☒ Form 20-F
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☐ Form 40-F
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Page
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PART I – FINANCIAL INFORMATION
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Item 1
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10
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Item 2
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39
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Item 3
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66
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Item 4
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70
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PART II – OTHER INFORMATION
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Item 1
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70
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Item 1A
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70
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Item 2
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70
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Item 3
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71
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Item 4
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71
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Item 5
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71
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Item 6
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71
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72
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• |
references to “2020 Green Private Placement” refer to the €290 million ($316 million) senior secured notes maturing on June 20, 2026 which were issued under a senior secured note purchase agreement entered
with a group of institutional investors as purchasers of the notes issued thereunder as further described in “Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital
Resources—Sources of Liquidity—2020 Green Private Placement”;
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references to “Abengoa” refer to Abengoa, S.A. and, where the context requires, Abengoa, S.A together with its subsidiaries;
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references to “ACT” refer to the gas-fired cogeneration facility located inside the Nuevo Pemex Gas Processing Facility near the city of Villahermosa in the State of Tabasco, Mexico;
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references to “Adjusted EBITDA” have the meaning set forth in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”;
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references to “Albisu” refer to the 10 MW solar PV plant located in Uruguay;
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references to “Algonquin” refer to, as the context requires, either Algonquin Power & Utilities Corp., a North American diversified generation, transmission and distribution utility, or Algonquin Power
& Utilities Corp. together with its subsidiaries;
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references to “Amherst” refer to Amherst Island Partnership, the holding company of Windlectric Inc;
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references to “Annual Consolidated Financial Statements” refer to the audited annual consolidated financial statements as of December 31, 2022 and 2021 and for the years ended December 31, 2022, 2021 and
2020, including the related notes thereto, prepared in accordance with IFRS as issued by the IASB (as such terms are defined herein), included in our Annual Report;
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references to “Annual Report” refer to our Annual Report on Form 20-F for the year ended December 31, 2022, filed with the SEC on March 1, 2023;
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references to “Atlantica Jersey” refer to Atlantica Sustainable Infrastructure Jersey Limited, a wholly-owned subsidiary of Atlantica;
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references to “ATM Plan Letter Agreement” refer to the agreement by and among the Company and Algonquin dated August 3, 2021, pursuant to which the Company offers Algonquin shall have the right but not the
obligation, on a quarterly basis, to purchase a number of ordinary shares to maintain its percentage interest in Atlantica at the average price of the shares sold under the Distribution Agreement in the previous quarter, as adjusted;
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references to “ATN” refer to ATN S.A., the operational electric transmission asset in Peru, which is part of the Guaranteed Transmission System;
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references to “ATS” refer to Atlantica Transmision Sur S.A.;
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references to “AYES Canada” refer to Atlantica Sustainable Infrastructure Energy Solutions Canada Inc., a vehicle formed by Atlantica and Algonquin to channel co-investment opportunities;
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references to “Befesa Agua Tenes” refer to Befesa Agua Tenes, S.L.U.;
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references to “cash available for distribution” 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;
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references to “Calgary District Heating” or “Calgary” refer to the 55 MWt thermal capacity district heating asset in the city of Calgary which we acquired in May 2021;
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references to “Chile PV 1” refer to the solar PV plant of 55 MW located in Chile;
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references to “Chile PV 2” refer to the solar PV plant of 40 MW located in Chile;
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references to “Chile PV 3” refer to the solar PV plant of 73 MW located in Chile;
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references to “Chile TL3” refer to the 50-mile transmission line located in Chile;
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references to “Chile TL4” refer to the 63-mile transmission line located in Chile;
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references to “Consolidated Condensed Interim Financial Statements” refer to the consolidated condensed unaudited interim financial statements as of March 31, 2023 and for the three-month periods ended March
31, 2023 and 2022, including the related notes thereto prepared in accordance with IFRS as issued by the IASB, which form a part of this quarterly report;
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references to “COD” refer to the commercial operation date of the applicable facility;
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references to “Coso” refer to the 135 MW geothermal plant located in California;
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references to “Distribution Agreement” refer to the agreement entered into with BofA Securities, Inc., MUFG Securities Americas Inc. and RBC Capital Markets LLC, as sales agents, dated February 28, 2022 as
amended on May 9, 2022, under which we may offer and sell from time to time up to $150 million of our ordinary shares and pursuant to which such sales agents may sell our ordinary shares by any method permitted by law deemed to be an
“at the market offering” as defined by Rule 415(a)(4) promulgated under the U.S. Securities Act of 1933;
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references to “EMEA” refer to Europe, Middle East and Africa;
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references to “Eskom” refer to Eskom Holdings SOC Limited, together with its subsidiaries, unless the context otherwise requires;
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references to “EURIBOR” refer to Euro Interbank Offered Rate, a daily reference rate published by the European Money Markets Institute, based on the average interest rates at which Eurozone banks offer to
lend unsecured funds to other banks in the euro wholesale money market;
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references to “EU” refer to the European Union;
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references to “Exchange Act” refer to the U.S. Securities Exchange Act of 1934, or any successor statute, and the rules and regulations promulgated by the SEC thereunder;
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references to “Federal Financing Bank” refer to a U.S. government corporation by that name;
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references to “Fitch” refer to Fitch Ratings Inc.;
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references to “Green Exchangeable Notes” refer to the $115 million green exchangeable senior notes due in 2025 issued by Atlantica Jersey on July 17, 2020, and fully and unconditionally guaranteed on a
senior, unsecured basis, by Atlantica, as further described in “Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Green Exchangeable
Notes”;
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references to “Green Senior Notes” refer to the $400 million green senior notes due in 2028, 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 Senior Notes”;
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references to “gross capacity” refer to the maximum, or rated, power generation capacity, in MW, of a facility or group of facilities, without adjusting for the facility’s power parasitics’ consumption, or
by our percentage of ownership interest in such facility as of the date of this quarterly report;
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references to “GWh” refer to gigawatt hour;
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references to “IAS” refer to International Accounting Standards issued by the IASB;
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references to “IASB” refer to the International Accounting Standards Board;
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references to “IFRIC 12” refer to International Financial Reporting Interpretations Committee’s Interpretation 12—Service Concessions Arrangements;
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references to “IFRS as issued by the IASB” refer to International Financial Reporting Standards as issued by the IASB;
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references to “IRA” refer to the U.S. Inflation Reduction Act;
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references to “Italy PV” refer to the solar PV plants with combined capacity of 9.8 MW located in Italy;
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references to “ITC” refer to investment tax credits;
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references to “Kaxu” refer to the 100 MW solar plant located in South Africa;
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references to “La Sierpe” refer to the 20 MW solar PV plant located in Colombia;
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references to “La Tolua” refer to the 20 MW solar PV plant located in Colombia;
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references to “LIBOR” refer to London Interbank Offered Rate;
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references to “M ft3” refer to million standard cubic feet;
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references to “Monterrey” refer to the 142 MW gas-fired engine facility including 130 MW installed capacity and 12 MW battery capacity, located in Monterrey, Mexico;
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references to “Multinational Investment Guarantee Agency” refer to the Multinational Investment Guarantee Agency, a financial institution member of the World Bank Group which provides political insurance and
credit enhancement guarantees;
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references to “MW” refer to megawatts;
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references to “MWh” refer to megawatt hour;
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references to “MWt” refer to thermal megawatts;
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references to “Moody’s” refer to Moody’s Investor Service Inc.;
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references to “Note Issuance Facility 2020” refer to the senior unsecured note facility dated July 8, 2020, as amended on March 30, 2021 of €140 million ($153 million), with Lucid Agency Services Limited, as
facility agent and a group of funds managed by Westbourne Capital, as purchasers of the notes issued thereunder as further described in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of
Operations—Liquidity and Capital Resources—Sources of Liquidity—Note Issuance Facility 2020”;
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references to “O&M” refer to operation and maintenance services provided at our various facilities;
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references to “operation” refer to the status of projects that have reached COD;
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references to “Pemex” refer to Petróleos Mexicanos;
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references to “PG&E” refer to PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, collectively;
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references to “PPA” refer to the power purchase agreements through which our power generating assets have contracted to sell energy to various off-takers;
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references to “PV” refer to photovoltaic power;
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references to “Revolving Credit Facility” refer to the credit and guaranty agreement with a syndicate of banks entered into on May 10, 2018 as amended on January 24, 2019, August 2, 2019, December 17, 2019,
August 28, 2020, March 1, 2021 and May 5, 2022 providing for a senior secured revolving credit facility in an aggregate principal amount of $450 million as further described in “Item 2—Management’s Discussion and Analysis of Financial
Condition and Results of Operations—Liquidity and Capital Resources—Sources of Liquidity—Revolving Credit Facility”;
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references to “Skikda” refer to the seawater desalination plant in Algeria, which is 34% owned by Atlantica;
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references to “SOFR” refer to Secured Overnight Financing Rate;
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references to “S&P” refer to S&P Global Rating;
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references to “Tenes” refer to Ténès Lilmiyah SpA, a water desalination plant in Algeria, which is 51% owned by Befesa Agua Tenes;
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references to “Tierra Linda” refer to the 10 MW solar PV plant located in Colombia;
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references to “U.K.” refer to the United Kingdom;
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references to “U.S.” or “United States” refer to the United States of America;
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references to “Vento II” refer to the wind portfolio in the U.S. in which we acquired a 49% interest in June 2021; and
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references to “we,” “us,” “our,” “Atlantica” and the “Company” refer to Atlantica Sustainable Infrastructure plc and its consolidated subsidiaries, and where the context otherwise requires to Atlantica
Sustainable Infrastructure plc.
