020, by and among
Atlantica Sustainable Infrastructure Jersey Limited, as Issuer, Atlantica Sustainable Infrastructure plc, as Guarantor, BNY Mellon Corporate Trustee Services Limited, as Trustee, The Bank of New York Mellon, London Branch, as Paying and
Exchange Agent, and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Note Registrar and Transfer Agent (incorporated by reference from Exhibit 4.22 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on
August 3, 2020 – SEC File No. 001-36487).
|
|||
Deed Poll granted by Atlantica Sustainable Infrastructure plc, as Guarantor, in favor of Atlantica Sustainable Infrastructure Jersey Limited, as Issuer, dated July 17, 2020, in connection with
the 4.00% Green Exchangeable Senior Notes due 2025 (incorporated by reference from Exhibit 4.23 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on August 3, 2020 – SEC File No. 001-36487).
|
|||
The Note Issuance Facility for an amount of €140 million, dated July 8, 2020, among Atlantica Sustainable Infrastructure plc, the guarantors named therein, Lucid Agency Services Limited, as
facility agent, and a group of funds managed by Westbourne Capital as purchasers of the notes issued thereunder (incorporated by reference from Exhibit 4.24 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on
August 3, 2020 – SEC File No. 001-36487).
|
|||
Fourth Amendment to Credit and Guaranty Agreement, dated August 28, 2020 (incorporated by reference from Exhibit 4.25 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the
SEC on November 6, 2020 – SEC File No. 001-36487).
|
|||
Amendment No. 2 to Note Issuance Facility Agreement, dated October 23, 2020 (incorporated by reference from Exhibit 4.26 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the
SEC on November 6, 2020 – SEC File No. 001-36487).
|
|||
4.27 |
Underwriting Agreement, dated December 9, 2020, between Atlantica Sustainable Infrastructure plc, as issuer, and BofA Securities, Inc., CIBC World Markets Corp. and MUFG Securities
Americas Inc., as underwriters (incorporated by reference from Exhibit 1.1 from Atlantica Sustainable Infrastructure plc’s Form 6-K filed with the SEC on December 10, 2020 – SEC File No. 001-36487)
|
||
Subsidiaries of Atlantica Sustainable Infrastructure plc
|
|||
Certification of Santiago Seage, Chief Executive Officer of Atlantica Sustainable Infrastructure plc, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|||
Certification of Francisco Martinez-Davis, Chief Financial Officer of Atlantica Sustainable Infrastructure 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 EY
|
|||
Consent of Deloitte
|
|||
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 SUSTAINABLE INFRASTRUCTURE PLC
|
|||
By:
|
/s/ Santiago Seage
|
||
Name:
|
Santiago Seage
|
||
Title:
|
Chief Executive Officer
|
ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
|
|||
By:
|
/s/ Francisco Martinez-Davis
|
||
Name:
|
Francisco Martinez-Davis
|
||
Title:
|
Chief Financial Officer
|
Report of Ernst and Young, S.L.
|
F-1
|
Report of Deloitte, S.L.
|
F-6
|
Consolidated statements of financial position as of December 31, 2020 and 2019
|
F-7
|
Consolidated income statements for the years ended December 31, 2020, 2019 and 2018
|
F-9
|
Consolidated financial statements of comprehensive income for the years ended December 31, 2020, 2019 and 2018
|
F-10
|
Consolidated statements of changes in equity for the years ended December 31, 2020, 2019 and 2018
|
F-11
|
Consolidated cash flow statements for the years ended December 31, 2020, 2019 and 2018
|
F-14
|
Notes to the annual consolidated financial statements
|
F-15
|
Appendix I: Entities included in the Group as subsidiaries as of December 31, 2020 and 2019
|
F-57
|
Appendix II: Investments recorded under the equity method as of December 31, 2020
|
F-61
|
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, 2020 and 2019
|
F-63
|
Appendix IV: Additional Information of Subsidiaries including material Non-controlling interest as of December 31, 2020
|
F-80
|
Appendix V (Schedule I): Condensed Financial Statements of Atlantica Sustainable Infrastructure plc
|
F-82
|
Description of the
Matter
|
At December 31, 2020, the Company's revenues, totaling $ 1,013 million, were derived exclusively from its assets across a range of different geographies. The most significant assets and technologies of the Company are renewable
energy, efficient natural gas, transmission lines and water assets. As described in Note 6 to the consolidated financial statements, these assets are referred to as “contracted concessional assets”, totaling $ 8,155 million at December
31, 2020, which are primarily classified as intangible assets or as financial assets, depending on the nature of the payment entitlements established in the agreement. Revenue derived from the Company's contracted concessional assets
are governed by power purchase agreements (“PPAs”) with the Company's customers, known as “off-takers” or by regulation.
As indicated in Note 2 to the consolidated financial statements, the Company reviews its contracted concessional assets for impairment indicators whenever events or changes in circumstances (“triggering events”) indicate that the
carrying amounts of the assets or group of assets may not be recoverable, or previous impairment losses are no longer adequate. As discussed in Note 6, management identified triggering events at the
Solana asset located in the United States along with certain assets located in Uruguay and Spain.
Auditing the Company’s recoverability assessment related to the contracted concessional assets involves significant judgment in determining whether a triggering event occurred and, if an event did occur, in the assumptions used by
management in the determination if an impairment should be recorded or reversed. The main inputs considered when evaluating the triggering events include the performance of the plants in relation to external conditions such as weather
and technology changes, as well as legal and tax changes and financial conditions, among others. As indicated in Note 6, significant assumptions which required substantial judgement or estimation used in the impairment calculations of
the assets referred above, include: discount rates and projections considering real data based on energy generation, contract terms, and changes in both, projected energy selling prices and costs.
|
How We
Addressed the
Matter in Our
Audit
|
We obtained an understanding of the Company's process related to the recoverability assessment of the Company's contracted concessional assets. We evaluated the design and tested the operating effectiveness of the controls for
identifying and evaluating potential impairment indicators or triggering events.
To test the Company’s impairment indicators identified for all contracted concessional assets, our audit procedures included, among others, validating the inputs and assumptions used by management by comparing actual energy
generated versus budget, obtaining updates on regulatory matters on all significant locations and evaluating the financial situation of the off-takers.
For those assets where triggering events were present (Solana (US Asset) and certain assets in Spain and Uruguay), we evaluated the design and tested the operating effectiveness of controls over the current year impairment
calculation, including management’s review of the significant assumptions used.
As part of our audit procedures, we assessed the appropriateness of the main inputs used in the cash flow projections by comparing the future performance of the assets to their historical production and evaluating the consistency
of the actual incomes and costs versus budget for the year 2020, as well as the adequacy of the related disclosures in the Company’s financial statements. For the discount rate, we involved our specialists to assist us in
recalculating and developing a range of discount rates, which we compared to those used by the Company. Finally, we also developed an independent sensitivity analysis through the performance of various stress tests on the primary
assumptions used by management, including energy generation and discount rates used in the models.
|
/s/ ERNST & YOUNG, S.L.
|
|
We have served as the Company's auditor since 2019
|
|
Madrid, Spain
|
|
February 27, 2021
|
/s/ ERNST & YOUNG, S.L.
|
|
Madrid, Spain
|
|
February 27, 2021 |
/s/ Deloitte, S.L.
|
|
Madrid, Spain
|
|
February 26, 2019
|
As of December 31,
|
||||||||||||
Note (1)
|
2020
|
2019
|
||||||||||
Assets
|
||||||||||||
Non-current assets
|
||||||||||||
Contracted concessional assets
|
6
|
8,155,418
|
8,161,129
|
|||||||||
Investments carried under the equity method
|
7
|
116,614
|
139,925
|
|||||||||
Other receivables accounts
|
8
|
88,655
|
88,405
|
|||||||||
Derivative assets
|
8&9
|
1,099
|
3,182
|
|||||||||
Financial investments
|
8
|
89,754
|
91,587
|
|||||||||
Deferred tax assets
|
18
|
152,290
|
147,966
|
|||||||||
Total non-current assets
|
8,514,076
|
8,540,607
|
||||||||||
Current assets
|
||||||||||||
Inventories
|
23,958
|
20,268
|
||||||||||
Trade receivables
|
11
|
258,087
|
242,008
|
|||||||||
Credits and other receivables
|
11
|
73,648
|
75,560
|
|||||||||
Trade and other receivables
|
8&11
|
331,735
|
317,568
|
|||||||||
Financial investments
|
8
|
200,084
|
218,577
|
|||||||||
Cash and cash equivalents
|
8&12
|
868,501
|
562,795
|
|||||||||
Total current assets
|
1,424,278
|
1,119,208
|
||||||||||
Total assets
|
9,938,354
|
9,659,815
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
As of December 31,
|
||||||||||||
Note (1)
|
2020
|
2019
|
||||||||||
Equity and liabilities
|
||||||||||||
Equity attributable to the Company
|
||||||||||||
Share capital
|
13
|
10,667
|
10,160
|
|||||||||
Share premium
|
13
|
1,011,743
|
1,011,743
|
|||||||||
Capital reserves
|
13
|
881,745
|
889,057
|
|||||||||
Other reserves
|
9
|
96,641
|
73,797
|
|||||||||
Accumulated currency translation differences
|
13
|
(99,925
|
)
|
(90,824
|
)
|
|||||||
Accumulated deficit
|
13
|
(373,489
|
)
|
(385,457
|
)
|
|||||||
Non-controlling interest
|
13
|
213,499
|
206,380
|
|||||||||
Total equity
|
1,740,881
|
1,714,856
|
||||||||||
Non-current liabilities
|
||||||||||||
Long-term corporate debt
|
14
|
970,077
|
695,085
|
|||||||||
Borrowings
|
3,862,068
|
3,351,780
|
||||||||||
Notes and bonds
|
1,063,200
|
718,129
|
||||||||||
Long-term project debt
|
15
|
4,925,268
|
4,069,909
|
|||||||||
Grants and other liabilities
|
16
|
1,229,767
|
1,658,867
|
|||||||||
Derivative liabilities
|
9
|
328,184
|
298,744
|
|||||||||
Deferred tax liabilities
|
18
|
260,923
|
248,996
|
|||||||||
Total non-current liabilities
|
7,714,219
|
6,971,601
|
||||||||||
Current liabilities
|
||||||||||||
Short-term corporate debt
|
14
|
23,648
|
28,706
|
|||||||||
Borrowings
|
261,788
|
754,135
|
||||||||||
Notes and bonds
|
50,558
|
28,304
|
||||||||||
Short-term project debt
|
15
|
312,346
|
782,439
|
|||||||||
Trade payables and other current liabilities
|
17
|
92,557
|
128,062
|
|||||||||
Income and other tax payables
|
54,703
|
34,151
|
||||||||||
Total current liabilities
|
483,254
|
973,358
|
||||||||||
Total equity and liabilities
|
9,938,354
|
9,659,815
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note (1)
|
For the year ended December 31,
|
|||||||||||||||
2020
|
2019
|
2018
|
||||||||||||||
