UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2021
Commission File Number 001-36487
Atlantica Sustainable Infrastructure plc
(Exact name of Registrant as Specified in its Charter)
Not Applicable
(Translation of Registrant’s name into English)
Great West House, GW1, 17th floor
Great West Road
Brentford, TW8 9DF
United Kingdom
Tel.: +44 203 499 0465
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
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☒ Form 20-F
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☐ Form 40-F
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
This Report on Form 6-K is incorporated by reference into the Registration Statement on Form F-3 of the Registrant filed with the Securities and Exchange Commission on August 6, 2018 (File 333-226611).
April 8, 2021 – On April 5, 2021, Atlantica entered into an agreement to acquire a 49% interest in a 596 MW wind portfolio in the US.
Exhibits
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Exhibit No.
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Document
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Atlantica Announces an Agreement to Acquire a 49% Interest in a 596 MW Wind Portfolio in the US
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Chief Financial Officer
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Investor Relations & Communication
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Francisco Martinez-Davis
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Leire Perez
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E ir@atlantica.com
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E ir@atlantica.com
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T +44 20 3499 0465
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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ATLANTICA SUSTAINABLE
INFRASTRUCTURE PLC
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/s/ Santiago Seage
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| Name: |
Santiago Seage
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| Title: |
Chief Executive Officer
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Date: April 8, 2021
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Exhibit 99.1
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April 8, 2021 – Atlantica Sustainable Infrastructure plc (NASDAQ: AY) (“Atlantica”), the sustainable infrastructure company that owns a diversified portfolio of contracted assets in the energy and environment
sectors, announced today that it has reached an agreement to acquire a 49% interest in a 596 MW portfolio of four wind assets located in Illinois, Texas, Oregon and Minnesota.
Atlantica’s initial investment is expected to be approximately $196.51 million. The transaction price represents an Enterprise Value2 / EBITDA3 multiple of approximately 5.9 times.
The portfolio has no debt as of today and Atlantica expects to potentially raise non-recourse debt in the future in order to reduce the investment.
The assets have PPAs with investment grade off-takers with 5 years average remaining contract life and have demonstrated proven operational track record. Pro-forma including this acquisition, Atlantica’s portfolio
average contract life is 16 years as of March 31, 2021. Closing is expected to take place in the third quarter of 2021 and is subject to customary conditions and regulatory approvals.
Santiago Seage, Atlantica’s CEO, said: “This investment, which should be highly accretive to Atlantica, increases and diversifies our presence in North America, while it allows us to continue delivering on our ESG
commitments. These assets present significant repowering opportunities and will offer a substantial value post PPA.”
(1) Subject to certain price adjustments.
(2) Entreprise Value is defined as the expected investment divided by the 49% equity interest agreed to be acquired.
(3) EBITDA is calculated as profit/(loss) of the portfolio for the year 2020 after adding back depreciation, amortization and impairment charges (see reconciliation on page 4).
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Forward-Looking Statements
This press release contains forward-looking statements. These forward-looking statements include, but are not limited to, all statements other than statements of historical facts contained in this press release
including, without limitation, those regarding timing of completion, size of investment, enterprise value, and conditions to completion. In some cases, you can identify forward-looking statements by terminology such as "aim," "anticipate,"
"believe," "continue," "could," "estimate," "expect," "forecast," "guidance," "intend," "is likely to," "may," "plan," "potential," "predict," "projected," "should" or "will" or the negative of such terms or other similar expressions or
terminology.
By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements speak only
as of the date of this press release and are not guarantees of future performance and are based on numerous assumptions. Our actual results of operations, financial condition and the development of events may differ materially from (and be more
negative than) those made in, or suggested by, the forward-looking statements. Factors that could cause actual results to differ materially from those contemplated above, include those factors discussed under “Item 3.D—Risk Factors” and “Item
5.A—Operating Results” in our annual report filed for the fiscal year ended December 31, 2020 filed on Form 20-F. Atlantica undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
Non-GAAP Financial Measures
This press release also includes certain non-GAAP financial measures, including EBITDA. Non-GAAP financial measures are not measurements of performance or liquidity under IFRS as issued by IASB and should not be
considered alternatives to operating profit or profit for the period or any other performance measures derived in accordance with IFRS as issued by the IASB or any other generally accepted accounting principles or as alternatives to cash flow from
operating, investing or financing activities. Please refer to the reconciliation of the non-GAAP financial measures included in this press release to the most directly comparable financial measures prepared in accordance with IFRS. Also, please
refer to the following paragraphs in this section for an explanation of the reasons why management believes the use of non-GAAP financial measures (including EBITDA) in this press release provides useful information to investors.
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We present non-GAAP financial measures because we believe that they and other similar measures are widely used by certain investors, securities analysts and other interested parties as supplemental measures of
performance and liquidity. The non-GAAP financial measures may not be comparable to other similarly titled measures employed by other companies and may have limitations as analytical tools. These measures may not be fit for isolated consideration
or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures and ratios are not measurements of our performance or liquidity under IFRS as issued by the IASB. Thus, they should
not be considered as alternatives to operating profit, profit for the period, any other performance measures derived in accordance with IFRS as issued by the IASB, any other generally accepted accounting principles or as alternatives to cash flow
from operating, investing or financing activities. Some of the limitations of these non-GAAP measures are:
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they do not reflect cash expenditures, future requirements for capital expenditures or contractual commitments;
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they do not reflect changes in, or cash requirements for working capital needs;
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they may not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments, on debts;
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although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often need to be replaced in the future and EBITDA does not reflect any cash requirements that would be required for such
replacements;
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the fact that other companies in our industry may calculate EBITDA differently than we do, which limits their usefulness as comparative measures.
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EBITDA is calculated as profit/(loss) of the portfolio for the year 2020 after adding back depreciation, amortization and impairment charges.
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Our management believes EBITDA is useful to investors and other users of our financial statements in evaluating the operating performance of assets because it provides them with an additional tool to compare business
performance across companies and across periods. EBITDA is widely used by investors to measure a company’s operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially
from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired.
Our management uses EBITDA as measures of operating performance to assist in comparing performance from period to period on a consistent basis. They also readily view operating trends as a measure for planning and
forecasting overall expectations, for evaluating actual results against such expectations, and for communicating with our board of directors, shareholders, creditors, analysts and investors concerning our financial performance.
Appendix Table:
The following table provides a reconciliation of EBITDA to Net Income of the assets Atlantica has agreed to acquire:
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($ in millions)
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20204
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Net Income
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33.0
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Depreciation and amortization
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35.2
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EBITDA
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68.2
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About Atlantica
Atlantica is a sustainable infrastructure company that owns a diversified portfolio of contracted renewable energy, storage, efficient natural gas, electric transmission and water assets in North & South
America, and certain markets in EMEA (www.atlantica.com).
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Chief Financial Officer
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Investor Relations & Communication
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Francisco Martinez-Davis
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Leire Perez
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E ir@atlantica.com
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E ir@atlantica.com
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T +44 20 3499 0465
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(4) Based on Unaudited Financial Statements for the year ended December 31, 2020, presented on a 100% basis.
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