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the condition of and changes in the debt and equity capital markets and other traditional liquidity sources and our ability to borrow additional funds, refinance existing debt and access capital markets,
as well as our substantial indebtedness and the possibility that we may incur additional indebtedness going forward;
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the ability of our counterparties, including Pemex, to satisfy their financial commitments or business obligations and our ability to seek new counterparties in a competitive market;
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government regulation, including compliance with regulatory and permit requirements and changes in, market rules, rates, tariffs, environmental laws and policies affecting renewable energy, including the
IRA and recent changes in regulation defining the remuneration of our solar assets in Spain;
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potential regulatory changes in Spain in relation to the proposed remuneration parameters for the year 2023 to be applicable to our solar assets in Spain published on December 28, 2022 in draft form and
which are subject to final publication;
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changes in tax laws and regulations, including new taxes recently announced in Italy, Spain and the U.K.;
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risks relating to our activities in areas subject to economic, social and political uncertainties;
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global recession risks, volatility in the financial markets, a persistent inflationary environment, increases in interest rates and supply chain issues, and the related increases in prices of materials,
labor, services and other costs and expenses required to operate our business;
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risks related to our ability to capture growth opportunities, develop, build and complete projects in time and within budget, including construction risks and risks associated with the arrangements with
our joint venture partners;
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our ability to grow organically and inorganically, which depends on our ability to identify attractive development opportunities, attractive potential acquisitions, finance such opportunities and make new
investments and acquisitions on favorable terms;
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risks relating to new assets and businesses which have a higher risk profile and our ability to transition these successfully;
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potential environmental liabilities and the cost and conditions of compliance with applicable environmental laws and regulations;
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risks related to our reliance on third-party contractors or suppliers, including issues with our O&M suppliers and their employees, among others, resulting from disagreements with subcontractors;
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risks related to disagreements and disputes with our employees, a union and employees represented by a union;
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risks related to our ability to maintain appropriate insurance over our assets;
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risks related to our facilities not performing as expected, unplanned outages, higher than expected operating costs and/ or capital expenditures, including as a result of interruptions or disruptions caused
by supply chain issues and trade restrictions;
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risks related to our exposure in the labor market;
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risks related to extreme and chronic weather events related to climate change could damage our assets or result in significant liabilities and cause an increase in our operation and maintenance costs;
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the effects of litigation and other legal proceedings (including bankruptcy) against us our subsidiaries, our assets and our employees;
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price fluctuations, revocation and termination provisions in our off-take agreements and PPAs;
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risks related to information technology systems and cyber-attacks could significantly impact our operations and business;
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our electricity generation, our projections thereof and factors affecting production;
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risks related to our current or previous relationship with Abengoa, our former largest shareholder and formerly one of our main O&M suppliers, including bankruptcy and reputational risk and particularly
the potential impact of Abengoa’s insolvency filing and liquidation process, as well as litigation risk;
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performing the O&M services directly and the successful integration of the O&M employees where the services thereunder have been recently replaced and internalized;
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our guidance targets or expectations with respect to Adjusted EBITDA derived from low-carbon footprint assets;
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risks related to our relationship with our shareholders, including Algonquin, our major shareholder;
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the process to explore and evaluate potential strategic alternatives, including the risk that this process may not lead to the approval or completion of any transaction or other strategic change;
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potential impact of the continuance of the COVID-19 pandemic and other potential pandemics on our business and our off-takers’, financial condition, results of operations and cash flows;
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reputational and financial damage caused by our off-takers PG&E, Pemex and Eskom;
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our plans relating to our financings, including refinancing plans;
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risks related to Russian military actions in Ukraine and across global geopolitical tensions; and
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other factors discussed in “Part I, Item 3.D.—Risk Factors” in our Annual Report.
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As of
March 31,
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As of
December 31,
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Note (1)
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2023
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2022
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||||||||||
Assets
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||||||||||||
Non-current assets
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||||||||||||
Contracted concessional, PP&E and other intangible assets
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6
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Investments carried under the equity method
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7
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|||||||||
Other financial assets
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8
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|||||||||
Deferred tax assets
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||||||||||
Total non-current assets
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||||||||||
Current assets
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||||||||||||
Inventories
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||||||||||
Trade and other receivables
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12
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|
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|||||||||
Other financial assets
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8
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|||||||||
Cash and cash equivalents
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|||||||||
Total current assets
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||||||||||
Total assets
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(1) |
Notes 1 to 22 form an integral part of the Consolidated Condensed Interim Financial Statements.
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As of
March 31,
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As of
December 31,
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Note (1)
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2023
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2022
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||||||||||
Equity and liabilities
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||||||||||||
Equity attributable to the Company
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||||||||||||
Share capital
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13
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Share premium
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13
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Capital reserves
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13
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Other reserves
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9
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|||||||||
Accumulated currency translation differences
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13
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(
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)
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(
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)
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Accumulated deficit
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13
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(
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)
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(
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)
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|||||||
Non-controlling interests
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13
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|||||||||
Total equity
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||||||||||
Non-current liabilities
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||||||||||||
Long-term corporate debt
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14
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Long-term project debt
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15
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|||||||||
Grants and other liabilities
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16
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|||||||||
Derivative liabilities
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9
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|||||||||
Deferred tax liabilities
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||||||||||
Total non-current liabilities
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||||||||||
Current liabilities
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||||||||||||
Short-term corporate debt
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14
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Short-term project debt
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15
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|||||||||
Trade payables and other current liabilities
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17
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|||||||||
Income and other tax payables
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||||||||||
Total current liabilities
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||||||||||
Total equity and liabilities
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(1) |
Notes 1 to 22 form an integral part of the Consolidated Condensed Interim Financial Statements.
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Note (1)
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For the three-month period ended March 31,
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|||||||||||
2023
|
2022 | |||||||||||
Revenue
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4
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|||||||||
Other operating income
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20
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|||||||||
Employee benefit expenses
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(
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)
|
(
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)
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||||||||
Depreciation, amortization, and impairment charges
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4
|
(
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)
|
(
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)
|
|||||||
Other operating expenses
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20
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(
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)
|
(
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)
|
|||||||
Operating profit
|
|
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||||||||||
Financial income
|
19
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|
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|||||||||
Financial expense
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19
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(
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)
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(
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)
|
|||||||
Net exchange differences
|
19
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|
|
|||||||||
Other financial expense, net
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19
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(
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)
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(
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)
|
|||||||
Financial expense, net
|
(
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)
|
(
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)
|
||||||||
Share of profit of entities carried under the equity method
|
|
|
||||||||||
Loss before income tax
|
(
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)
|
(
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)
|
||||||||
Income tax
|
18
|
|
|
|||||||||
Loss for the period
|
(
|
)
|
(
|
)
|
||||||||
Profit attributable to non-controlling interests
|
(
|
)
|
(
|
)
|
||||||||
Loss for the period attributable to the Company
|
(
|
)
|
(
|
)
|
||||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
21
|
|
|
|||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
21
|
|
|
|||||||||
Basic earnings per share (U.S. dollar per share)
|
21
|
(
|
)
|
(
|
)
|
|||||||
Diluted earnings per share (U.S. dollar per share) (*)
|
21
|
(
|
)
|
(
|
)
|
(*) |
|
(1) |
Notes 1 to 22 form an integral part of the Consolidated Condensed Interim Financial Statements.
|
For the three-month period ended March 31, | ||||||||||||
Note (1) |
2023
|
2022
|
||||||||||
Loss for the period
|
(
|
)
|
(
|
)
|
||||||||
Items that may be subject to transfer to income statement
|
||||||||||||
Change in fair value of cash flow hedges
|
(
|
)
|
|
|||||||||
Currency translation differences
|
|
(
|
)
|
|||||||||
Tax effect
|
|
(
|
)
|
|||||||||
Net income recognized directly in equity
|
(
|
)
|
|
|||||||||
Cash flow hedges
|
9 |
(
|
)
|
|
||||||||
Tax effect
|
|
(
|
)
|
|||||||||
Transfers to income statement
|
(
|
)
|
|
|||||||||
Other comprehensive income/(loss)
|
(
|
)
|
|
|||||||||
Total comprehensive income/(loss) for the period
|
(
|
)
|
|
|||||||||
Total comprehensive income attributable to non-controlling interests
|
(
|
)
|
(
|
)
|
||||||||
Total comprehensive income/(loss) attributable to the Company
|
(
|
)
|
|
(1) |
Notes 1 to 22 form an integral
part of the Consolidated Condensed Interim Financial Statements.