Revenue
|
4
|
1,013,260
|
1,011,452
|
1,043,822
|
||||||||||||
Other operating income
|
20
|
99,525
|
93,774
|
132,557
|
||||||||||||
Employee benefit expenses
|
20
|
(54,464
|
)
|
(32,246
|
)
|
(15,130
|
)
|
|||||||||
Depreciation, amortization, and impairment charges
|
6
|
(408,604
|
)
|
(310,755
|
)
|
(362,697
|
)
|
|||||||||
Other operating expenses
|
20
|
(276,666
|
)
|
(261,776
|
)
|
(310,642
|
)
|
|||||||||
Operating profit
|
373,051
|
500,449
|
487,910
|
|||||||||||||
Financial income
|
21
|
7,052
|
4,121
|
36,444
|
||||||||||||
Financial expense
|
21
|
(378,386
|
)
|
(407,990
|
)
|
(425,019
|
)
|
|||||||||
Net exchange differences
|
21
|
(1,351
|
)
|
2,674
|
1,597
|
|||||||||||
Other financial income/(expense), net
|
21
|
40,875
|
(1,153
|
)
|
(8,235
|
)
|
||||||||||
Financial expense, net
|
(331,810
|
)
|
(402,348
|
)
|
(395,213
|
)
|
||||||||||
Share of profit of associates carried under the equity method
|
7
|
510
|
7,457
|
5,231
|
||||||||||||
Profit before income tax
|
41,751
|
105,558
|
97,928
|
|||||||||||||
Income tax expense
|
18
|
(24,877
|
)
|
(30,950
|
)
|
(42,659
|
)
|
|||||||||
Profit for the year
|
16,874
|
74,608
|
55,269
|
|||||||||||||
Profit attributable to non-controlling interests
|
(4,906
|
)
|
(12,473
|
)
|
(13,673
|
)
|
||||||||||
Profit for the year attributable to the Company
|
11,968
|
62,135
|
41,596
|
|||||||||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
22
|
101,879
|
101,063
|
100,217
|
||||||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
22
|
103,392
|
101,063
|
100,217
|
||||||||||||
Basic earnings per share (U.S. dollar per share)
|
22
|
0.12
|
0.61
|
0.42
|
||||||||||||
Diluted earnings per share (U.S. dollar per share)
|
22
|
0.12
|
0.61
|
0.42
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
For the year ended December 31,
|
||||||||||||||||
Note (1)
|
2020
|
2019
|
2018
|
|||||||||||||
Profit for the year
|
16,874
|
74,608
|
55,269
|
|||||||||||||
Items that may be subject to transfer to income statement
|
||||||||||||||||
Change in fair value of cash flow hedges
|
(26,272
|
)
|
(81,713
|
)
|
(40,220
|
)
|
||||||||||
Currency translation differences
|
(9,947
|
)
|
(22,284
|
)
|
(57,628
|
)
|
||||||||||
Tax effect
|
5,897
|
20,088
|
6,195
|
|||||||||||||
Net expenses recognized directly in equity
|
(30,322
|
)
|
(83,909
|
)
|
(91,653
|
)
|
||||||||||
Cash flow hedges
|
9
|
58,381
|
55,765
|
67,519
|
||||||||||||
Tax effect
|
(14,595
|
)
|
(13,941
|
)
|
(16,880
|
)
|
||||||||||
Transfers to income statement
|
43,786
|
41,824
|
50,639
|
|||||||||||||
Other comprehensive income/(loss)
|
13,464
|
(42,085
|
)
|
(41,014
|
)
|
|||||||||||
Total comprehensive income for the year
|
30,338
|
32,523
|
14,255
|
|||||||||||||
Total comprehensive income attributable to non-controlling interest
|
(4,627
|
)
|
(12,429
|
)
|
(11,954
|
)
|
||||||||||
Total comprehensive income attributable to the Company
|
25,711
|
20,094
|
2,301
|
(1) |
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
Deficit
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2018
|
10,022
|
1,981,881
|
181,348
|
82,294
|
(489,026
|
)
|
(18,147
|
)
|
1,748,372
|
136,595
|
1,884,967
|
|||||||||||||||||||||||||
Profit 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
|
||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
- |
(133,289
|
)
|
-
|
-
|
-
|
(133,289
|
)
|
(9,821
|
)
|
(143,110
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2018
|
10,022
|
1,981,881
|
48,059
|
95,011
|
(449,274
|
)
|
(68,315
|
)
|
1,617,384
|
138,728
|
1,756,112
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
Deficit
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2019
|
10,022
|
1,981,881
|
48,059
|
95,011
|
(449,274
|
)
|
(68,315
|
)
|
1,617,384
|
138,728
|
1,756,112
|
|||||||||||||||||||||||||
Profit for the year after taxes
|
-
|
-
|
-
|
-
|
62,135
|
-
|
62,135
|
12,473
|
74,608
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
-
|
(27,947
|
)
|
1,682
|
-
|
(26,265
|
)
|
317
|
(25,948
|
)
|
||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
-
|
(22,509
|
)
|
(22,509
|
)
|
225
|
(22,284
|
)
|
||||||||||||||||||||||||
Tax effect
|
-
|
-
|
-
|
6,733
|
-
|
-
|
6,733
|
(586
|
)
|
6,147
|
||||||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
(21,214
|
)
|
1,682
|
(22,509
|
)
|
(42,041
|
)
|
(44
|
)
|
(42,085
|
)
|
||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
-
|
(21,214
|
)
|
63,817
|
(22,509
|
)
|
20,094
|
12,429
|
32,523
|
|||||||||||||||||||||||||
Capital increase (Note 13)
|
138
|
29,862
|
-
|
-
|
-
|
-
|
30,000
|
-
|
30,000
|
|||||||||||||||||||||||||||
Amherst Island (Note 7)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
92,303
|
92,303
|
|||||||||||||||||||||||||||
Reduction of Share Premium (Note 13)
|
-
|
(1,000,000
|
)
|
1,000,000
|
-
|
-
|
-
|
-
|
-
|
-
|
||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
-
|
(159,002
|
)
|
-
|
-
|
-
|
(159,002
|
)
|
(37,080
|
)
|
(196,082
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2019
|
10,160
|
1,011,743
|
889,057
|
73,797
|
(385,457
|
)
|
(90,824
|
)
|
1,508,476
|
206,380
|
1,714,856
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
Deficit
|
Accumulated
currency
translation
differences
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2020
|
10,160
|
1,011,743
|
889,057
|
73,797
|
(385,457
|
)
|
(90,824
|
)
|
1,508,476
|
206,380
|
1,714,856
|
|||||||||||||||||||||||||
Profit for the year after taxes
|
-
|
-
|
-
|
-
|
11,968
|
-
|
11,968
|
4,906
|
16,874
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges
|
-
|
-
|
-
|
31,353
|
-
|
-
|
31,353
|
756
|
32,109
|
|||||||||||||||||||||||||||
Currency translation differences
|
-
|
-
|
-
|
-
|
-
|
(9,101
|
)
|
(9,101
|
)
|
(846
|
)
|
(9,947
|
)
|
|||||||||||||||||||||||
Tax effect
|
-
|
-
|
-
|
(8,509
|
)
|
-
|
- |
(8,509
|
)
|
(189
|
)
|
(8,698
|
)
|
|||||||||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
22,844
|
-
|
(9,101
|
)
|
13,743
|
(279
|
)
|
13,464
|
|||||||||||||||||||||||||
Total comprehensive income
|
-
|
-
|
-
|
22,844
|
11,968
|
(9,101
|
)
|
25,711
|
4,627
|
30,338
|
||||||||||||||||||||||||||
Capital increase (Note 13)
|
507
|
-
|
161,347
|
-
|
-
|
-
|
161,854
|
-
|
161,854
|
|||||||||||||||||||||||||||
Business combinations (Note 5)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
25,308
|
25,308
|
|||||||||||||||||||||||||||
Distributions (Note 13)
|
-
|
-
|
(168,659
|
)
|
-
|
-
|
-
|
(168,659
|
)
|
(22,816
|
)
|
(191,475
|
)
|
|||||||||||||||||||||||
Balance as of December 31, 2020
|
10,667
|
1,011,743
|
881,745
|
96,641
|
(373,489
|
)
|
(99,925
|
)
|
1,527,382
|
213,499
|
1,740,881
|
For the year ended
|
||||||||||||||||
Note (1)
|
2020
|
2019
|
2018
|
|||||||||||||
I. Profit for the year
|
16,874
|
74,608
|
55,269
|
|||||||||||||
Non-monetary adjustments
|
||||||||||||||||
Depreciation, amortization and impairment charges
|
6
|
408,604
|
310,755
|
362,697
|
||||||||||||
Financial (income)/expenses
|
21
|
315,151
|
405,634
|
396,411
|
||||||||||||
Fair value (gains)/losses on derivative financial instruments
|
21
|
15,308
|
(613
|
)
|
399
|
|||||||||||
Shares of (profits)/losses from associates
|
7
|
(510
|
)
|
(7,457
|
)
|
(5,231
|
)
|
|||||||||
Income tax
|
18
|
24,877
|
30,950
|
42,659
|
||||||||||||
Other non-monetary items
|
(21,633
|
)
|
(37,432
|
)
|
(99,280
|
)
|
||||||||||
II. Profit for the year adjusted by non monetary items
|
758,671
|
776,445
|
752,924
|
|||||||||||||
Variations in working capital
|
||||||||||||||||
Inventories
|
(4,590
|
)
|
(1,343
|
)
|
(1,991
|
)
|
||||||||||
Trade and other receivables
|
11
|
(790
|
)
|
(71,505
|
)
|
5,564
|
||||||||||
Trade payables and other current liabilities
|
17
|
(9,771
|
)
|
(36,533
|
)
|
(4,898
|
)
|
|||||||||
Financial investments and other current assets/liabilities
|
(18,061
|
)
|
(3,970
|
)
|
(17,019
|
)
|
||||||||||
III. Variations in working capital
|
(33,212
|
)
|
(113,351
|
)
|
(18,344
|
)
|
||||||||||
Income tax received/(paid)
|
(16,425
|
)
|
(23
|
)
|
(12,525
|
)
|
||||||||||
Interest received
|
5,148
|
10,135
|
6,726
|
|||||||||||||
Interest paid
|
(275,961
|
)
|
(309,625
|
)
|
(327,738
|
)
|
||||||||||
A. Net cash provided by operating activities
|
438,221
|
363,581
|
401,043
|
|||||||||||||
Acquisitions of subsidiaries and entities under equity method
|
5&7
|
2,453
|
(173,366
|
)
|
(70,672
|
)
|
||||||||||
Investments in contracted concessional assets*
|
6
|
(1,361
|
)
|
22,009
|
68,048
|
|||||||||||
Distributions from entities under the equity method
|
7
|
22,246
|
30,443
|
4,432
|
||||||||||||
Other non-current assets/liabilities
|
(29,198
|
)
|
2,703
|
(16,668
|
)
|
|||||||||||
B. Net cash (used in)/provided by investing activities
|
(5,860
|
)
|
(118,211
|
)
|
(14,860
|
)
|
||||||||||
Proceeds from Project debt
|
15
|
603,949
|
5,860
|
16,266
|
||||||||||||
Proceeds from Corporate debt
|
14
|
678,651
|
352,966
|
107,501
|
||||||||||||
Repayment of Project debt
|
15
|
(621,691
|
)
|
(282,255
|
)
|
(331,964
|
)
|
|||||||||
Repayment of Corporate debt
|
14
|
(502,042
|
)
|
(320,815
|
)
|
(54,000
|
)
|
|||||||||
Dividends paid to Company´s shareholders
|
13
|
(168,659
|
)
|
(159,002
|
)
|
(133,289
|
)
|
|||||||||
Dividends paid to Non-controlling interests
|
13
|
(22,944
|
)
|
(29,239
|
)
|
(9,745
|
)
|
|||||||||
Purchase of Liberty´s equity interests in Solana
|
16
|
(266,850
|
)
|
-
|
- | |||||||||||
Non-controlling interests capital contribution
|
7
|
-
|
92,303
|
-
|
||||||||||||
Capital increase
|
13
|
162,246
|
30,000
|
-
|
||||||||||||
C. Net cash used in financing activities
|
(137,340
|
)
|
(310,182
|
)
|
(405,231
|
)
|
||||||||||
Net increase/(decrease) in cash and cash equivalents
|
295,021
|
(64,812
|
)
|
(19,048
|
)
|
|||||||||||
Cash and cash equivalents at beginning of the year
|
12
|
562,795
|
631,542
|
669,387
|
||||||||||||
Translation differences cash and cash equivalents
|
10,685
|
(3,935
|
)
|
(18,797
|
)
|
|||||||||||
Cash and cash equivalents at the end of the year
|
12
|
868,501
|
562,795
|
631,542
|
*
|
Includes proceeds for $7.4 million, $22.2 million and $72.6 million in 2020, 2019 and 2018 respectively (Note 6).
|
(1)
|
Notes 1 to 23 are an integral part of the consolidated financial statements
|
Note 1.- Nature of the business
|
F-16
|
Note 2.- Significant accounting policies
|
F-20
|
Note 3.- Financial risk management
|
F-30
|
Note 4.- Financial information by segment
|
F-31
|
Note 5.- Business combinations
|
F-36
|
Note 6.- Contracted concessional assets
|
F-37
|
Note 7.- Investments carried under the equity method
|
F-40
|
Note 8.- Financial instruments by category
|
F-42
|
Note 9.- Derivative financial instruments
|
F-43
|
Note 10.- Related parties
|
F-44
|
Note 11.- Trade and other receivables
|
F-45
|
Note 12.- Cash and cash equivalents
|
F-45
|
Note 13.- Equity
|
F-46
|
Note 14.- Corporate debt
|
F-47
|
Note 15.- Project debt
|
F-49
|
Note 16.- Grants and other liabilities
|
F-51
|
Note 17.-Trade payables and other current liabilities
|
F-52
|
Note 18.- Income tax
|
F-52
|
Note 19.- Commitments, third-party guarantees, contingent assets and liabilities
|
F-55
|
Note 20.- Employee benefit expenses and other operating income and expenses
|
F-56
|
Note 21.- Financial expense, net
|
F-57
|
Note 22.- Earnings per share
|
F-58
|
Note 23.- Other information
|
F-58
|
Appendices(1)
|
F-60
|
- |
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.