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interests
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2022
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|||||||||||||||||||||||||
Profit/(loss) for the three -month period after taxes
|
|
|
|
|
|
(
|
)
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||||||||
Change in fair value of cash flow hedges net of transfer to income statement
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Currency translation differences
|
|
|
|
|
(
|
)
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Tax effect
|
|
|
|
(
|
)
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Other comprehensive income
|
|
|
|
|
(
|
)
|
|
|
|
|
||||||||||||||||||||||||||
Total comprehensive income
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|||||||||||||||||||||||||
Capital increase (Note 13)
|
( |
) | ||||||||||||||||||||||||||||||||||
Share-based compensation (Note 13)
|
||||||||||||||||||||||||||||||||||||
Distributions (Note 13)
|
|
|
(
|
)
|
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Balance as of March 31, 2022
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interests
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2023
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|||||||||||||||||||||||||
Profit/(loss) for the three -month period after taxes
|
|
|
|
|
|
(
|
)
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||||||||
Change in fair value of cash flow hedges net of transfer to income statement
|
|
|
|
(
|
)
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Currency translation differences
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Tax effect
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Other comprehensive income
|
|
|
|
(
|
)
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Total comprehensive income
|
|
|
|
(
|
)
|
|
(
|
)
|
(
|
)
|
|
(
|
)
|
|||||||||||||||||||||||
Changes in the scope (Note 7)
|
|
|
|
|
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||||
Share-based compensation (Note 13)
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Distributions (Note 13)
|
|
|
(
|
)
|
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Balance as of March 31, 2023
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
Note (1)
|
For the three-month periods
ended March 31,
|
|||||||||||
2023
|
2022
|
|||||||||||
I. Loss for the period
|
(
|
)
|
(
|
)
|
||||||||
Financial expense and non-monetary adjustments
|
|
|
||||||||||
II. Loss for the period adjusted by non-monetary items
|
|
|
||||||||||
III. Changes in working capital
|
(
|
)
|
(
|
)
|
||||||||
Net interest and income tax paid
|
(
|
)
|
(
|
)
|
||||||||
A. Net cash provided by operating activities
|
|
|
||||||||||
Acquisitions of subsidiaries and entities under the equity method
|
5&7
|
(
|
)
|
(
|
)
|
|||||||
Investments in operating concessional assets
|
6
|
(
|
)
|
(
|
)
|
|||||||
Investments in assets under development or construction
|
6 |
( |
) | ( |
) | |||||||
Distributions from entities under the equity method
|
7
|
|
|
|||||||||
Net (investment)/divestment in other non-current financial assets
|
|
|
||||||||||
B. Net cash provided by/(used in) investing activities
|
|
(
|
)
|
|||||||||
Proceeds from project debt
|
15
|
|
|
|||||||||
Proceeds from corporate debt
|
14
|
|
|
|||||||||
Repayment of project debt
|
15
|
(
|
)
|
(
|
)
|
|||||||
Repayment of corporate debt | 14 |
( |
) | ( |
) | |||||||
Dividends paid to Company´s shareholders
|
13
|
(
|
)
|
(
|
)
|
|||||||
Dividends paid to non-controlling interests
|
13
|
(
|
)
|
(
|
)
|
|||||||
Capital increase
|
13
|
|
||||||||||
C. Net cash used in financing activities
|
(
|
)
|
(
|
)
|
||||||||
Net increase in cash and cash equivalents
|
|
|
||||||||||
Cash and cash equivalents at the beginning of the period
|
|
|
||||||||||
Translation differences in cash and cash equivalents
|
|
|
||||||||||
Cash and cash equivalents at the end of the period
|
|
|
(1) |
Notes 1 to 22 form an integral
part of the Consolidated Condensed Interim Financial Statements.
|
Note 1.- Nature of the business
|
18 |
Note 2.- Basis of preparation
|
20 |
Note 3.- Financial risk management
|
21 |
Note 4.- Financial information by segment
|
21
|
Note 5.- Business combinations
|
26 |
Note 6.- Contracted concessional, PP&E and other intangible assets
|
27 |
Note 7.- Investments carried under the equity method
|
28 |
Note 8.- Financial assets
|
29 |
Note 9.- Derivative financial instruments
|
29 |
Note 10.- Fair value of financial instruments
|
30 |
Note 11.- Related parties
|
30 |
Note 12.- Trade and other receivables
|
31 |
Note 13.- Equity
|
31 |
Note 14.- Corporate debt
|
32 |
Note 15.- Project debt
|
34 |
Note 16.- Grants and other liabilities
|
35 |
Note 17.-Trade payables and other current liabilities
|
36 |
Note 18.- Income tax
|
36 |
Note 19.- Financial expense, net
|
36 |
Note 20.- Other operating income and expenses
|
37 |
Note 21.- Earnings per share
|
37 |
Note 22.- Subsequent events
|
38 |
|
-
|
Albisu, a
|
|
-
|
La Tolua and Tierra Linda,
|
|
-
|
On January 17, 2022, the Company closed the acquisition of Chile
TL4, a
|
|
-
|
On April 4, 2022, the Company closed the acquisition of Italy PV 4,
a
|
|
-
|
On September 2, 2022, the Company completed its third investment
through its Chilean renewable energy platform in a
|
|
-
|
On November 16, 2022, the Company closed the acquisition of a
|
Assets
|
Type
|
Ownership
|
Location
|
Currency(9)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(10)
|
COD*
|
Contract
Years
Remaining(17)
|
|
|
|
|
|
|
|
|
|
Solana
|
|
|
|
|
|
|
|
|
Mojave
|
|
|
|
|
|
|
|
|
Coso
|
|
|
|
|
|
|
|
|
Elkhorn Valley(16) | ||||||||
Prairie Star(16)
|
|
|
|
|
|
|
|
|
Twin Groves II(16)
|
|
|
|
|
|
|
|
|
Lone Star II(16)
|
|
|
|
|
|
|
|
N/A
|
Chile PV 1
|
|
|
|
|
|
|
|
N/A
|
Chile PV 2
|
|
|
|
|
|
|
|
|
Chile PV 3
|
|
|
|
|
|
|
|
N/A
|
La Sierpe
|
|
|
|
|
|
|
|
|
La Tolua |
||||||||
Tierra Linda |
||||||||
Albisu |
||||||||
Palmatir
|
|
|
|
|
|
|
|
|
Cadonal
|
|
|
|
|
|
|
|
|
Melowind
|
|
|
|
|
|
|
|
|
Mini-Hydro
|
|
|
|
|
|
|
|
|
Solaben 2 & 3
|
|
|
|
|
|
|
|
|
Solacor 1 & 2
|
|
|
|
|
|
|
|
|
PS10 & PS20
|
|
|
|
|
|
|
|
|
Helioenergy 1 & 2
|
|
|
|
|
|
|
|
|
Helios 1 & 2
|
|
|
|
|
|
|
|
|
Solnova 1, 3 & 4
|
|
|
|
|
|
|
|
|
Solaben 1 & 6
|
|
|
|
|
|
|
|
|
Seville PV
|
|
|
|
|
|
|
|
|
Italy PV 1
|
|
|
|
|
|
|
|
|
Italy PV 2
|
|
|
|
|
|
|
|
|
Italy PV 3
|
|
|
|
|
|
|
|
|
Italy PV 4
|
|
|
|
|
|
|
|
|
Kaxu |
|
|
|
|
|
|
|
|
Calgary |
|
|
|
|
|
|
|
|
ACT |
|
|
|
|
|
|
|
|
Monterrey
|
|
|
|
|
|
|
|
|
ATN (15)
|
|
|
|
|
|
|
|
|
ATS
|
|
|
|
|
|
|
|
|
ATN 2
|
|
|
|
|
|
|
|
|
Quadra 1 & 2
|
|
|
|
|
|
|
|
|
Palmucho
|
|
|
|
|
|
|
|
|
Chile TL3
|
|
|
|
|
|
|
|
N/A
|
Chile TL4
|
|
|
|
|
|
|
|
|
Skikda
|
|
|
|
|
|
|
|
|
Honaine
|
|
|
|
|
|
|
|
|
Tenes
|
|
|
|
|
|
|
|
|
(1) |
|
(2) |
|
(3) |
|
(4) |
|
(5) |
|
(6) |
|
(7) |
|
(8) |
|
(9) |
|
(10) |
|
(11) |
|
(12) |
|
(13) |
|
(14)
|
|
(15)
|
|
(16)
|
|
(17) |
|
(*) |
|
a) |
Standards, interpretations and amendments effective from January 1, 2023 under IFRS-IASB,
applied by the Company in the preparation of these Consolidated Condensed Interim Financial Statements:
|
b)
|
Standards,
interpretations and amendments published by the IASB that will be effective for periods beginning on or after January 1, 2024:
|
-
|
Impairment of contracted concessional, PP&E and other intangible assets.
|
-
|
Recoverability of deferred tax assets.
|
-
|
Fair value of derivative financial instruments
|
-
|
Fair value of identifiable assets and liabilities arising from a business combination
|
-
|
Assessment of assets agreements.
|
-
|
Assessment of control.
|
a)
|
The following tables show Revenue and Adjusted EBITDA by
operating segments and business sectors for the three-month periods ended March 31, 2023 and 2022:
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the three-month period ended
March 31,
|
For the three-month period ended
March 31,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Geography
|
2023
|
2022
|
2023
|
2022
|
||||||||||||
North America
|
|
|
|
|
||||||||||||
South America
|
|
|
|
|
||||||||||||
EMEA
|
|
|
|
|
||||||||||||
Total
|
|
|
|
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the three-month period ended
March 31,
|
For the three-month period ended
March 31,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Business sectors
|
2023
|
2022
|
2023
|
2022
|
||||||||||||
Renewable energy
|
|
|
|
|
||||||||||||
Efficient natural gas & heat
|
|
|
|
|
||||||||||||
Transmission lines
|
|
|
|
|
||||||||||||
Water
|
|
|
|
|
||||||||||||
Total
|
|
|
|
|
For the three-month period ended
March 31,
($ in thousands)
|
||||||||
2023
|
2022
|
|||||||
Loss attributable to the Company
|
(
|
)
|
(
|
)
|
||||
Profit attributable to non-controlling interests
|
|
|
||||||
Income tax
|
(
|
)
|
(
|
)
|
||||
Financial expense, net
|
|
|
||||||
Depreciation, amortization, and impairment charges
|
|
|
||||||
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates
(pro rata of Atlantica’s equity ownership)
|
||||||||
Total segment Adjusted EBITDA
|
|
|
b)
|
The assets and liabilities by operating segments and business sector as of March 31, 2023 and December 31, 2022 are as follows:
|
North
America
|
South
America
|
EMEA
|
Balance as of
March 31,
2023
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional, PP&E and other intangible assets
|
|
|
|
|
||||||||||||
Investments carried under the equity method
|
|
|
|
|
||||||||||||
Other current financial assets
|
|
|
|
|
||||||||||||
Cash and cash equivalents (project companies)
|
|
|
|
|
||||||||||||
Subtotal allocated
|
|
|
|
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
|
|||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||
Total assets
|
|
North
America
|
South
America
|
EMEA
|
Balance as of
March 31,
2023
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
||||||||||||
Grants and other liabilities
|
|
|
|
|
||||||||||||
Subtotal allocated
|
|
|
|
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
|
|||||||||||||||
Other non-current liabilities
|
|
|||||||||||||||
Other current liabilities
|
|
|||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||
Total liabilities
|
|
|||||||||||||||
Equity unallocated
|
|
|||||||||||||||
Total liabilities and equity unallocated
|
|
|||||||||||||||
Total liabilities and equity
|
|
North
America
|
South
America
|
EMEA
|
Balance as of
December 31,
2022
|
|||||||||||||
Assets allocated
|
||||||||||||||||
Contracted concessional, PP&E and other intangible assets
|
|
|
|
|
||||||||||||
Investments carried under the equity method
|
|
|
|
|
||||||||||||
Other current financial assets
|
|
|
|
|
||||||||||||
Cash and cash equivalents (project companies)
|
|
|
|
|
||||||||||||
Subtotal allocated
|
|
|
|
|
||||||||||||
Unallocated assets
|
||||||||||||||||
Other non-current assets
|
|
|||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
|
|||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||
Total assets
|
|
North
America
|
South
America
|
EMEA
|
Balance as of
December 31,
2022
|
|||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
||||||||||||
Grants and other liabilities
|
|
|
|
|
||||||||||||
Subtotal allocated
|
|
|
|
|
||||||||||||
Unallocated liabilities
|
||||||||||||||||
Long-term and short-term corporate debt
|
|
|||||||||||||||
Other non-current liabilities
|
|
|||||||||||||||
Other current liabilities
|
|
|||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||
Total liabilities
|
|
|||||||||||||||
Equity unallocated
|
|
|||||||||||||||
Total liabilities and equity unallocated
|
|
|||||||||||||||
Total liabilities and equity
|
|
Renewable
energy
|
Efficient
natural
gas & heat
|
Transmission
lines
|
Water
|
Balance as of
March 31,
2023
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional assets, PP&E and other intangible assets
|
|
|
|
|
|
|||||||||||||||
Investments carried under the equity method
|
|
|
|
|
|
|||||||||||||||
Other current financial assets
|
|
|
|
|
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
|
|
|
|
|
|||||||||||||||
Subtotal allocated
|
|
|
|
|
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
|
|||||||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||||||
Total assets
|
|
Renewable
energy
|
Efficient
natural gas
& heat
|
Transmission
lines
|
Water
|
Balance as of
March 31,
2023
|
||||||||||||||||
($ in thousands)
|
||||||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
|
|||||||||||||||
Grants and other liabilities
|
|
|
|
|
|
|||||||||||||||
Subtotal allocated
|
|
|
|
|
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
|
|||||||||||||||||||
Other non-current liabilities
|
|
|||||||||||||||||||
Other current liabilities
|
|
|||||||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||||||
Total liabilities
|
|
|||||||||||||||||||
Equity unallocated
|
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
|
|||||||||||||||||||
Total liabilities and equity
|
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2022
|
||||||||||||||||
Assets allocated
|
||||||||||||||||||||
Contracted concessional, PP&E and other intangible assets
|
|
|
|
|
|
|||||||||||||||
Investments carried under the equity method
|
|
|
|
|
|
|||||||||||||||
Other current financial assets
|
|
|
|
|
|
|||||||||||||||
Cash and cash equivalents (project companies)
|
|
|
|
|
|
|||||||||||||||
Subtotal allocated
|
|
|
|
|
|
|||||||||||||||
Unallocated assets
|
||||||||||||||||||||
Other non-current assets
|
|
|||||||||||||||||||
Other current assets (including cash and cash equivalents at holding company level)
|
|
|||||||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||||||
Total assets
|
|
Renewable
energy
|
Efficient
natural gas
& Heat
|
Transmission
lines
|
Water
|
Balance as of
December 31,
2022
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
|
|||||||||||||||
Grants and other liabilities
|
|
|
|
|
|
|||||||||||||||
Subtotal allocated
|
|
|
|
|
|
|||||||||||||||
Unallocated liabilities
|
||||||||||||||||||||
Long-term and short-term corporate debt
|
|
|||||||||||||||||||
Other non-current liabilities
|
|
|||||||||||||||||||
Other current liabilities
|
|
|||||||||||||||||||
Subtotal unallocated
|
|
|||||||||||||||||||
Total liabilities
|
|
|||||||||||||||||||
Equity unallocated
|
|
|||||||||||||||||||
Total liabilities and equity unallocated
|
|
|||||||||||||||||||
Total liabilities and equity
|
|
c)
|
The amount of depreciation, amortization and impairment charges
recognized for the three-month periods ended March 31, 2023 and 2022 are as follows:
|
For the three-month period ended
March 31,
|
||||||||
Depreciation, amortization and impairment by geography
|
2023
|
2022 |
||||||
($ in thousands) | ||||||||
North America
|
(
|
)
|
(
|
)
|
||||
South America
|
(
|
)
|
(
|
)
|
||||
EMEA
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
For the three-month period ended
March 31,
|
||||||||
Depreciation, amortization and impairment by business sectors
|
2023
|
2022
|
||||||
($ in thousands)
|
||||||||
Renewable energy
|
(
|
)
|
(
|
)
|
||||
Efficient natural gas & heat
|
(
|
)
|
|
|||||
Transmission lines
|
(
|
)
|
(
|
)
|
||||
Water
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
Business
combinations
for the three-month
period ended
March 31, 2023
|
||||
Property, plant and equipment under IAS 16
|
|
|||
Intangible assets under IAS 38
|
|
|||
Other current and non-current liabilities
|
(
|
)
|
||
Total net assets acquired at fair value
|
|
|||
Asset acquisition – purchase price
|
(
|
)
|
||
Net result of business combinations
|
|
Business
combinations
for the year ended
December 31, 2022
|
||||
Property, plant and equipment under IAS 16
|
|
|||
Rights of use under IFRS 16 (lessee) or intangible assets under IAS 38
|
||||
Cash and cash equivalents | ||||
Other current assets
|
|
|||
Non-current Project debt | ( |
) | ||
Current Project debt
|
( |
) | ||
Other current and non-current liabilities | ( |
) | ||
Non-controlling interests | ( |
) | ||
Total net assets acquired at fair value
|
|
|||
Asset acquisition – purchase price
|
(
|
)
|
||
Net result of business combinations
|
|
Financial
assets under
IFRIC 12
|
Financial
assets under
IFRS 16
(Lessor)
|
Intangible
assets under
IFRIC 12
|
Right of use assets under
IFRS 16 (Lessee) and intangible
assets under
IAS 38
|
Property,
plant and equipment under
IAS 16
|
Total | |||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||
Cost
|
|
|
|
|
|
|
||||||||||||||||||
Amortization and impairment
|
(
|
)
|
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||
Total as of March 31, 2023
|
|
|
|
|
|
|
Financial
assets under
IFRIC 12
|
Financial
assets under
IFRS 16
(Lessor)
|
Intangible
assets under
IFRIC 12
|
Right of use assets under IFRS 16 (Lessee) and intangible
assets under
IAS 38
|
Property,
plant and equipment under
IAS 16
|
Total | |||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||
Cost
|
|
|
|
|
|
|
||||||||||||||||||
Amortization and impairment
|
(
|
)
|
|
(
|
)
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||
Total as of December 31, 2022
|
|
|
|
|
|
|
Balance as of
March 31,
2023
|
Balance as of
December 31,
2022
|
|||||||
($ in thousands)
|
||||||||
2007 Vento II, LLC | ||||||||
Windlectric Inc
|
|
|
||||||
Myah Bahr Honaine, S.P.A.