|
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
|
23
|
Mojave
|
Renewable
(Solar)
|
100%
|
California
(USA)
|
USD
|
280 MW
|
BB-/WR/BB
|
2014
|
19
|
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
|
17/16
|
Solacor 1 & 2
|
Renewable
(Solar)
|
87%(2)
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/16
|
PS10 & PS20
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
31 MW
|
A/Baa1/A-
|
2007&
2009
|
11/13
|
Helioenergy 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2011
|
16/16
|
Helios 1 & 2
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2012
|
16/17
|
Solnova 1, 3 & 4
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
3x50 MW
|
A/Baa1/A-
|
2010
|
14/14/15
|
Solaben 1 & 6
|
Renewable
(Solar)
|
100%
|
Spain
|
Euro
|
2x50 MW
|
A/Baa1/A-
|
2013
|
18/18
|
Seville PV
|
Renewable
(Solar)
|
80%(6)
|
Spain
|
Euro
|
1 MW
|
A/Baa1/A-
|
2006
|
15
|
Kaxu
|
Renewable
(Solar)
|
51%(3)
|
South
Africa
|
Rand
|
100 MW
|
BB-/Ba2/
BB-(11)
|
2015
|
14
|
Palmatir
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
13
|
Cadonal
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-(12)
|
2014
|
14
|
Melowind
|
Renewable
(Wind)
|
100%
|
Uruguay
|
USD
|
50 MW
|
BBB/Baa2/BBB-
|
2015
|
15
|
Mini-Hydro
|
Renewable
(Hydraulic)
|
100%
|
Peru
|
USD
|
4 MW
|
BBB+/A3/BBB+
|
2012
|
12
|
ACT
|
Efficient
natural gas
|
100%
|
Mexico
|
USD
|
300 MW
|
BBB/ Ba2/
BB-
|
2013
|
12
|
Monterrey
|
Efficient
natural gas
|
30%
|
Mexico
|
USD
|
142 MW
|
Not rated
|
2018
|
18
|
ATN (13)
|
Transmission
line
|
100%
|
Peru
|
USD
|
379 miles
|
BBB+/A3/BBB+
|
2011
|
20
|
ATS
|
Transmission
line
|
100%
|
Peru
|
USD
|
569 miles
|
BBB+/A3/BBB+
|
2014
|
23
|
ATN 2
|
Transmission
line
|
100%
|
Peru
|
USD
|
81 miles
|
Not rated
|
2015
|
12
|
Quadra 1 & 2
|
Transmission
line
|
100%
|
Chile
|
USD
|
49 miles/
32 miles
|
Not rated
|
2014
|
14/14
|
Palmucho
|
Transmission
line
|
100%
|
Chile
|
USD
|
6 miles
|
BBB+/Baa1/
A-
|
2007
|
17
|
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
|
13
|
Honaine
|
Water
|
25.5%(5)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2012
|
17
|
Tenes
|
Water
|
51%(7)
|
Algeria
|
USD
|
7 M ft3/
day
|
Not rated
|
2015
|
19
|
- |
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 is 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.
|
Carrying amount as of
December 31, 2020
|
||||||||
Assets
|
Liabilities
|
|||||||
Non-derivative assets and liabilities referenced to LIBOR
|
||||||||
Measured at amortized cost
|
||||||||
Project debt
|
-
|
1,143,815
|
||||||
Total non-derivatives items
|
-
|
1,143,815
|
||||||
Derivatives
|
-
|
105,742
|
||||||
Total assets and liabilities referenced to LIBOR
|
-
|
1,249,557
|
Carrying amount as of December 31,
2020
|
|||||||||||||||||
Notional
|
Assets
|
Liabilities
|
Balance sheet line
item(s)
|
2020 changes in
fair value used for
calculating hedge
ineffectiveness
|
|||||||||||||
Cash flow hedge
|
|||||||||||||||||
Interest rate swaps
|
618,806
|
-
|
105,742
|
Derivative liabilities
|
36,172
|
||||||||||||
Total cash flow hedges
|
618,806
|
-
|
105,742
|
36,172
|
- |
The floating-rate debt will move to RFRs during 2022, and the spread will be similar to the spread included in the interest rate swap used as the hedging instrument;
|
- |
No other changes to the terms of the floating-rate debt are anticipated;
|
- |
The Company has incorporated the uncertainty over when the floating-rate debt will move to RFRs, the resulting adjustment to the spread, and the other aspects of the reform that have not yet been finalized, by
adding an additional spread to the discount rate used in the calculation.
|
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.
|
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
|
d) |
Right-of-use assets
|
Operating segment
|
Discount rate
|
(*)
|
||
EMEA
|
3%-5
|
%
|
||
North America
|
4%-5
|
%
|
||
South America
|
5%-7
|
%
|
- |
there is an economic relationship between the hedged item and the hedging instrument;
|
- |
the effect of credit risk does not dominate the value changes that result from that economic relationship; and
|
- |
the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Company actually hedges and the quantity of the hedging instrument that the Company uses to hedge that quantity of
hedged item.
|
- |
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 100% of the notional amount, maturities until 2030 and average guaranteed strike interest rates of between 0.00% and 4.87%.
|
o |
Project debt in U.S. dollars: the Company hedges between 72% and 100% of the notional amount, including maturities until 2034 and average guaranteed strike interest rates of between 1.98% and 5.27%.
|
- |
Currency risk
|
b) |
Credit risk
|
c) |
Liquidity risk
|
- |
North America
|
- |
South America
|
- |
EMEA
|
- |
Renewable energy
|
- |
Efficient natural gas
|
- |
Electric transmission lines
|
- |
Water
|
a) |
The following tables show Revenues and Adjusted EBITDA by operating segments and business sectors for the years 2020, 2019 and 2018:
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Geography
|
2020
|
2019
|
2018
|
2020
|
2019
|
2018
|
||||||||||||||||||
North America
|
330,921
|
332,965
|
357,177
|
272,909
|
305,085
|
308,748
|
||||||||||||||||||
South America
|
151,460
|
142,207
|
123,214
|
120,023
|
115,346
|
100,234
|
||||||||||||||||||
EMEA
|
530,879
|
536,280
|
563,431
|
388,723
|
390,774
|
441,625
|
||||||||||||||||||
Total
|
1,013,260
|
1,011,452
|
1,043,822
|
781,655
|
811,204
|
850,607
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||||||||||
For the year ended December 31,
|
For the year ended December 31,
|
|||||||||||||||||||||||
Business sectors
|
2020
|
2019
|
2018
|
2020
|
2019
|
2018
|
||||||||||||||||||
Renewable energy
|
753,089
|
761,090
|
793,557
|
575,660
|
603,666
|
664,428
|
||||||||||||||||||
Efficient natural gas
|
111,030
|
122,281
|
130,799
|
97,864
|
107,457
|
93,858
|
||||||||||||||||||
Electric transmission lines
|
106,042
|
103,453
|
95,998
|
84,584
|
85,657
|
78,461
|
||||||||||||||||||
Water
|
43,099
|
24,629
|
23,468
|
23,548
|
14,424
|
13,860
|
||||||||||||||||||
Total
|
1,013,260
|
1,011,452
|
1,043,822
|
781,655
|
811,204
|
850,607
|
For the year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
Profit attributable to the Company
|
11,968
|
62,135
|
41,596
|
|||||||||
Profit attributable to non-controlling interests
|
4,906
|
12,473
|
13,673
|
|||||||||
Income tax
|
24,877
|
30,950
|
42,659
|
|||||||||
Share of profit of associates
|
(510
|
)
|
(7,457
|
)
|
(5,231
|
)
|
||||||
Financial expense, net
|
331,810
|
402,348
|
395,213
|
|||||||||
Depreciation, amortization, and impairment charges
|
408,604
|
310,755
|
362,697
|
|||||||||
Total segment Adjusted EBITDA
|
781,655
|
811,204
|
850,607
|
b) |
The assets and liabilities by operating segments (and business sector) at the end of 2020 and 2019 are as follows:
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2020
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional assets
|
3,073,785
|
1,211,952
|
3,869,681
|
8,155,418
|
||||||||||||
Investments carried under the equity method
|
74,660
|
-
|
41,954
|
116,614
|
||||||||||||
Current financial investments
|
129,264
|
27,836
|
42,984
|
200,084
|
||||||||||||
Cash and cash equivalents (project companies)
|
206,344
|
70,861
|
255,530
|
532,735
|
||||||||||||
Subtotal allocated
|
3,484,053
|
1,310,649
|
4,210,149
|
9,004,851
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
242,044
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
691,459
|
|||||||||||||||
Subtotal unallocated
|
933,503
|
|||||||||||||||
Total assets
|
9,938,354
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2020
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,623,284
|
902,500
|
2,711,830
|
5,237,614
|
||||||||||||
Grants and other liabilities
|
1,078,974
|
11,355
|
139,438
|
1,229,767
|
||||||||||||
Subtotal allocated
|
2,702,258
|
913,855
|
2,851,268
|
6,467,381
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
993,725
|
|||||||||||||||
Other non-current liabilities
|
589,107
|
|||||||||||||||
Other current liabilities
|
147,260
|
|||||||||||||||
Subtotal unallocated
|
1,730,092
|
|||||||||||||||
Total liabilities
|
8,197,473
|
|||||||||||||||
Equity unallocated
|
1,740,881
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,470,973
|
|||||||||||||||
Total liabilities and equity
|
9,938,354
|
North
America
|
South America
|
EMEA
|
Balance as of
December 31,
2019
|
|||||||||||||
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
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
1,676,251
|
884,835
|
2,291,262
|
4,852,348
|
||||||||||||
Grants and other liabilities
|
1,490,661
|
12,864
|
155,342
|
1,658,867
|
||||||||||||
Subtotal allocated
|
3,166,912
|
897,699
|
2,446,604
|
6,511,215
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
723,791
|
|||||||||||||||
Other non-current liabilities
|
547,740
|
|||||||||||||||
Other current liabilities
|
162,213
|
|||||||||||||||
Subtotal unallocated
|
1,433,744
|
|||||||||||||||
Total liabilities
|
7,944,959
|
|||||||||||||||
Equity unallocated
|
1,714,856
|
|||||||||||||||
Total liabilities and equity unallocated
|
3,148,600
|
|||||||||||||||
Total liabilities and equity
|
9,659,815
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2020
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets
|
6,632,611
|
502,285
|
842,595
|
177,927
|
8,155,418
|
|||||||||||||||
Investments carried under the equity method
|
61,866
|
15,514
|
30
|
39,204
|
116,614
|
|||||||||||||||
Current financial investments
|
6,530
|
124,872
|
27,796
|
40,886
|
200,084
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
397,465
|
67,955
|
46,045
|
21,270
|
532,735
|
|||||||||||||||
Subtotal allocated
|
7,098,472
|
710,626
|
916,466
|
279,287
|
9,004,851
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
242,044
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
691,459
|
|||||||||||||||||||
Subtotal unallocated
|
933,503
|
|||||||||||||||||||
Total assets
|
9,938,354
|
Renewable
energy
|
Efficient
natural gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2020
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
3,992,512
|
504,293
|
625,203
|
115,606
|
5,237,614
|
|||||||||||||||
Grants and other liabilities
|
1,221,176
|
108
|
6,040
|
2,443
|
1,229,767
|
|||||||||||||||
Subtotal allocated
|
5,213,688
|
504,401
|
631,243
|
118,049
|
6,467,381
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
993,725
|
|||||||||||||||||||
Other non-current liabilities
|
589,107
|
|||||||||||||||||||
Other current liabilities
|
147,260
|
|||||||||||||||||||
Subtotal unallocated
|
1,730,092
|
|||||||||||||||||||
Total liabilities
|
8,197,473
|
|||||||||||||||||||
Equity unallocated
|
1,740,881
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,470,973
|
|||||||||||||||||||
Total liabilities and equity
|
9,938,354
|
Renewable
energy
|
Efficient
natural
gas
|
Electric
transmission
lines
|
Water
|
Balance as of
December 31,
2019
|
||||||||||||||||
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
|
||||||||||||||||
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
|
1,651,476
|
146
|
6,517
|
728
|
1,658,867
|
|||||||||||||||
Subtotal allocated
|
5,309,983
|
529,495
|
646,677
|
25,059
|
6,511,215
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
723,791
|
|||||||||||||||||||
Other non-current liabilities
|
547,740
|
|||||||||||||||||||
Other current liabilities
|
162,213
|
|||||||||||||||||||
Subtotal unallocated
|
1,433,744
|
|||||||||||||||||||
Total liabilities
|
7,944,959
|
|||||||||||||||||||
Equity unallocated
|
1,714,856
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
3,148,600
|
|||||||||||||||||||
Total liabilities and equity
|
9,659,815
|
c) |
The amount of depreciation, amortization and impairment charges recognized for the years ended December 31, 2020, 2019 and 2018 are as follows:
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by geography
|
2020
|
2019
|
2018
|
|||||||||
North America
|
(197,643
|
)
|
(116,232
|
)
|
(166,046
|
)
|
||||||
South America
|
(39,191
|
)
|
(47,844
|
)
|
(42,368
|
)
|
||||||
EMEA
|
(171,770
|
)
|
(146,679
|
)
|
(154,283
|
)
|
||||||
Total
|
(408,604
|
)
|
(310,755
|
)
|
(362,697
|
)
|
For the year ended December 31,
|
||||||||||||
Depreciation, amortization and impairment by business sectors
|
2020
|
2019
|
2018
|
|||||||||
Renewable energy
|
(350,785
|
)
|
(286,907
|
)
|
(323,538
|
)
|
||||||
Electric transmission lines
|
(30,889
|
)
|
(27,490
|
)
|
(28,925
|
)
|
||||||
Efficient natural gas
|
(26,563
|
)
|
3,102
|
(10,334
|
)
|
|||||||
Water
|
(367
|
)
|
541
|
100
|
||||||||
Total
|
(408,604
|
)
|
(310,755
|
)
|
(362,697
|
)
|
Business combinations for the year-ended December 31, 2020
|
||||
Contracted concessional assets (Note 6)
|
163,064
|
|||
Other non-current assets
|
356
|
|||
Cash & cash equivalents
|
17,646
|
|||
Other current assets
|
29,998
|
|||
Non-current Project debt (Note 15)
|
(149,585
|
)
|
||
Current Project debt (Note 15)
|
(8,680
|
)
|
||
Other current and non-current liabilities
|
(4,881
|
)
|
||
Non-controlling interests
|
(25,308
|
)
|
||
Total net assets acquired at fair value
|
22,610
|
|||
Asset acquisition - purchase price
|
(22,610
|
)
|
||
Net result of business combinations
|
-
|
Business combinations for the year ended December 31, 2019
|
||||
Concessional assets (Note 6)
|
28,738
|
|||
Current assets
|
1,503
|
|||
Deferred tax liabilities (Note 18)
|
(2,539
|
)
|
||
Other current and non-current liabilities
|
(1,512
|
)
|
||
Total net assets acquired at fair value
|
26,190
|
|||
Asset acquisition - purchase price
|
(26,190
|
)
|
||
Net result of business combinations
|
-
|
a) |
The following table shows the movements of assets included in the heading “Contracted Concessional assets” for 2020:
|
Cost
|
Financial
assets under
IFRIC
12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Other
intangible
assets
|
Property,
plant and
equipment
|
Total
assets
|
|||||||||||||||||||||
Total as of January 1, 2020
|
872,945
|
3,459
|
9,183,011
|
60,618
|
12,927
|
251,637
|
10,384,597
|
|||||||||||||||||||||
Additions
|
-
|
-
|
29,213
|
1,832
|
557
|
3,753
|
35,355
|
|||||||||||||||||||||
Subtractions
|
-
|
-
|
(71,706
|
)
|
(954
|
)
|
-
|
(223
|
)
|
(72,883
|
)
|
|||||||||||||||||
Business combinations (Note 5)
|
102,560
|
-
|
-
|
385
|
-
|
63,916
|
166,861
|
|||||||||||||||||||||
Translation differences
|
(8,166
|
)
|
(163
|
)
|
326,791
|
4,349
|
317
|
17,836
|
340,964
|
|||||||||||||||||||
Reclassification and other movements
|
(30,502
|
)
|
(355
|
)
|
-
|
-
|
-
|
-
|
(30,857
|
)
|
||||||||||||||||||
Total cost
|
936,837
|
2,941
|
9,467,309
|
66,230
|
13,801
|
336,919
|
10,824,037
|
Depreciation, amortization and impairment
|
Financial
assets
under
IFRIC 12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Other
intangible
assets
|
Property,
plant and
equipment
|
Total assets
|
|||||||||||||||||||||
Total as of January 1, 2020
|
(57,258
|
)
|
-
|
(2,055,946
|
)
|
(6,585
|
)
|
(3,653
|
)
|
(100,026
|
)
|
(2,223,468
|
)
|
|||||||||||||||
Additions
|
(27,111
|
)
|
-
|
(338,393
|
)
|
(3,527
|
)
|
(2,219
|
)
|
(13,739
|
)
|
(384,989
|
)
|
|||||||||||||||
Subtractions
|
-
|
-
|
17,571
|
634
|
-
|
49
|
18,253
|
|||||||||||||||||||||
Reversal of impairment
|
-
|
-
|
18,787
|
-
|
-
|
-
|
18,787
|
|||||||||||||||||||||
Business combinations (Note 5)
|
(3,797
|
)
|
-
|
-
|
-
|
-
|
-
|
(3,797
|
)
|
|||||||||||||||||||
Translation differences
|
476
|
-
|
(84,538
|
)
|
(581
|
)
|
(238
|
)
|
(8,524
|
)
|
(93,405
|
)
|
||||||||||||||||
Total depreciation, amortization and impairment
|
(87,689
|
)
|
-
|
(2,442,520
|
)
|
(10,060
|
)
|
(6,111
|
)
|
(122,239
|
)
|
(2,668,619
|
)
|
- |
an increased amortization charge from September 1st, 2020, considering the reduction in the residual useful life of the plants.
The impact is approximately $23 million as of December 31, 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 $13 million as of December 31, 2020 (Note 16).
|
b) |
The following table shows the movements of assets included in the heading “Contracted Concessional assets” for 2019:
|
Cost
|
Financial
assets
under
IFRIC
12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Other
intangible
assets
|
Property,
plant and
equipment
|
Total
assets
|
|||||||||||||||||||||
Total as of January 1, 2019
|
902,508
|
4,068
|
9,265,742
|
60,808
|
4,008
|
238,694
|
10,475,828
|
|||||||||||||||||||||
Additions
|
-
|
-
|
91
|
-
|
454
|
886
|
1,431
|
|||||||||||||||||||||
Subtractions
|
-
|
-
|
(22,391
|
)
|
(347
|
)
|
(15
|
)
|
(119
|
)
|
(22,872
|
)
|
||||||||||||||||
Business combinations (Note 5)
|
-
|
-
|
2,067
|
-
|
8,548
|
18,123
|
28,738
|
|||||||||||||||||||||
Translation differences
|
(1,049
|
)
|
(295
|
)
|
(62,498
|
)
|
157
|
(68
|
)
|
(5,947
|
)
|
(69,700
|
)
|
|||||||||||||||
Reclassification and other movements
|
(28,514
|
)
|
(314
|
)
|
-
|
-
|
-
|
-
|
(28,828
|
)
|
||||||||||||||||||
Total cost
|
872,945
|
3,459
|
9,183,011
|
60,618
|
12,927
|
251,637
|
10,384,597
|
Depreciation, amortization and impairment
|
Financial
assets
under
IFRIC
12
|
Financial
assets
under
IFRS 16
(Lessor)
|
Intangible
assets
under
IFRIC 12
|
Intangible
assets
under
IFRS 16
(Lessee)
|
Other
intangible
assets
|
Property,
plant and
equipment
|
Total assets
|
|||||||||||||||||||||
Total as of January 1, 2019
|
(63,285
|
)
|
-
|
(1,766,179
|
)
|
(3,341
|
)
|
(2,157
|
)
|
(91,684
|
)
|
(1,926,646
|
)
|
|||||||||||||||
Additions
|
-
|
-
|
(305,702
|
)
|
(3,294
|
)
|
(1,523
|
)
|
(10,147
|
)
|
(320,666
|
)
|
||||||||||||||||
Subtractions
|
5,997
|
-
|
4,205
|
-
|
-
|
2
|
10,204
|
|||||||||||||||||||||
Translation differences
|
30
|
-
|
11,730
|
50
|
27
|
1,803
|
13,640
|
|||||||||||||||||||||
Total depreciation, amortization and impairment
|
(57,258
|
)
|
-
|
(2,055,946
|
)
|
(6,585
|
)
|
(3,653
|
)
|
(100,026
|
)
|
(2,223,468
|
)
|
Investments in associates
|
2020
|
2019
|
||||||
Initial balance
|
139,925
|
53,419
|
||||||
Share of (loss)/profit
|
510
|
7,457
|
||||||
Distributions
|
(23,703
|
)
|
(36,780
|
)
|
||||
Acquisitions
|
-
|
113,897
|
||||||
Others (incl. currency translation differences)
|
(118
|
)
|
1,932
|
|||||
Final balance
|
116,614
|
139,925
|
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
|
19,531
|
1,130
|
16,721
|
646
|
853
|
(167
|
)
|
(194
|
)
|
976
|
|||||||||||||||||||||||||
Myah Bahr Honaine,
S.P.A.(*)
|
25.50
|
165,688
|
57,808
|
71,867
|
12,742
|
50,739
|
30,519
|
12,402
|
39,204
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
2,743
|
-
|
-
|
1
|
-
|
(168
|
)
|
(168
|
)
|
1,587
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
3,201
|
134
|
1,861
|
257
|
-
|
52
|
-
|
-
|
|||||||||||||||||||||||||||
Ca Ku A1, S.A.P.I de CV (PTS)
|
5.00
|
468,131
|
156,528
|
604,986
|
25,773
|
80,240
|
17,415
|
1,615
|
30
|
|||||||||||||||||||||||||||
Pemcorp SAPI de CV (**)
|
30.00
|
127,429
|
121,468
|
258,295
|
4,725
|
28,832
|
3,068
|
(6,237
|
)
|
15,514
|
||||||||||||||||||||||||||
ABY Infraestructuras S.L.U.
|
20.00
|
135
|
84
|
-
|
63
|
-
|
(53
|
)
|
(53
|
)
|
17
|
|||||||||||||||||||||||||
Windlectric Inc (***)
|
30.00
|
316,251
|
7,229
|
216,765
|
31,403
|
23,663
|
10,451
|
(493
|
)
|
59,116
|
||||||||||||||||||||||||||
Other renewable energy joint ventures (****)
|
50.00
|
323
|
210
|
-
|
19
|
-
|
(66
|
)
|
(66
|
)
|
169
|
|||||||||||||||||||||||||
As of December 31, 2020
|
116,614
|
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
|
18,584
|
1,268
|
13,145
|
783
|
694
|
(277
|
)
|
(303
|
)
|
2,348
|
|||||||||||||||||||||||||
Myah Bahr Honaine,
S.P.A.(*)
|
25.50
|
184,332
|
63,148
|
71,614
|
13,562
|
51,504
|
33,372
|
30,186
|
45,222
|
|||||||||||||||||||||||||||
Pectonex, R.F. Proprietary Limited
|
50.00
|
3,074
|
-
|
-
|
2
|
-
|
(190
|
)
|
(190
|
)
|
1,391
|
|||||||||||||||||||||||||
Evacuación Villanueva del Rey, S.L
|
40.02
|
2,946
|
107
|
1,841
|
225
|
-
|
47
|
-
|
-
|
|||||||||||||||||||||||||||
Ca Ku A1, S.A.P.I de CV (PTS)
|
5.00
|
486,179
|
55,423
|
-
|
543,077
|
-
|
(39
|
)
|
(495
|
)
|
-
|
|||||||||||||||||||||||||
Pemcorp SAPI de CV (**)
|
30.00
|
125,301
|
72,669
|
197,324
|
5,090
|
32,302
|
5,737
|
(10,073
|
)
|
17,179
|
||||||||||||||||||||||||||
ABY Infraestructuras S.L.U.