|
|
|
||||||
Pemcorp SAPI de CV
|
|
|
||||||
Akuo Atlantica PMGD Holding S.P.A.
|
||||||||
Colombian portfolio of renewable energy entities
|
||||||||
Pectonex, R.F. Proprietary Limited
|
|
|
||||||
Evacuación Valdecaballeros, S.L.
|
|
|
||||||
Fontanil Solar, S.L.U.
|
||||||||
Murum Solar, S.L.U.
|
||||||||
Liberty Infraestructuras S.L.
|
|
|
||||||
Total
|
|
|
Balance as of
March 31,
2023
|
Balance as of
December 31,
2022
|
|||||||
($ in thousands)
|
||||||||
Fair Value through OCI (Investment in Ten West link)
|
|
|
||||||
Derivative assets (Note 9)
|
|
|
||||||
Other receivable accounts at amortized cost
|
|
|
||||||
Total non-current financial assets
|
|
|
||||||
Contracted concessional financial assets
|
|
|
||||||
Derivative assets (Note 9)
|
|
|
||||||
Other receivable accounts at amortized cost
|
|
|
||||||
Total current financial assets
|
|
|
Balance as of March 31, 2023
|
Balance as of December 31, 2022
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Interest rate cash flow hedge
|
|
|
|
|
||||||||||||
Foreign exchange derivatives instruments
|
|
|
|
|
||||||||||||
Notes conversion option (Note 14)
|
|
|
|
|
||||||||||||
Total
|
|
|
|
|
●
|
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.
|
At the end of
the period
|
|
|
Receivables
(current)
|
|
|
|
Receivables
(non-
current)
|
|
|
|
Payables
(current)
|
|
|
|
Payables
(non-
current)
|
|
|
Entities accounted for under the equity method:
|
|
|
$000
|
|
|
$000
|
|
|
$000
|
|
|
$000
|
|
||||
Arroyo Netherland II B.V
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Akuo Atlantica PMGD Holding S.P.A
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Colombian portfolio of renewable energy entities
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non controlling interest:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Algonquin
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
JGC Corporation
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other related parties:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Atlantica´s partner in Colombia (Note 7)
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
Financial expense
|
|
|||
Entities accounted for under the equity method:
|
|
|
|
|
$000
|
|
|
$000
|
|
|||
Arroyo Netherland II B.V
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
|
|
|
|
|
|
|
|
|
Non controlling interest:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
2023
|
|
|
|
|
|
|
|
(
|
)
|
|
|
2022
|
|
|
|
|
|
|
|
(
|
)
|
|
Total
|
|
|
2023
|
|
|
|
|
|
|
|
(
|
)
|
|
|
|
2022
|
|
|
|
|
|
|
|
(
|
)
|
Balance as of
March 31,
|
Balance as of
December 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Trade receivables
|
|
|
||||||
Tax receivables
|
|
|
||||||
Prepayments
|
|
|
||||||
Other accounts receivable
|
|
|
||||||
Total
|
|
|
Balance as of
March 31,
|
Balance as of
December 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
|
|
||||||
Current
|
|
|
||||||
Total Corporate Debt
|
|
|
- |
a €
|
- |
a €
|
- |
a €
|
Remainder
of 2023
|
Between
January
and
March
2024
|
Between
April
and
December
2024
|
2025
|
2026
|
2027
|
Subsequent
years
|
Total
|
|||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||||||
2017 Credit Facility
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Revolving Credit Facility
|
||||||||||||||||||||||||||||||||
Commercial Paper
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
2020 Green Private Placement |
|
|
|
|
|
|
|
|||||||||||||||||||||||||
2020 Note Issuance Facility
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Green Exchangeable Notes
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Green Senior Notes
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Other bank loans |
||||||||||||||||||||||||||||||||
Total
|
|
|
|
|
|
|
|
|
2023
|
2024
|
2025
|
2026
|
2027
|
Subsequent
years
|
Total
|
||||||||||||||||||||||
2017 Credit Facility
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||||||
Commercial Paper
|
|
|
|
|
|
|
|
|||||||||||||||||||||
2020 Green Private Placement
|
|
|
|
|
|
|
|
|||||||||||||||||||||
2020 Note Issuance Facility
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Green Exchangeable Notes
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Green Senior Note
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Other bank Loans
|
||||||||||||||||||||||||||||
Total
|
|
|
|
|
|
|
|
Balance as of
March 31,
|
Balance as of
December 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
|
|
||||||
Current
|
|
|
||||||
Total Project debt
|
|
|
Remainder of 2023
|
||||||||||||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
Between
January
and
March 2024
|
Between
April
and December 2024
|
2025
|
2026
|
2027
|
Subsequent years
|
Total
|
||||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
2023
|
2024
|
2025
|
2026
|
2027
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Balance as of
March 31,
|
Balance as of
December 31,
|
|||||||
2023 |
2022 | |||||||
($ in thousands)
|
||||||||
Grants
|
|
|
||||||
Other liabilities and provisions
|
|
|
||||||
Dismantling provision
|
||||||||
Lease liabilities
|
||||||||
Accruals on Spanish market prices differences
|
||||||||
Others
|
||||||||
Grants and other non-current liabilities
|
|
|
Balance as of
March 31,
|
Balance as of
December 31,
|
|||||||
2023
|
2022 | |||||||
($ in thousands)
|
||||||||
Trade accounts payable
|
|
|
||||||
Down payments from clients
|
|
|
||||||
Other accounts payable
|
|
|
||||||
Total
|
|
|
For the three-month period ended March 31,
|
||||||||
|
2023
|
2022
|
||||||
Financial income
|
($ in thousands)
|
|||||||
Interest income from loans and credits
|
|
|
||||||
Interest rate gains on derivatives: cash flow hedges
|
|
|
||||||
Total
|
|
|
For the three-month period ended March 31,
|
||||||||
2023
|
2022
|
|||||||
Financial expense
|
($ in thousands)
|
|||||||
Interest on loans and notes | ( |
) | ( |
) | ||||
Interest rates losses derivatives: cash flow hedges
|
( |
) | ( |
) | ||||
Total
|
(
|
)
|
(
|
)
|
For the three-month period ended March 31,
|
||||||||
Other financial income / (expenses)
|
2023
|
2022
|
||||||
($ in thousands)
|
||||||||
Other financial income
|
|
|
||||||
Other financial losses
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
Other operating income
|
For the three-month period ended March 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Grants (Note 16)
|
|
|
||||||
Insurance proceeds and other
|
|
|
||||||
Total
|
|
|
Other operating expenses
|
For the three-month
period ended March 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Raw materials and consumables used
|
(
|
)
|
(
|
)
|
||||
Leases and fees
|
(
|
)
|
(
|
)
|
||||
Operation and maintenance
|
(
|
)
|
(
|
)
|
||||
Independent professional services
|
(
|
)
|
(
|
)
|
||||
Supplies
|
(
|
)
|
(
|
)
|
||||
Insurance
|
(
|
)
|
(
|
)
|
||||
Levies and duties
|
(
|
)
|
(
|
)
|
||||
Other expenses
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
Item |
For the three-month period ended March 31,
|
|||||||
2023
|
2022
|
|||||||
($ in thousands)
|
||||||||
Loss attributable to Atlantica
|
(
|
)
|
(
|
)
|
||||
Average number of ordinary shares outstanding (thousands) - basic
|
|
|
||||||
Average number of ordinary shares outstanding (thousands) - diluted
|
|
|
||||||
Earnings per share for the period (U.S. dollar per share) - basic
|
(
|
)
|
(
|
)
|
||||
Earnings per share for the period (U.S. dollar per share) - diluted (*)
|
(
|
)
|
(
|
)
|
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
• |
In January 2022, we closed the acquisition of Chile TL4, a 63-mile transmission line and two substations in Chile for a total equity investment of $38.4 million. We expect to expand the transmission line in
2024, which would represent an additional investment of approximately $8 million. The asset has fully contracted revenues in U.S. dollars, with annual inflation adjustments and a 50-year remaining contract life. The off-takers are several
mini-hydro plants that receive contracted or regulated payments.