|
20.00
|
-
|
59
|
-
|
-
|
-
|
(104
|
)
|
(101
|
)
|
11
|
|||||||||||||||||||||||||
Windlectric Inc (***)
|
30.00
|
319,041
|
10,655
|
232,938
|
22,424
|
24,867
|
11,125
|
(6,537
|
)
|
73,693
|
||||||||||||||||||||||||||
Other renewable energy joint ventures (****)
|
50.00
|
47
|
146
|
6
|
70
|
-
|
(46
|
)
|
(46
|
)
|
81
|
|||||||||||||||||||||||||
As of December 31, 2019
|
139,925
|
Notes
|
Amortized cost
|
Fair value
through Other
Comprehensive
Income
|
Fair value
through
profit or loss
|
Balance as of
December 31,
2020
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
1,559
|
1,559
|
|||||||||||||||
Investment in Ten West Link
|
-
|
12,896
|
-
|
12,896
|
||||||||||||||||
Investment in Rioglass
|
-
|
-
|
2,687
|
2,687
|
||||||||||||||||
Financial assets under IFRIC 12 (short-term portion)
|
178,198
|
-
|
-
|
178,198
|
||||||||||||||||
Trade and other receivables
|
11
|
331,735
|
-
|
-
|
331,735
|
|||||||||||||||
Cash and cash equivalents
|
12
|
868,501
|
-
|
-
|
868,501
|
|||||||||||||||
Other financial investments
|
94,497
|
-
|
-
|
94,497
|
||||||||||||||||
Total financial assets
|
1,472,931
|
12,896
|
4,246
|
1,490,073
|
||||||||||||||||
Corporate debt
|
14
|
993,725
|
-
|
-
|
993,725
|
|||||||||||||||
Project debt
|
15
|
5,237,614
|
-
|
-
|
5,237,614
|
|||||||||||||||
Related parties – non-current
|
10
|
6,810
|
-
|
-
|
6,810
|
|||||||||||||||
Trade and other current liabilities
|
17
|
92,557
|
-
|
-
|
92,557
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
328,184
|
328,184
|
|||||||||||||||
Total financial liabilities
|
6,330,707
|
-
|
328,184
|
6,658,891
|
Notes
|
Amortized cost
|
Fair value
through Other
Comprehensive
Income
|
Fair value
through
profit or loss
|
Balance as of
December 31,
2019
|
||||||||||||||||
Derivative assets
|
9
|
-
|
-
|
5,230
|
5,230
|
|||||||||||||||
Investment in Ten West Link
|
-
|
9,874
|
-
|
9,874
|
||||||||||||||||
Investment in Rioglass
|
-
|
-
|
7,000
|
7,000
|
||||||||||||||||
Financial assets under IFRIC 12 (short-term portion)
|
160,624
|
-
|
-
|
160,624
|
||||||||||||||||
Trade and other receivables
|
11
|
317,568
|
-
|
-
|
317,568
|
|||||||||||||||
Cash and cash equivalents
|
12
|
562,795
|
-
|
-
|
562,795
|
|||||||||||||||
Other financial investments
|
127,436
|
-
|
-
|
127,436
|
||||||||||||||||
Total financial assets
|
1,168,423
|
9,874
|
12,230
|
1,190,527
|
||||||||||||||||
Corporate debt
|
14
|
723,791
|
-
|
-
|
723,791
|
|||||||||||||||
Project debt
|
15
|
4,852,348
|
-
|
-
|
4,852,348
|
|||||||||||||||
Related parties – non-current
|
10
|
17,115
|
-
|
-
|
17,115
|
|||||||||||||||
Trade and other current liabilities
|
17
|
128,062
|
-
|
-
|
128,062
|
|||||||||||||||
Derivative liabilities
|
9
|
-
|
-
|
298,744
|
298,744
|
|||||||||||||||
Total financial liabilities
|
5,721,316
|
-
|
298,744
|
6,020,060
|
Balance as of December 31, 2020
|
Balance as of December 31, 2019
|
|||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Interest rate cash flow hedge
|
898
|
302,302
|
1,619
|
298,744
|
||||||||||||
Foreign exchange derivatives instruments
|
661
|
-
|
3,610
|
-
|
||||||||||||
Notes conversion option (Note 14)
|
-
|
25,882
|
-
|
-
|
||||||||||||
Total
|
1,559
|
328,184
|
5,230
|
298,744
|
- |
Interest rate swaps under which the Company receives the floating leg and pays the fixed leg; and
|
- |
Purchased call options (cap), in exchange of a premium to fix the maximum interest rate cost.
|
- |
Project debt in Euros: the Company hedges 100% of the notional amount, maturities until 2030 and average guaranteed interest rates of between 0.00% and 4.87%.
|
- |
Project debt in U.S. dollars: the Company hedges between 72% and 100% of the notional amount, including maturities until 2034 and average guaranteed interest rates of between 1.98% and 5.27%.
|
Notionals
|
Balance as of December 31, 2020
|
Balance as of December 31, 2019
|
||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Up to 1 year
|
61,364
|
120,874
|
43,266
|
117,574
|
||||||||||||
Between 1 and 2 years
|
296,828
|
249,785
|
45,955
|
124,908
|
||||||||||||
Between 2 and 3 years
|
257,548
|
276,111
|
49,259
|
240,570
|
||||||||||||
Subsequent years
|
292,011
|
852,696
|
455,235
|
1,697,033
|
||||||||||||
Total
|
$
|
907,752
|
$
|
1,499,466
|
$
|
593,715
|
$
|
2,180,085
|
Fair value
|
Balance as of December 31, 2020
|
Balance as of December 31, 2019
|
||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Up to 1 year
|
59
|
(21,042
|
)
|
118
|
(18,721
|
)
|
||||||||||
Between 1 and 2 years
|
255
|
(48,276
|
)
|
128
|
(19,787
|
)
|
||||||||||
Between 2 and 3 years
|
305
|
(55,220
|
)
|
140
|
(21,802
|
)
|
||||||||||
Subsequent years
|
280
|
(177,764
|
)
|
1,234
|
(238,434
|
)
|
||||||||||
Total
|
$
|
898
|
$
|
(302,302
|
)
|
$
|
1,619
|
$
|
(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 net 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. Change in fair value of these foreign exchange derivatives instruments are directly recorded in the consolidated
income statement.
|
- |
the conversion option of notes issued in July 2020 (Note 14), which fair value is a liability of $26 million as of December 31, 2020.
|
Balance as of December 31,
|
||||||||
2020
|
2019
|
|||||||
Credit receivables (current)
|
23,067
|
13,350
|
||||||
Credit receivables (non-current)
|
10,082
|
21,355
|
||||||
Total receivables from related parties
|
33,149
|
34,705
|
||||||
Credit payables (current)
|
18,477
|
23,979
|
||||||
Credit payables (non-current)
|
6,810
|
17,115
|
||||||
Total payables to related parties
|
25,287
|
41,094
|
For the year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
Services received
|
-
|
-
|
(101,582
|
)
|
||||||||
Financial income
|
2,017
|
978
|
3,721
|
|||||||||
Financial expenses
|
(155
|
)
|
(195
|
)
|
(398
|
)
|
Balance as of December 31,
|
||||||||
2020
|
2019
|
|||||||
Trade receivables
|
258,087
|
242,008
|
||||||
Tax receivables
|
50,663
|
50,901
|
||||||
Prepayments
|
12,074
|
5,150
|
||||||
Other accounts receivable
|
10,911
|
19,508
|
||||||
Total
|
331,735
|
317,568
|
Balance as of December 31,
|
||||||||
2020
|
2019
|
|||||||
Euro
|
105,826
|
108,280
|
||||||
South African Rand
|
24,121
|
24,289
|
||||||
Other
|
6,929
|
4,001
|
||||||
Total
|
136,876
|
136,570
|
Balance as of December 31,
|
||||||||
2020
|
2019
|
|||||||
Cash at bank and on hand - non restricted
|
588,690
|
223,867
|
||||||
Cash at bank and on hand - restricted
|
279,811
|
338,928
|
||||||
Total
|
868,501
|
562,795
|
Balance as of December 31,
|
||||||||
Currency
|
2020
|
2019
|
||||||
U.S. dollar
|
575,567
|
313,678
|
||||||
Euro
|
196,431
|
181,961
|
||||||
South African Rand
|
40,561
|
47,679
|
||||||
Mexican Peso
|
23,570
|
64
|
||||||
Algerian Dinar
|
21,114
|
9,301
|
||||||
Others
|
11,258
|
10,176
|
||||||
Total
|
868,501
|
562,795
|
- |
On February 26, 2020, the Board of Directors declared a dividend of $0.41 per share corresponding to the fourth quarter of 2019. The dividend was paid on March 23, 2020 for a total amount of $41.7 million
|
- |
On May 6, 2020, the Board of Directors of the Company approved a dividend of $0.41 per share corresponding to the first quarter of 2020. The dividend was paid on June 15, 2020 for a total amount of $41.7
million.
|
- |
On July 31, 2020, the Board of Directors of the Company approved a dividend of $0.42 per share corresponding to the second quarter of 2020. The dividend was paid on September 15, 2020 for a total amount of $42.7
million.
|
- |
On November 4, 2020, the Board of Directors declared a dividend of $0.42 per share corresponding to the third quarter of 2020. The dividend was paid on December 15, 2020 for a total amount of $42.7 million.
|
Balance as of December 31,
|
||||||||
Non-current
|
2020
|
2019
|
||||||
Credit Facilities with financial entities
|
867,933
|
695,085
|
||||||
Notes and Bonds
|
102,144
|
-
|
||||||
Total Non-current
|
970,077
|
695,085
|
Balance as of December 31,
|
||||||||
Current
|
2020
|
2019
|
||||||
Credit Facilities with financial entities
|
342
|
789
|
||||||
Notes and Bonds
|
23,306
|
27,917
|
||||||
Total Current
|
23,648
|
28,706
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
2017 Credit Facility
|
41
|
-
|
-
|
-
|
-
|
-
|
41
|
|||||||||||||||||||||
Notes Issuance Facility 2019
|
-
|
-
|
-
|
-
|
343,999
|
-
|
343,999
|
|||||||||||||||||||||
Commercial Paper
|
21,224
|
-
|
-
|
-
|
-
|
-
|
21,224
|
|||||||||||||||||||||
2020 Green Private Placement
|
289
|
-
|
-
|
-
|
-
|
351,026
|
351,315
|
|||||||||||||||||||||
Note Issuance Facility 2020
|
-
|
-
|
-
|
-
|
-
|
166,846
|
166,846
|
|||||||||||||||||||||
Green Exchangeable Notes
|
2,083
|
-
|
-
|
-
|
102,144
|
-
|
104,227
|
|||||||||||||||||||||
2020 Credit Facility
|
11
|
-
|
2,036
|
2,036
|
1,990
|
-
|
6,073
|
|||||||||||||||||||||
Total
|
23,648
|
-
|
2,036
|
2,036
|
448,133
|
517,872
|
993,725
|
2020
|
2021
|
2022
|
2023
|
2024
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
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
|
Corporate Debt
|
2020
|
2019
|
||||||
Initial balance
|
723,791
|
684,073
|
||||||
Cash Flow
|
171,182
|
6,620
|
||||||
Non-cash changes
|
98,752
|
33,098
|
||||||
Final balance
|
993,725
|
723,791
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2019
|
4,069,909
|
782,439
|
4,852,348
|
|||||||||
Increases
|
613,604
|
268,339
|
881,943
|
|||||||||
Decreases
|
(272,548
|
)
|
(552,770
|
)
|
(825,318
|
)
|
||||||
Business combinations (Note 5)
|
149,585
|
8,680
|
158,265
|
|||||||||
Currency translation differences
|
150,506
|
19,869
|
170,375
|
|||||||||
Reclassifications
|
214,211
|
(214,211
|
)
|
-
|
||||||||
Balance as of December 31, 2020
|
4,925,268
|
312,346
|
5,237,614
|
- |
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 $73 million (Note 21).
|
- |
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.
|
Project debt -
long term
|
Project debt -
short term
|
Total
|
||||||||||
Balance as of December 31, 2018
|
4,826,659
|
264,455
|
5,091,114
|
|||||||||
Increases
|
53,222
|
280,005
|
333,226
|
|||||||||
Decreases
|
(19,272
|
)
|
(516,147
|
)
|
(535,418
|
)
|
||||||
Currency translation differences
|
(33,718
|
)
|
(2,855
|
)
|
(36,574
|
)
|
||||||
Reclassifications
|
(756,981
|
)
|
756,981
|
-
|
||||||||
Balance as of December 31, 2019
|
4,069,909
|
782,439
|
4,852,348
|
2021
|
2022
|
2023
|
2024
|
2025
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
repayment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
19,287
|
293,059
|
328,364
|
355,806
|
371,548
|
508,843
|
3,360,707
|
5,237,614
|
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
|
Project Debt
|
2020
|
2019
|
||||||
Initial balance
|
4,852,348
|
5,091,114
|
||||||
Cash Flow
|
(254,495
|
)
|
(531,726
|
)
|
||||
Non-cash changes
|
639,763
|
292,960
|
||||||
Final balance
|
5,237,614
|
4,852,348
|
Balance as of December 31,
|
||||||||
Currency
|
2020
|
2019
|
||||||
Euro
|
2,240,811
|
1,882,618
|
||||||
South African Rand
|
355,414
|
384,313
|
||||||
Algerian Dinar
|
115,606
|
24,331
|
||||||
Total
|
2,711,830
|
2,291,262
|
Balance as of December 31,
|
||||||||
2020
|
2019
|
|||||||
Grants
|
1,028,765
|
1,087,553
|
||||||
Other liabilities
|
201,002
|
571,314
|
||||||
Grant and other non-current liabilities
|
1,229,767
|
1,658,867
|
Balance as of December 31,
|
||||||||
Item
|
2020
|
2019
|
||||||
Trade accounts payables
|
54,219
|
52,062
|
||||||
Down payments from clients
|
416
|
565
|
||||||
Liberty (Note 16)
|
-
|
41,032
|
||||||
Other accounts payables
|
37,922
|
34,403
|
||||||
Total
|
92,557
|
128,062
|
Deferred tax assets
|
Balance as of December 31,
|
|||||||
from
|
2020
|
2019
|
||||||
Net operating loss carryforwards (“NOL´s”)
|
497,184
|
546,705
|
||||||
Temporary tax non-deductible expenses
|
115,063
|
95,847
|
||||||
Derivatives financial instruments
|
83,847
|
86,096
|
||||||
Other
|
3,021
|
-
|
||||||
Total deferred tax assets
|
699,115
|
728,648
|
||||||
Deferred tax liabilities
|
Balance as of December 31,
|
|||||||
from
|
2020
|
2019
|
||||||
Accelerated tax amortization
|
652,600
|
682,800
|
||||||
Other difference between tax and book value of assets
|
154,969
|
137,192
|
||||||
Other
|
179
|
9,686
|
||||||
Total deferred tax liabilities
|
807,748
|
829,678
|
Consolidated balance sheets classifications
|
Balance as of December 31,
|
|||||||
2020
|
2019
|
|||||||
Deferred tax assets
|
152,290
|
147,966
|
||||||
Deferred tax liabilities
|
260,923
|
248,996
|
||||||
Net deferred tax liabilities
|
108,633
|
101,030
|
Deferred tax assets
|
Amount
|
|||
As of December 31, 2018
|
136,066
|
|||
Increase/(decrease) through the consolidated income statement
|
5,809
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
6,147
|
|||
Other movements
|
(56
|
)
|
||
As of December 31, 2019
|
147,966
|
|||
Increase/(decrease) through the consolidated income statement
|
6,003
|
|||
Increase/(decrease) through other consolidated comprehensive income (equity)
|
(8,698
|
)
|
||
Other movements
|
7,019
|
|||
As of December 31, 2020
|
152,290
|
Deferred tax liabilities
|
Amount
|
|||
As of December 31, 2018
|
211,000
|
|||
Increase/(decrease) through the consolidated income statement
|
31,678
|
|||
Business combinations (Note 5)
|
2,539
|
|||
Other movements
|
3,779
|
|||
As of December 31, 2019
|
248,996
|
|||
Increase/(decrease) through the consolidated income statement
|
9,675
|
|||
Other movements
|
2,252
|
|||
As of December 31, 2020
|
260,923
|
For the twelve-month period ended December 31,
|
||||||||||||
Item
|
2020
|
2019
|
2018
|
|||||||||
Current tax
|
(21,205
|
)
|
(5,081
|
)
|
(468
|
)
|
||||||
Deferred tax
|
(3,672
|
)
|
(25,869
|
)
|
(42,191
|
)
|
||||||
- relating to the origination and reversal of temporary differences
|
(3,672
|
)
|
(25,869
|
)
|
(42,191
|
)
|
||||||
Total income tax expense
|
(24,877
|
)
|
(30,950
|
)
|
(42,659
|
)
|
For the year ended December 31,
|
||||||||||||
Concept
|
2020
|
2019
|
2018
|
|||||||||
Consolidated income before taxes
|
41,751
|
105,558
|
97,928
|
|||||||||
Average statutory tax rate
|
25
|
%
|
25
|
%
|
30
|
%
|
||||||
Corporate income tax at average statutory tax rate
|
(10,438
|
)
|
(26,390
|
)
|
(29,378
|
)
|
||||||
Income tax of associates, net
|
128
|
1,808
|
1,639
|
|||||||||
Differences in statutory tax rates
|
(94
|
)
|
(7,076
|
)
|
752
|
|||||||
Unrecognized NOLs and deferred tax assets
|
(37,183
|
)
|
(14,161
|
)
|
(22,972
|
)
|
||||||
Purchase of Liberty´s equity interest in Solana
|
36,352
|
-
|
-
|
|
||||||||
Other permanent differences
|
(8,895
|
)
|
11,220
|
5,385
|
||||||||
Other non-taxable income/(expense)
|
(4,747
|
)
|
3,649
|
1,915
|
||||||||
Corporate income tax
|
(24,877
|
)
|
(30,950
|
)
|
(42,659
|
)
|
2020
|
Total
|
2021
|
2022 and 2023
|
2024 and 2025
|
Subsequent
|
|||||||||||||||
Corporate debt
|
993,725
|
23,648
|
2,036
|
450,169
|
517,872
|
|||||||||||||||
Loans with credit institutions (project debt)
|
4,123,856
|
261,800
|
583,259
|
770,507
|
2,508,290
|
|||||||||||||||
Notes and bonds (project debt)
|
1,113,758
|
50,558
|
100,911
|
109,884
|
852,405
|
|||||||||||||||
Purchase commitments*
|
1,709,660
|
93,791
|
160,211
|
172,776
|
1,282,881
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,309,597
|
286,724
|
541,652
|
468,060
|
1,013,161
|
2019
|
Total
|
2020
|
2021 and 2022
|
2023 and 2024
|
Subsequent
|
|||||||||||||||
Corporate debt
|
723,791
|
28,706
|
200,504
|
200,926
|
293,655
|
|||||||||||||||
Loans with credit institutions (project debt)
|
4,105,915
|
241,116
|
504,921
|
598,837
|
2,761,041
|
|||||||||||||||
Notes and bonds (project debt)
|
746,433
|
28,304
|
51,508
|
56,192
|
610,429
|
|||||||||||||||
Purchase commitments*
|
1,758,147
|
84,881
|
186,222
|
173,622
|
1,313,422
|
|||||||||||||||
Accrued interest estimate during the useful life of loans
|
2,472,070
|
294,676
|
549,320
|
471,535
|
1,156,539
|
For the year ended December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
Employee benefit expenses
|
54,464
|
32,246
|
15,130
|
|||||||||
Average monthly number of employees
|
441
|
306
|
207
|
For the year ended December 31,
|
||||||||||||
Other operating income
|
2020
|
2019
|
2018
|
|||||||||
Grants
|
59,010
|
59,142
|
59,421
|
|||||||||
Income from various services and insurance proceeds
|
40,515
|
34,632
|
34,181
|
|||||||||
Income from the purchase of the long-term operation and maintenance payable to Abengoa
|
-
|
-
|
38,955
|
|||||||||
Total
|
99,525
|
93,774
|
132,557
|
For the year ended December 31,
|
||||||||||||
Other operating expenses
|
2020
|
2019
|
2018
|
|||||||||
Raw materials and consumables used
|
(7,792
|
)
|
(9,719
|
)
|
(10,648
|
)
|
||||||
Leases and fees
|
(2,531
|
)
|
(1,850
|
)
|
(1,716
|
)
|
||||||
Operation and maintenance
|
(110,873
|
)
|
(116,018
|
)
|
(145,857
|
)
|
||||||
Independent professional services
|
(40,193
|
)
|
(41,579
|
)
|
(43,229
|
)
|
||||||
Supplies
|
(27,926
|
)
|
(25,823
|
)
|
(25,947
|
)
|
||||||
Insurance
|
(37,638
|
)
|
(23,971
|
)
|
(24,227
|
)
|
||||||
Levies and duties
|
(39,820
|
)
|
(34,844
|
)
|
(37,439
|
)
|
||||||
Other expenses
|
(9,891
|
)
|
(7,971
|
)
|
(21,579
|
)
|
||||||
Total
|
(276,666
|
)
|
(261,776
|
)
|
(310,642
|
)
|
For the year ended December 31,
|
||||||||||||
Financial income
|
2020
|
2019
|
2018
|
|||||||||
Interest income from loans and credits
|
6,651
|
3,665
|
36,296
|
|||||||||
Interest rates benefits derivatives: cash flow hedges
|
401
|
456
|
148
|
|||||||||
Total
|
7,052
|
4,121
|
36,444
|
For the year ended December 31,
|
||||||||||||
Financial expenses
|
2020
|
2019
|
2018
|
|||||||||
Expenses due to interest:
|
||||||||||||
- Loans from credit entities
|
(246,676
|
)
|
(259,416
|
)
|
(256,736
|
)
|
||||||
- Other debts
|
(69,561
|
)
|
(89,256
|
)
|
(100,057
|
)
|
||||||
Interest rates losses derivatives: cash flow hedges
|
(62,149
|
)
|
(59,318
|
)
|
(68,226
|
)
|
||||||
Total
|
(378,386
|
)
|
(407,990
|
)
|
(425,019
|
)
|
For the year ended December 31,
|
||||||||||||
Other financial income/(expenses), net
|
2020
|
2019
|
2018
|
|||||||||
Other financial income
|
162,290
|
14,152
|
14,431
|
|||||||||
Other financial losses
|
(121,415
|
)
|
(15,305
|
)
|
(22,666
|
)
|
||||||
Total
|
40,875
|
(1,153
|
)
|
(8,235
|
)
|
For the year ended December 31,
|
||||||||||||
Item
|
2020
|
2019
|
2018
|
|||||||||
Profit from continuing operations attributable to Atlantica
|
11,968
|
62,135
|
41,596
|
|||||||||
Average number of ordinary shares outstanding (thousands) - basic
|
101,879
|
101,063
|
100,217
|
|||||||||
Average number of ordinary shares outstanding (thousands) - diluted
|
103,392
|
101,063
|
100,217
|
|||||||||
Earnings per share from continuing operations (US dollar per share) - basic and diluted
|
0.12
|
0.61
|
0.42
|
|||||||||
Earnings per share from profit for the period (US dollar per share) - basic and diluted
|
0.12
|
0.61
|
0.42
|
Appendices
|
Appendix I
|
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)
|
||||
Atlantica North America, LLC
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica Infraestructura Sostenible, S.L.U
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Atlantica Perú, S.A.
|
Lima (Peru)
|
100.00
|
(5)
|
|||||
Atlantica Sustainable Infrastructure Jersey, Ltd
|
Jersey (United Kingdom)
|
100.00
|
(5)
|
|||||
Atlantica Newco Limited
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
Atlantica DCR, LLC
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
ASHUSA Inc.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica South Africa (Pty) Ltd
|
Pretoria (South Africa)
|
100.00
|
(5)
|
|||||
ASUSHI, Inc.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica Chile SpA
|
Santiago de Chile (Chile)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ATN 4, S.A
|
Lima (Peru)
|
100.00
|
(1)
|
|||||
Atlantica Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
Mexico D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Algeria)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
Solana
|
Delaware (United States)
|
100.00
|
(3)
|
||||
ASI Operations LLC
|
Delaware (United States)
|
100.00
|
(3)
|
|||||
ASO Holdings Company, LLC.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica Investment Ltd.