|
• |
In April 2022, we closed the acquisition of Italy PV 4, a 3.6 MW solar portfolio in Italy for a total equity investment of $3.7 million. The asset has regulated revenues under a feed in tariff until 2031.
|
• |
In July 2022 we closed a 12-year transmission service agreement denominated in U.S. dollars that will allow us to build a substation and a 2.4-mile transmission line connected to our ATN transmission line
serving a new mine in Peru. The substation is expected to enter in operation in 2024 and the investment is expected to be approximately $12 million.
|
• |
In September 2022, we closed the acquisition of Chile PV 3, a 73 MW solar PV plant through our renewable energy platform in Chile. The equity investment corresponding to our 35% equity interest was $7.7
million, and we expect to install batteries with a capacity of approximately 100 MWh in 2023-2024. Total investment including batteries is expected to be in the range of $15 million to $25 million depending on the capital structure. Part of
the asset’s revenue is currently based on capacity payments. Adding storage would increase the portion of capacity payments.
|
• |
In September 2022, we agreed our first investment in a standalone battery storage project of 100 MWh (4 hours) capacity located inside Coso, our geothermal asset in California. Our investment is expected to
be in the range of $40 million to $50 million. This project is at an advanced stage and we are preparing to start construction, with COD expected in 2024.
|
• |
In November 2022, we closed the acquisition of a 49% interest, with joint control, in an 80 MW portfolio of solar PV projects in Chile which is currently starting construction (Chile PMGD). Our economic
rights are expected to be approximately 70%. Total investment in equity and preferred equity is expected to be approximately $30 million and COD is expected to be progressive in 2023 and 2024. Revenue for these assets is regulated under the
Small Distributed Generation Means Regulation Regime (“PMGD”) for projects with a capacity equal or lower than 9 MW which allows to sell electricity at a stabilized price.
|
- |
Albisu, the 10 MW PV asset wholly owned by us reached COD in January 2023. Albisu is located in Uruguay and has a 15-year PPA with Montevideo Refrescos, S.R.L., a subsidiary of Coca-Cola Femsa, S.A.B. de C.V.
The PPA is denominated in local currency with a maximum and minimum price in U.S. dollars and is adjusted monthly based on a formula referring to the U.S. Producer Price Index (PPI), Uruguay’s Consumer Price Index (CPI) and the applicable
UYU/U.S. dollar exchange rate.
|
- |
La Tolua and Tierra Linda are two solar PV assets in Colombia with a combined capacity of 30 MW. Each plant has a 10-year PPA (commencing on COD) in local currency with Coenersa, the largest independent
electricity wholesaler in Colombia.
|
• |
Operation and Maintenance. In March 2023, we completed the process of transitioning the O&M services for the assets in Spain through the acquisition of the Abengoa subsidiary which was still providing
those services to some of our assets. After this transfer, we perform the O&M services with our own personnel for assets representing approximately 72% of our consolidated revenue for the year ended December 31, 2022 and the number of
our employees increased to approximately 1,350. Abengoa currently provides O&M services for assets representing less than 5% of our consolidated revenue for the year ended December 31, 2022.
|
• |
Strategic review. On February 21, 2023, Atlantica’s board of directors commenced a process to explore and evaluate potential strategic alternatives that may be available to Atlantica to maximize shareholder
value. The Company believes it has attractive growth and other opportunities in front of it and is committed to ensuring it is best positioned to take advantage of those opportunities. The decision has the support of the Company’s largest
shareholder, Algonquin. Atlantica expects to continue executing on its existing plans while the review of strategic alternatives is ongoing, including its current growth plan. There is no assurance that any specific transaction will be
consummated or other strategic change will be implemented as a result of this strategic review. See “Cautionary Statements Regarding Forward-Looking Statements” and “Item 3.D—Risk Factors” in our Annual Report.
|
• |
Regulation in Spain. On December 28, 2022 the proposed parameters for the year 2023 were published in draft form. They are subject to changes (the public information phase ended on January 20, 2023) and are
as follows:
|
Useful Life |
Remuneration
on Investment
2023 (euros/MW)
|
Remuneration on
Operation
2023 (euros/GWh)
|
Maximum
Hours
|
Minimum
Hours
|
Operating
Threshold
|
||||||||||||||||
Solaben 2
|
25 years
|
358,562
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solaben 3
|
25 years
|
358,562
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solacor 1
|
25 years
|
358,562
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solacor 2
|
25 years
|
358,562
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
PS 10
|
25 years
|
509,713
|
0
|
1,837
|
1,102
|
643
|
|||||||||||||||
PS 20
|
25 years
|
373,114
|
0
|
1,837
|
1,102
|
643
|
|||||||||||||||
Helioenergy 1
|
25 years
|
351,751
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Helioenergy 2
|
25 years
|
351,751
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Helios 1
|
25 years
|
365,595
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Helios 2
|
25 years
|
365,595
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solnova 1
|
25 years
|
368,603
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solnova 3
|
25 years
|
368,603
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solnova 4
|
25 years
|
368,603
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solaben 1
|
25 years
|
363,530
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Solaben 6
|
25 years
|
363,530
|
0
|
2,004
|
1,202
|
701
|
|||||||||||||||
Seville PV
|
30 years
|
654,194
|
0
|
2,030
|
1,218
|
711
|
• |
Dividend. On May 4, 2023, our board of directors approved a dividend of $0.445 per share. The dividend is expected to be paid on June 15, 2023, to shareholders of record as of May 31, 2023.
|
Three-month period ended March 31,
|
||||||||||||||||
Revenue by geography
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
North America
|
$
|
72.8
|
30.0
|
%
|
$
|
74.4
|
30.0
|
%
|
||||||||
South America
|
43.7
|
18.0
|
%
|
38.5
|
15.6
|
%
|
||||||||||
EMEA
|
126.0
|
52.0
|
%
|
134.6
|
54.4
|
%
|
||||||||||
Total revenue
|
$
|
242.5
|
100.0
|
%
|
$
|
247.5
|
100
|
%
|
Three-month period ended March 31,
|
||||||||||||||||
Revenue by business sector
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Renewable energy
|
$
|
172.6
|
71.2
|
%
|
$
|
182.1
|
73.6
|
%
|
||||||||
Efficient natural gas & heat
|
27.4
|
11.3
|
%
|
25.3
|
10.2
|
%
|
||||||||||
Transmission lines
|
28.8
|
11.9
|
%
|
26.6
|
10.7
|
%
|
||||||||||
Water
|
13.7
|
5.6
|
%
|
13.5
|
5.4
|
%
|
||||||||||
Total revenue
|
$
|
242.5
|
100.0
|
%
|
$
|
247.5
|
100
|
%
|
Three-month period ended March 31,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
North America
|
$
|
52.0
|
29.8
|
%
|
$
|
58.3
|
33.5
|
%
|
||||||||
South America
|
33.8
|
19.4
|
%
|
29.1
|
16.8
|
%
|
||||||||||
EMEA
|
88.4
|
50.8
|
%
|
86.2
|
49.7
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
174.2
|
100.0
|
%
|
$
|
173.6
|
100.0
|
%
|
Three-month period ended March 31,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
Renewable energy
|
$
|
119.1
|
68.4
|
%
|
$
|
122.2
|
70.4
|
%
|
||||||||
Efficient natural gas & heat
|
22.6
|
13.0
|
%
|
21.7
|
12.5
|
%
|
||||||||||
Transmission lines
|
23.5
|
13.5
|
%
|
20.5
|
11.8
|
%
|
||||||||||
Water
|
9.0
|
5.1
|
%
|
9.2
|
5.3
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
174.2
|
100.0
|
%
|
$
|
173.6
|
100.0
|
%
|
(1) |
Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of
our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe
that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different
companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential
future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”.
|
Three-month period
ended March 31,
|
||||||||
|
2023
|
2022
|
||||||
|
($ in millions)
|
|||||||
Loss for the period attributable to the Company
|
$
|
(11.0
|
)
|
(12.0
|
)
|
|||
Profit attributable to non-controlling interests
|
5.0
|
2.2
|
||||||
Income tax
|
(9.7
|
)
|
(3.9
|
)
|
||||
Financial expense, net
|
80.4
|
80.5
|
||||||
Depreciation, amortization and impairment charges
|
103.8
|
100.9
|
||||||
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of our equity ownership)
|
5.7
|
5.9
|
||||||
Adjusted EBITDA
|
$
|
174.2
|
173.6
|
Three-month period
ended March 31,
|
||||||||
2023
|
2022
|
|||||||
($ in millions)
|
||||||||
Net cash flow provided by operating activities
|
$
|
41.7
|
$
|
137.3
|
||||
Net interest /taxes paid
|
30.2
|
16.5
|
||||||
Variations in working capital
|
93.3
|
19.0
|
||||||
Non-monetary items and other
|
(2.8
|
)
|
(13.4
|
)
|
||||
Share of profit/(loss) of associates carried under the equity method, depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates
(pro-rata of our equity ownership)
|
11.8
|
14.2
|
||||||
Adjusted EBITDA
|
$
|
174.2
|
$
|
173.6
|
• |
MW in operation in the case of Renewable energy and Efficient natural gas and heat assets, miles in operation in the case of Transmission lines and Mft3 per day 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 and heat assets provides information about the performance of these assets.
|
• |
Availability in the case of our Efficient natural gas and heat assets, Transmission lines 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.
|
Volume sold and availability levels
As of and for the three-month period ended March 31,
|
||||||||
Key performance indicator
|
2023
|
2022
|
||||||
Renewable energy
|
||||||||
MW in operation(1)
|
2,161
|
2,044
|
||||||
GWh produced(2)
|
1,192
|
1,094
|
||||||
Efficient natural gas & heat
|
||||||||
MW in operation(3)
|
398
|
398
|
||||||
GWh produced(4)
|
600
|
625
|
||||||
Availability (%)
|
94.9
|
%
|
100.3
|
%
|
||||
Transmission lines
|
||||||||
Miles in operation
|
1,229
|
1,229
|
||||||
Availability (%)
|
100.0
|
%
|
99.9
|
%
|
||||
Water
|
||||||||
Mft3 in operation(1)
|
17.5
|
17.5
|
||||||
Availability (%)
|
100.8
|
%
|
104.5
|
%
|
(1) |
Represents total installed capacity in assets owned or consolidated for the three-month period ended March 31, 2023 and 2022, respectively, regardless of our percentage of ownership in each of
the assets except for Vento II for which we have included our 49% interest.
|
(2) |
Includes 49% of Vento II wind portfolio production since its acquisition. Includes curtailment in wind assets for which we receive compensation.
|
(3) |
Includes 43 MW corresponding to our 30% share in Monterrey and 55MWt corresponding to thermal capacity from Calgary District Heating.
|
(4) |
GWh produced includes 30% of the production from Monterrey.
|
Three-month period ended March 31
|
||||||||||||
2023
|
2022
|
% Changes
|
||||||||||
($ in millions)
|
||||||||||||
Revenue
|
$
|
242.5
|
247.5
|
(2.0
|
)%
|
|||||||
Other operating income
|
22.6
|
19.3
|
17.1
|
%
|
||||||||
Employee benefit expenses
|
(23.8
|
)
|
(19.5
|
)
|
22.1
|
%
|
||||||
Depreciation, amortization, and impairment charges
|
(103.8
|
)
|
(100.9
|
)
|
2.9
|
%
|
||||||
Other operating expenses
|
(78.9
|
)
|
(87.9
|
)
|
(10.2
|
)%
|
||||||
Operating profit
|
$
|
58.6
|
58.5
|
0.2
|
%
|
|||||||
Financial income
|
8.0
|
1.0
|
700.0
|
%
|
||||||||
Financial expense
|
(84.9
|
)
|
(83.4
|
)
|
1.8
|
%
|
||||||
Net exchange differences
|
1.7
|
3.1
|
(45.2
|
)%
|
||||||||
Other financial income/(expense), net
|
(5.3
|
)
|
(1.1
|
)
|
(381.8
|
)%
|
||||||
Financial expense, net
|
$
|
(80.4
|
)
|
(80.4
|
)
|
0.0
|
%
|
|||||
Share of profit of associates carried under the equity method
|
6.2
|
8.2
|
(24.4
|
)%
|
||||||||
Loss before income tax
|
$
|
(15.6
|
)
|
(13.7
|
)
|
13.9
|
%
|
|||||
Income tax
|
9.7
|
3.9
|
148.7
|
%
|
||||||||
Loss for the period
|
$
|
(6.0
|
)
|
(9.8
|
)
|
44.9
|
%
|
|||||
Profit attributable to non-controlling interests
|
(5.0
|
)
|
(2.2
|
)
|
77.3
|
%
|
||||||
Loss for the period attributable to the company
|
$
|
(11.0
|
)
|
(12.0
|
)
|
50.8
|
%
|
|||||
Weighted average number of ordinary shares outstanding-basic
|
116.1
|
112.7
|
||||||||||
Weighted average number of ordinary shares outstanding-diluted
|
119.5
|
116.9
|
||||||||||
Basic earnings per share (U.S. dollar per share)
|
(0.09
|
)
|
(0.11
|
)
|
||||||||
Diluted earnings per share (U.S. dollar per share)
|
(0.09
|
)
|
(0.11
|
)
|
||||||||
Dividend paid per share(1)
|
0.445
|
0.44
|
(1) |
On February 28, 2023, our board of directors approved a dividend of $0.445 per share corresponding to the fourth quarter of 2022 which was paid on March 25, 2023. On February 25, 2022, our
board of directors approved a dividend of $0.44 per share corresponding to the fourth quarter of 2021 which was paid on March 25, 2022.
|
Three-month period ended March 31,
|
||||||||
Other operating income
|
2023
|
2022
|
||||||
($ in millions)
|
||||||||
Grants
|
$
|
14.7
|
$
|
14.9
|
||||
Insurance proceeds and other
|
8.0
|
4.4
|
||||||
Total
|
$
|
22.6
|
$
|
19.3
|
Three-month period ended March 31,
|
||||||||||||||||
Other operating expenses
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Raw materials and consumables used
|
$
|
9.1
|
3.8
|
%
|
$
|
5.0
|
2.0
|
%
|
||||||||
Leases and fees
|
3.6
|
1.5
|
%
|
2.9
|
1.2
|
%
|
||||||||||
Operation and maintenance
|
29.5
|
12.2
|
%
|
36.3
|
14.7
|
%
|
||||||||||
Independent professional services
|
7.7
|
3.2
|
%
|
8.6
|
3.5
|
%
|
||||||||||
Supplies
|
10.7
|
4.4
|
%
|
15.0
|
6.1
|
%
|
||||||||||
Insurance
|
10.7
|
4.4
|
%
|
11.7
|
4.7
|
%
|
||||||||||
Levies and duties
|
3.6
|
1.5
|
%
|
4.7
|
1.9
|
%
|
||||||||||
Other expenses
|
4.0
|
1.6
|
%
|
3.7
|
1.5
|
%
|
||||||||||
Total
|
$
|
78.9
|
32.5
|
%
|
$
|
87.9
|
35.5
|
%
|
Three-month period ended March 31,
|
||||||||
Financial income and financial expense
|
2023
|
2022
|
||||||
($ in millions)
|
||||||||
Financial income
|
$
|
8.0
|
$
|
1.0
|
||||
Financial expense
|
(84.9
|
)
|
(83.4
|
)
|
||||
Net exchange differences
|
1.7
|
3.1
|
||||||
Other financial income/(expense), net
|
(5.2
|
)
|
(1.1
|
)
|
||||
Financial expense, net
|
$
|
(80.4
|
)
|
$
|
(80.4
|
)
|
For the three-month period ended March 31,
|
||||||||
2023
|
2022
|
|||||||
Financial income
|
($ in thousands)
|
|||||||
Interest income from loans and credits
|
0.4
|
0.4
|
||||||
Interest rate gains on derivatives: cash flow hedges
|
7.6
|
0.6
|
||||||
Total
|
8.0
|
1.0
|
For the three-month period ended March 31,
|
||||||||
Financial expense
|
2023
|
2022
|
||||||
($ in millions)
|
||||||||
Interest on loans and notes
|
$
|
(83.0
|
)
|
$
|
(71.1
|
)
|
||
Interest rates losses derivatives: cash flow hedges
|
(1.9
|
)
|
(12.3
|
)
|
||||
Total
|
$
|
(84.9
|
)
|
$
|
(83.4
|
)
|
Three-month period ended March 31,
|
||||||||
Other financial income /(expense), net
|
2023
|
2022
|
||||||
($ in millions)
|
||||||||
Other financial income
|
$
|
4.2
|
$
|
4.1
|
||||
Other financial expense
|
(9.5
|
)
|
(5.2
|
)
|
||||
Total
|
$
|
(5.3
|
)
|
$
|
(1.1
|
)
|
Three-month period ended March 31,
|
||||||||||||||||
Revenue by geography
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
%
of revenue
|
$ in
millions
|
%
of revenue
|
|||||||||||||
North America
|
$
|
72.8
|
30.0
|
%
|
$
|
74.4
|
30.0
|
%
|
||||||||
South America
|
43.7
|
18.0
|
%
|
38.5
|
15.6
|
%
|
||||||||||
EMEA
|
126.0
|
52.0
|
%
|
134.6
|
54.4
|
%
|
||||||||||
Total revenue
|
$
|
242.5
|
100.0
|
%
|
$
|
247.5
|
100.0
|
%
|
Three-month period ended March 31,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
North America
|
$
|
52.0
|
29.8
|
%
|
$
|
58.3
|
33.6
|
%
|
||||||||
South America
|
33.8
|
19.4
|
%
|
29.1
|
16.8
|
%
|
||||||||||
EMEA
|
88.4
|
50.8
|
%
|
86.2
|
49.7
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
174.2
|
100.0
|
%
|
$
|
173.6
|
100.0
|
%
|
(1) |
Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of
our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe
that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different
companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential
future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”.