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
AYES International UK Ltd
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
Atlantica Yield España S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
AY Holding Uruguay, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Atlantica Yield Energy Solutions Canada Inc.
|
Vancouver (Canada)
|
10.00*
|
(5)
|
|||||
Banitod, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Befesa Agua Tenes
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Calgary District Heating, Inc
|
Vancouver (Canada)
|
100.00
|
(5)
|
|||||
Carpio Solar Inversiones, S.A.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Chile PV I
|
Chile PV I
|
Santiago de Chile (Chile)
|
35.00
|
(3)
|
||||
Coropuna Transmisión, S.A
|
Lima (Peru)
|
100.00
|
(1)
|
|||||
Ecija Solar Inversiones, S.A.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
CKA1 Holding S. de R.L. de C.V.
|
Mexico D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Estrellada, S.A.
|
Melowind
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Extremadura Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Seville (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Madrid (Spain)
|
67.00
|
(5)
|
|||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Seville (Spain)
|
100.00
|
(3)
|
Helios I Hyperion Energy Investments, S.A.
|
Helios 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.A.
|
Helios 2
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Hidrocañete S.A.
|
Mini-Hydro
|
Lima (Peru)
|
100.00
|
(3)
|
||||
Hypesol Energy Holding, S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Hypesol Solar Inversiones, S.A
|
Seville (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.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones Dos, S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Mojave Solar Holdings, LLC.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Mojave Solar LLC.
|
Mojave
|
Delaware (United States)
|
100.00
|
(3)
|
||||
Nesyla, S.A
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
|||||
Overnight Solar LLC
|
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
|
Seville (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
|
Seville (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Seville (Spain)
|
87.00
|
(3)
|
||||
Atlantica Corporate Resources, S.L
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Solar Processes, S.A.
|
PS-20
|
Seville (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)
|
||||
Tenes Lilmiyah, S.P.A
|
Tenes
|
Dely Ibrahim (Algeria)
|
51.00
|
(4)
|
||||
Sunshine Finance Jersey, Ltd
|
Jersey (United Kigdom)
|
100.00
|
(5)
|
|||||
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
|
* |
Atlantica has control over AYES Canada Inc. under IFRS 10, Consolidated Financial Statements.
|
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)
|
||||
Atlantica North America LLC.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica Infraestructura Sostenible, S.LU.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Atlantica Perú, S.A.
|
Lima (Peru)
|
100.00
|
(5)
|
|||||
Atlantica DCR LLC
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
ASHUSA Inc.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica South Africa (Pty) Ltd
|
Pretoria (South Africa)
|
100.00
|
(5)
|
|||||
ASUSHI, Inc.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Atlantica Chile SpA
|
Santiago de Chile (Chile)
|
100.00
|
(5)
|
|||||
ATN, S.A.
|
ATN
|
Lima (Peru)
|
100.00
|
(1)
|
||||
Atlantica Transmisión Sur, S.A.
|
ATS
|
Lima (Peru)
|
100.00
|
(1)
|
||||
ACT Holdings, S.A. de C.V.
|
Mexico D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Aguas de Skikda S.P.A.
|
Skikda
|
Dely Ibrahim (Algeria)
|
51.00
|
(4)
|
||||
Arizona Solar One, LLC.
|
Solana
|
Delaware (United States)
|
100.00
|
(3)
|
||||
ASI Operations LLC
|
Delaware (United States)
|
100.00
|
(3)
|
|||||
ASO Holdings Company, LLC.
|
Delaware (United States)
|
100.00*
|
(5)
|
|||||
Atlantica Investment Ltd.
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
AYES International UK Ltd
|
Brentford (United Kingdom)
|
100.00
|
(5)
|
|||||
Atlantica Yield España S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
ATN 2, S.A.
|
ATN 2
|
Lima (Peru)
|
100.00
|
(1)
|
||||
AY Holding Uruguay, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Atlantica Yield Energy Solutions Canada Inc.
|
Vancouver (Canada)
|
10.00**
|
(5)
|
|||||
Banitod, S.A.
|
Montevideo (Uruguay)
|
100.00
|
(5)
|
|||||
Cadonal, S.A.
|
Cadonal
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Carpio Solar Inversiones, S.A.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Ecija Solar Inversiones, S.A.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
CKA1 Holding S. de R.L. de C.V.
|
Mexico D.F. (Mexico)
|
100.00
|
(5)
|
|||||
Estrellada, S.A.
|
Melowind
|
Montevideo (Uruguay)
|
100.00
|
(3)
|
||||
Extremadura Equity Investments Sárl.
|
Luxembourg (Luxembourg)
|
100.00
|
(5)
|
|||||
Fotovoltaica Solar Sevilla, S.A.
|
Seville PV
|
Seville (Spain)
|
80.00
|
(3)
|
||||
Geida Skikda, S.L.
|
Madrid (Spain)
|
67.00
|
(5)
|
|||||
Helioenergy Electricidad Uno, S.A.
|
Helioenergy 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Helioenergy Electricidad Dos, S.A.
|
Helioenergy 2
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Helios I Hyperion Energy Investments, S.A.
|
Helios 1
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Helios II Hyperion Energy Investments, S.A.
|
Helios 2
|
Seville (Spain)
|
100.00
|
(3)
|
||||
Hidrocañete S.A.
|
Mini-Hydro
|
Lima (Peru)
|
100.00
|
(3)
|
||||
Hypesol Energy Holding, S.L.
|
Seville (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.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Logrosán Solar Inversiones Dos, S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Mojave Solar Holdings, LLC.
|
Delaware (United States)
|
100.00
|
(5)
|
|||||
Mojave Solar LLC.
|
Mojave
|
Delaware (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
|
Seville (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
|
Seville (Spain)
|
87.00
|
(3)
|
||||
Solacor Electricidad Dos, S.A.
|
Solacor 2
|
Seville (Spain)
|
87.00
|
(3)
|
||||
Atlantica Corporate Resources, S.L.
|
Seville (Spain)
|
100.00
|
(5)
|
|||||
Solar Processes, S.A.
|
PS-20
|
Seville (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)
|
(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) as of December 31, 2019.
|
**
|
Atlantica has control over AYES Canada Inc. under IFRS 10, Consolidated Financial Statements.
|
Company name
|
Project
name
|
Registered
address
|
% of
nominal
share
|
Business
|
|||||||||
ABY Infraestructuras, S.L.
|
Seville (Spain)
|
20.0
|
(3
|
)
|
|||||||||
AC Renovables Sol 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
Amherst Island Partnership
|
Windlectric
|
Ontario (Canada)
|
30.0
|
(3
|
)
|
||||||||
Arroyo Energy Netherlands II B.V.
|
Monterrey
|
Amsterdam (Netherlands)
|
30.0
|
(2
|
)
|
||||||||
Ca Ku A1, S.A.P.I de CV
|
Mexico D.F. (Mexico)
|
5.0
|
(2
|
)
|
|||||||||
Evacuacion Valdecaballeros, S.L.
|
Caceres (Spain)
|
57.2
|
(3
|
)
|
|||||||||
Evacuación Villanueva del Rey, S.L.
|
Seville (Spain)
|
40.0
|
(3
|
)
|
|||||||||
Geida Tlemcen S.L.
|
Honaine
|
Madrid (Spain)
|
50.0
|
(4
|
)
|
||||||||
PA Renovables Sol 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
Pectonex R.F.
|
Pretoria (South Africa)
|
50.0
|
(3
|
)
|
|||||||||
SJ Renovables Sun 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
SJ Renovables Wind 1 S.A.S. E.S.P.
|
-
|
50.0
|
(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
|
Company name
|
Project
name
|
Registered
address
|
% of
nominal
share
|
Business
|
|||||||||
ABY Infraestructuras, S.L.
|
Seville (Spain)
|
20.0
|
(3
|
)
|
|||||||||
AC Renovables Sol 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
Amherst Island Partnership
|
Windlectric
|
Ontario (Canada)
|
30.0
|
(3
|
)
|
||||||||
Arroyo Energy Netherlands II B.V.
|
Monterrey
|
Amsterdam (Netherlands)
|
30.0
|
(2
|
)
|
||||||||
Ca Ku A1, S.A.P.I de CV
|
Mexico D.F. (Mexico)
|
5.0
|
(2
|
)
|
|||||||||
Evacuacion Valdecaballeros, S.L.
|
Caceres (Spain)
|
57.2
|
(3
|
)
|
|||||||||
Evacuación Villanueva del Rey, S.L.
|
Seville (Spain)
|
40.0
|
(3
|
)
|
|||||||||
Geida Tlemcen S.L.
|
Honaine
|
Madrid (Spain)
|
50.0
|
(4
|
)
|
||||||||
PA Renovables Sol 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
Pectonex R.F.
|
Pretoria (South Africa)
|
50.0
|
(3
|
)
|
|||||||||
SJ Renovables Sun 1 S.A.S. E.S.P.
|
-
|
50.0
|
(3
|
)
|
|||||||||
SJ Renovables Wind 1 S.A.S. E.S.P.
|
-
|
50.0
|
(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
|
Appendix III-1
|
(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 Conococha and Kiman Ayllu substations; and
|
(v) |
the expansion of the Cajamarca Norte, 220kV Carhuamayo, 138kV Carhuamayo and 220kV Paragsha substations.
|
(i) |
a 500kV electric transmission line and two short 220kV electric transmission lines, which are linked to existing substations;
|
(ii) |
three 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.
|
Appendices
|
Appendix III-2
|
Project
name
|
Country
|
Status(1)
|
% of
Nominal
Share(2)
|
Period of
Concession
(4)(5)
|
off-taker(7)
|
Financial/
Intangibl
e(3)
|
Assets/
Investm
ent
|
Accumulated
Amortizat
ion
|
Operating
Profit/
(Loss)(8)
|
Arrangem
ent Terms
(price)
|
Descri
ption
of
the
Arrange
ment
|
|||||||||||||||
Renewable energy:
|
||||||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
1,830,148
|
(468,323
|
)
|
(5,722
|
)
|
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)
|
1,557,559
|
(374,193
|
)
|
48,436
|
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)
|
147,911
|
(48,843
|
)
|
7,971
|
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)
|
121,986
|
(37,315
|
)
|
15,293
|
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)
|
135,977
|
(29,598
|
)
|
4,673
|
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)
|
337,506
|
(80,255
|
)
|
10,222
|
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)
|
336,556
|
(81,998
|
)
|
10,802
|
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)
|
341,674
|
(88,382
|
)
|
9,359
|
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)
|
355,614
|
(90,861
|
)
|
9,248
|
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)
|
340,713
|
(108,908
|
)
|
14,090
|
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)
|
318,415
|
(98,755
|
)
|
14,331
|
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)
|
297,118
|
(91,251
|
)
|
13,865
|
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)
|
344,533
|
(84,144
|
)
|
11,285
|
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)
|
335,550
|
(80,361
|
)
|
11,677
|
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)
|
330,497
|
(87,496
|
)
|
11,149
|
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)
|
331,206
|
(84,360
|
)
|
11,560
|
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)
|
332,537
|
(70,486
|
)
|
11,542
|
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)
|
329,203
|
(69,659
|
)
|
12,161
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
||||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
521,523
|
(154,962
|
)
|
41,483
|
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)
|
580,141
|
-
|
75,349
|
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)
|
531,887
|
(122,005
|
)
|
29,339
|
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)
|
359,912
|
(105,618
|
)
|
6,474
|
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)
|
40,381
|
-
|
5,362
|
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)
|
55,417
|
-
|
4,922
|
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)
|
78,743
|
-
|
12,332
|
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)
|
77,702
|
-
|
13,909
|
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
|
||||||||||
Tenes
|
Algeria
|
(O)
|
51.0
|
25 Years
|
Sonatrach & ADE
|
(F)
|
106,071
|
-
|
10,610
|
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, 2020.
|
(2) |
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. AEC owns 49% of the Tenes 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 off-taker is the grantor.
|
(8) |
Figures reflect the contribution to the consolidated financial statements of Atlantica Sustainable Infrastructure plc. as of December 31, 2020.
|
(9) |
Recorded under the equity method.
|
Project
name
|
Country
|
Status(1)
|
% of
Nominal
Share
(2)
|
Period of
Concession
(4)(5)
|
off-taker(7)
|
Financial/
Intangible(3)
|
Assets/
Investm
ent
|
Accumula
ted
Amortiza
tion
|
Operati
ng
Profit/
(Loss)(8)
|
Arrangem
ent
Terms
(price)
|
Descriptio
n of
the
Arrangem
ent
|
|||||||||||||||
Renewable energy:
|
||||||||||||||||||||||||||
Solana
|
USA
|
(O)
|
100.0
|
30 Years
|
APS
|
(I)
|
1,916,268
|
(424,627
|
)
|
47,344
|
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)
|
1,556,638
|
(312,544
|
)
|
49,939
|
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)
|
148,043
|
(43,967
|
)
|
3,537
|
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)
|
122,104
|
(43,987
|
)
|
2,650
|
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)
|
136,421
|
(22,501
|
)
|
3,826
|
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)
|
308,407
|
(63,275
|
)
|
12,763
|
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)
|
307,174
|
(65,072
|
)
|
12,836
|
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)
|
311,963
|
(70,393
|
)
|
11,569
|
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)
|
324,834
|
(72,228
|
)
|
11,559
|
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)
|
311,759
|
(89,172
|
)
|
15,482
|
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)
|
292,904
|
(80,829
|
)
|
16,569
|
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)
|
271,943
|
(74,523
|
)
|
15,966
|
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)
|
313,132
|
(66,794
|
)
|
14,095
|
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)
|
304,945
|
(63,626
|
)
|
14,346
|
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)
|
303,316
|
(68,486
|
)
|
14,927
|
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)
|
304,083
|
(66,007
|
)
|
16,130
|
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)
|
303,392
|
(54,293
|
)
|
12,603
|
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)
|
300,209
|
(53,641
|
)
|
11,730
|
Regulated revenue
base(6)
|
Regulated revenue established by different laws and rulings in Spain
|
||||||||||||
Kaxu
|
South Africa
|
(O)
|
51.0
|
20 Years
|
Eskom
|
(I)
|
543,761
|
(132,849
|
)
|
53,040
|
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)
|
610,363
|
-
|
113,549
|
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)
|
531,779
|
(104,201
|
)
|
28,993
|
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)
|
356,876
|
(93,061
|
)
|
5,680
|
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)
|
41,237
|
-
|
5,716
|
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)
|
55,157
|
-
|
6,638
|
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)
|
80,407
|
-
|
14,432
|
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)
|
87,285
|
-
|
15,583
|
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, 2019.
|
(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 off-taker is the grantor.
|
(8) |
Figures reflect the contribution to the consolidated financial statements of Atlantica Sustainable Infrastructure plc. as of December 31, 2019.
|
(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
Atlantica
consolidated
net result
2020
|
Non-
controlling
interests
in
Atlantica
consolidated
equity as
of
December 31,
2020
|
Non-
current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
3,584
|
1,563
|
44,486
|
75,893
|
28,343
|
22,336
|
7,801
|
2,374
|
-
|
|||||||||||||||||||||||||||||
Atlantica Yield Energy Solutions Canada Inc.
|
Algonquin Power Co.
|
90
|
%
|
15,709
|
(6
|
)
|
54,924
|
56,308
|
4,312
|
-
|
4,292
|
(6
|
)
|
-
|
Appendices
|
Appendix IV
|
Subsidiary
name
|
Non-
controlling
interests
name
|
% of
non-
controlling
interests
held
|
Dividends
paid to
non-
controlling
interests
|
Profit/(Loss)
of non-
controlling
interests
in
Atlantica
consolidated
net result
2019
|
Non-
controlling
interests
in
Atlantica
consolidated
equity as
of
December 31,
2019
|
Non-
current
assets*
|
Current
Assets*
|
Non-
current
liabilities*
|
Current
liabilities*
|
Net
Profit
/(Loss)*
|
Total
Comprehensive
income*
|
||||||||||||||||||||||||||||||
Aguas de Skikda S.P.A.
|
Algerian Energy Company S.P.A.
|
49
|
%**
|
4,116
|
8,473
|
53,215
|
85,668
|
29,363
|
19,945
|
7,726
|
12,477
|
-
|
|||||||||||||||||||||||||||||
Algonquin Power Co.
|
90
|
%
|
20,332
|
-
|
69,050
|
72,156
|
5,789
|
-
|
5,790
|
-
|
-
|
December 31,
|
||||||||||||
2020
|
2019
|
2018
|
||||||||||
Shares
|
106,670,862
|
101,601,662
|
100,217,260
|
• |
in which he or she has an interest of which he or she is not aware or which cannot reasonably be regarded as likely to give rise to a conflict of interest;
|
• |
in which he has an interest only by virtue of interests in the Company’s shares, debentures or other securities or otherwise in or through the Company;
|
• |
which involves the giving of any security, guarantee or indemnity to the director or any other person in respect of obligations incurred by him or any other person for the benefit of the Company or a debt or other
obligation of the Company for which the director has assumed responsibility under a guarantee or indemnity or by the giving of security;
|
• |
concerning an offer of securities by the Company or any of its subsidiary undertakings in which he or she is or may be entitled to participate as a holder of securities or as an underwriter or sub-underwriter;
|
• |
concerning any other body corporate, provided that he or she and any connected persons do not own or have a beneficial interest in one percent or more of any class of share capital of such body corporate, or of
the voting rights available to the members of such body corporate;
|
• |
relating to an arrangement for the benefit of employees or former employees which does not award him or her any privilege or benefit not generally awarded to the employees or former employees to whom such
arrangement relates;
|
• |
concerning the purchase or maintenance of insurance for any liability for the benefit of directors;
|
• |
concerning the giving of indemnities in favor of the directors; or
|
• |
concerning the funding of expenditure by any director or directors (i) on defending criminal, civil or regulatory proceedings or actions against him or them, (ii) in connection with an application to the court for
relief, (iii) on defending him or them in any regulator investigations, or (iv) incurred doing anything to enable him to avoid incurring such expenditure.
|
(i) |
subject to the provisions of the Companies Act, the shareholder who appointed the relevant director of the Company elects to terminate the office of such director;
|
(ii) |
the director of the Company becomes prohibited by law or (if applicable) the NASDAQ Rules from acting as a director or ceases to be a director by virtue of any provision of the Companies Act;
|
(iii) |
the Company has received notice of the director’s resignation or retirement from office and such resignation or retirement from office has taken effect in accordance with its terms;
|
(iv)
|
the director has retired at an annual general meeting in accordance with the Articles;
|
(v) |
the director has a bankruptcy order made against him/her, compounds with his/her creditors generally or applies to the court for an interim order under the UK Insolvency Act 1986 in connection with a voluntary
arrangement under that Act or any analogous event occurs in relation to the director in another country;
|
(vi) |
an order is made by any court claiming jurisdiction in that behalf on the ground (however formulated) of mental disorder for the director’s detention or for the appointment of another person (by whatever name
called) to exercise powers with respect to the director’s property or affairs;
|
(vii) |
the director is absent from meetings of the directors for three months without permission and the directors have resolved that the director’s office be vacated;
|
(viii) |
notice of termination is served or deemed served on the director and that notice is given by a majority of directors for the time being; or
|
(ix) |
in the case of a director other than the chairman and any director holding an executive office, if the directors resolve to require the director to resign and the director fails to do so within 30 days of
notification of such resolution being served or deemed served on the director.
|
• |
ensure that all members and proxies for members wishing to attend the meeting can do so;
|
• |
ensure that all persons attending the meeting are able to participate in the business of the meeting and to see and hear anyone else addressing the meeting;
|
• |
ensure the safety of persons attending the meeting and the orderly conduct of the meeting; and
|
• |
restrict the numbers of members and proxies at any one location to such number as can safely and conveniently be accommodated there.
|
Subsidiary
|
Jurisdiction of Incorporation or Organization
|
|
ACT Energy México, S. de R.L. de C.V.
|
Mexico
|
|
ACT Holdings, S.A. de C.V.
|
Mexico
|
|
Aguas de Skikda S.P.A.
|
Algeria
|
|
Arizona Solar One, LLC.
|
United States
|
|
ASHUSA Inc.
|
United States
|
|
ASI Operations LLC
|
United States
|
|
ASO Holdings Company, LLC.
|
United States
|
|
ASUSHI, Inc.
|
United States
|
|
Atlantica Chile SpA
|
Chile
|
|
Atlantica DCR, LLC
|
United States
|
|
Atlantica Infraestructura Sostenible, S.L.U
|
Spain
|
|
Atlantica Investment Ltd.
|
United Kingdom
|
|
Atlantica Newco Limited
|
United Kingdom
|
|
Atlantica North America, LLC
|
United States
|
|
Atlantica Perú, S.A.
|
Peru
|
|
Atlantica Transmisión Sur, S.A.
|
Peru
|
|
Atlantica Sustainable Infrastructure Jersey, Ltd
|
United Kingdom
|
|
Atlantica South Africa (Pty) Ltd
|
South Africa
|
|
Atlantica Yield España S.L.
|
Spain
|
|
Atlantica Yield Energy Solutions Canada Inc.
|
Canada
|
|
ATN, S.A S.A.
|
Peru
|
|
ATN 4, S.A
|
Peru
|
|
ATN 2, S.A.
|
Peru
|
|
AYES International UK Ltd
|
United Kingdom
|
|
AY Holding Uruguay, S.A.
|
Uruguay
|
|
Banitod, S.A.
|
Uruguay
|
|
Befesa Agua Tenes
|
Spain
|
|
Cadonal, S.A.
|
Uruguay
|
|
Calgary District Heating, Inc
|
Canada
|
|
Carpio Solar Inversiones, S.A.
|
Spain
|
|
Chile PV I
|
Chile
|
|
Coropuna Transmisión, S.A
|
Peru
|
|
CKA1 Holding S. de R.L. de C.V.
|
Mexico
|
|
Ecija Solar Inversiones, S.A.
|
Spain
|
|
Estrellada, S.A.
|
Uruguay
|
|
Extremadura Equity Investments Sárl.
|
Luxembourg
|
|
Fotovoltaica Solar Sevilla, S.A.
|
Spain
|
|
Geida Skikda, S.L.
|
Spain
|
|
Helioenergy Electricidad Uno, S.A.
|
Spain
|
|
Helioenergy Electricidad Dos, S.A.
|
Spain
|
|
Helios I Hyperion Energy Investments, S.A.
|
Spain
|
|
Helios II Hyperion Energy Investments, S.A.
|
Spain
|
|
Hidrocañete S.A.
|
Peru
|
|
Hypesol Energy Holding, S.L.
|
Spain
|
|
Hypesol Solar Inversiones, S.A
|
Spain
|
|
Kaxu Solar One (Pty) Ltd.
|
South Africa
|
|
Logrosán Equity Investments Sárl.
|
Luxembourg
|
|
Logrosán Solar Inversiones, S.A.
|
Spain
|
|
Logrosán Solar Inversiones Dos, S.L.
|
Spain
|
|
Mojave Solar Holdings, LLC.
|
United States
|
Mojave Solar LLC.
|
United States
|
|
Nesyla, S.A
|
Uruguay
|
|
Overnight Solar LLC
|
United States
|
|
Palmatir S.A.
|
Uruguay
|
|
Palmucho, S.A.
|
Chile
|
|
RRHH Servicios Corporativos, S. de R.L. de C.V.
|
Mexico
|
|
Sanlucar Solar, S.A.
|
Spain
|
|
Solaben Electricidad Uno S.A.
|
Spain
|
|
Solaben Electricidad Dos S.A.
|
Spain
|
|
Solaben Electricidad Tres S.A.
|
Spain
|
|
Solaben Electricidad Seis S.A.
|
Spain
|
|
Solaben Luxembourg S.A.
|
Luxembourg
|
|
Solacor Electricidad Uno, S.A.
|
Spain
|
|
Solacor Electricidad Dos, S.A.
|
Spain
|
|
Atlantica Corporate Resources, S.L
|
Spain
|
|
Solar Processes, S.A.
|
Spain
|
|
Solnova Solar Inversiones, S.A.
|
Spain
|
|
Solnova Electricidad, S.A.
|
Spain
|
|
Solnova Electricidad Tres, S.A.
|
Spain
|
|
Solnova Electricidad Cuatro, S.A.
|
Spain
|
|
Tenes Lilmiyah, S.P.A
|
Algeria
|
|
Sunshine Finance Jersey, Ltd
|
United States
|
|
Transmisora Mejillones, S.A.
|
Chile
|
|
Transmisora Baquedano, S.A.
|
Chile
|
1. |
I have reviewed this annual report on Form 20-F (the “Annual Report”) of the Company;
|
2. |
Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period covered by this Annual Report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this Annual Report, fairly present in all material respects the financial condition, results of operations and cash flows
of the Company as of, and for, the periods presented in this Annual Report;
|
4. |
The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
|
(a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Annual Report is being prepared;
|
(b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c) |
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this Annual Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this Annual Report based on such evaluation; and
|
5. |
The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of Company’s board of
directors (or persons performing the equivalent function):
|
(a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process,
summarize and report financial information; and
|
(b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
|
/s/ Santiago Seage | ||
Santiago Seage
|
||
Chief Executive Officer
|
1. |
I have reviewed this annual report on Form 20-F (the “Annual Report”) of the Company;
|
2. |
Based on my knowledge, this Annual Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period covered by this Annual Report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this Annual Report, fairly present in all material respects the financial condition, results of operations and cash flows
of the Company as of, and for, the periods presented in this Annual Report;
|
4. |
The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
|
(a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Annual Report is being prepared;
|
(b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c) |
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this Annual Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this Annual Report based on such evaluation; and
|
(d) |
Disclosed in this Annual Report any change in the Company’s internal control over financial reporting that occurred during the period covered by this Annual Report that has materially affected, or is reasonably
likely to materially affect, the Company’s internal control over financial reporting; and
|
5. |
The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of Company’s board of
directors (or persons performing the equivalent function):
|
(a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process,
summarize and report financial information; and
|
(b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
|
/s/ Francisco Martinez-Davis | ||
Francisco Martinez-Davis
|
||
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 Sustainable Infrastructure plc.
|
/s/ Santiago Seage | ||
Santiago Seage
|
||
Chief Executive Officer
|
|
/s/ Francisco Martinez-Davis | |
Francisco Martinez-Davis
|
||
Chief Financial Officer
|
/s/Ernst & Young, S.L.
|
|
Madrid, Spain
|
|
March 1, 2021
|
/s/ Deloitte, S.L.
|
|
Madrid, Spain
|
|
March 1, 2021
|