|
Volume produced/availability
|
||||||||
Three-month period ended March 31,
|
||||||||
Volume /availability by geography
|
2023
|
2022
|
||||||
North America (GWh) (1)
|
1,286
|
1,348
|
||||||
North America availability(2)
|
94.9
|
%
|
100.3
|
%
|
||||
South America (GWh) (3)
|
234
|
183
|
||||||
South America availability(2)
|
100.0
|
%
|
99.9
|
%
|
||||
EMEA (GWh)
|
272
|
188
|
||||||
EMEA availability
|
100.8
|
%
|
104.5
|
%
|
(1) |
GWh produced includes 30% of the production from Monterrey and our 49% of Vento II wind portfolio production since its acquisition.
|
(2) |
Availability includes only those assets that have revenue based on availability.
|
(3) |
Includes curtailment production in wind assets for which we receive compensation.
|
Three-month period ended March 31,
|
||||||||||||||||
Revenue by business sector
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Renewable energy
|
$
|
172.6
|
71.2
|
%
|
$
|
182.1
|
73.6
|
%
|
||||||||
Efficient natural gas & heat
|
27.4
|
11.3
|
%
|
25.3
|
10.2
|
%
|
||||||||||
Transmission lines
|
28.8
|
11.9
|
%
|
26.6
|
10.7
|
%
|
||||||||||
Water
|
13.7
|
5.6
|
%
|
13.5
|
5.4
|
%
|
||||||||||
Total revenue
|
$
|
242.5
|
100.0
|
%
|
$
|
247.5
|
100
|
%
|
Three-month period ended March 31,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2023
|
2022
|
||||||||||||||
$ in
millions
|
% of
Adjusted
EBITDA
|
$ in
millions
|
% of
Adjusted
EBITDA
|
|||||||||||||
Renewable energy
|
$
|
119.1
|
68.4
|
%
|
$
|
122.2
|
70.4
|
%
|
||||||||
Efficient natural gas & heat
|
22.6
|
13.0
|
%
|
21.7
|
12.5
|
%
|
||||||||||
Transmission lines
|
23.5
|
13.5
|
%
|
20.5
|
11.8
|
%
|
||||||||||
Water
|
9.0
|
5.1
|
%
|
9.2
|
5.3
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
174.2
|
100.0
|
%
|
$
|
173.6
|
100.0
|
%
|
(1) |
Adjusted EBITDA is not a measure of performance under IFRS as issued by the IASB and you should not consider Adjusted EBITDA as an alternative to operating income or profits or as a measure of
our operating performance, cash flows from operating, investing and financing activities or as a measure of our ability to meet our cash needs or any other measures of performance under generally accepted accounting principles. We believe
that Adjusted EBITDA is a useful indicator of our ability to incur and service our indebtedness and can assist securities analysts, investors and other parties to evaluate us. Adjusted EBITDA and similar measures are used by different
companies for different purposes and are often calculated in ways that reflect the circumstances of those companies. Adjusted EBITDA may not be indicative of our historical operating results, nor is it meant to be predictive of potential
future results. See “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial Measures”.
|
Volume produced/availability
|
||||||||
three-month period ended March 31,
|
||||||||
Volume /availability by business sector
|
2023
|
2022
|
||||||
Renewable energy (GWh) (1)
|
1.192
|
1,094
|
||||||
Efficient natural gas & heat (GWh) (2)
|
600
|
625
|
||||||
Efficient natural gas & heat availability
|
94.9
|
%
|
100.3
|
%
|
||||
Transmission availability
|
100.0
|
%
|
99.9
|
%
|
||||
Water availability
|
100.8
|
%
|
104.5
|
%
|
(1) |
Includes curtailment production in wind assets for which we receive compensation. Includes our 49% of Vento II wind portfolio production since its acquisition.
|
(2) |
GWh produced includes 30% of the production from Monterrey.
|
• |
debt service requirements on our existing and future debt;
|
• |
cash dividends to investors; and
|
• |
investments in new assets and companies and operations (See “Recent Investments”).
|
As of
March 31,
2023
|
As of
December 31,
2022
|
|||||||
($ in millions)
|
||||||||
Corporate Liquidity
|
||||||||
Cash and cash equivalents at Atlantica Sustainable Infrastructure, plc, excluding subsidiaries
|
$
|
109.4
|
$
|
60.8
|
||||
Revolving Credit Facility availability
|
365.1
|
385.1
|
||||||
Total Corporate Liquidity(1)
|
$
|
474.5
|
$
|
445.9
|
||||
Liquidity at project companies
|
||||||||
Restricted Cash
|
202.0
|
207.6
|
||||||
Non-restricted cash
|
291.4
|
332.6
|
||||||
Total cash at project companies
|
$
|
493.4
|
$
|
540.2
|
(1) |
Corporate Liquidity means cash and cash equivalents held at Atlantica Sustainable Infrastructure plc as of March 31, 2023, and available revolver capacity as of March 31, 2023.
|
S&P
|
Fitch
|
|
Atlantica Sustainable Infrastructure Corporate Rating
|
BB+
|
BB+
|
Senior Secured Debt
|
BBB-
|
BBB-
|
Senior Unsecured Debt
|
BB
|
BB+
|
As of March 31,
2023
|
As of December
31, 2022
|
|||||||||||
Maturity
|
($ in millions)
|
|||||||||||
Revolving Credit Facility
|
2024
|
$
|
59.5
|
29.4
|
||||||||
Other Facilities(1)
|
2023-2028
|
50.4
|
30.1
|
|||||||||
Green Exchangeable Notes
|
2025
|
107.8
|
107.0
|
|||||||||
2020 Green Private Placement
|
2026
|
314.3
|
308.4
|
|||||||||
Note Issuance Facility 2020
|
2027
|
150.1
|
147.2
|
|||||||||
Green Senior Notes
|
2028
|
395.3
|
395.1
|
|||||||||
Total Corporate Debt(2)
|
$
|
1,077.4
|
1,017.2
|
|||||||||
Total Project Debt
|
$
|
4,596.6
|
4,553.1
|
(1) |
Other facilities include the commercial paper program issued in October 2020, accrued interest payable and other debts.
|
(2) |
Accounting amounts may differ from notional amounts.
|
• |
a pre-existing cap with a 1.0% strike with notional of €115.1 million starting in March 2023 and decreasing over time until December 2025.
|
• |
a swap with a 3.16% strike with initial notional of €64.9 million starting in March 2023. The notional increases progressively until June 2026 and decreases progressively thereafter until maturity to ensure
that the principal hedged stays at 90% over the life of the loan.
|
Declared
|
Record Date
|
Payment Date
|
$ per share
|
|||||
February 25, 2022
|
March 14, 2022
|
March 25, 2022
|
0.44
|
|||||
May 5, 2022
|
May 31, 2022
|
June 15, 2022
|
0.44
|
|||||
August 2, 2022
|
August 31, 2022
|
September 15, 2022
|
0.445
|
|||||
November 8, 2022
|
November 30, 2022
|
December 15, 2022
|
0.445
|
|||||
February 28, 2023
|
March 14, 2023
|
March 25, 2023
|
0.445
|
|||||
May 4, 2023
|
May 31, 2023
|
June 15, 2023
|
0.445
|
Three-month period ended March 31,
|
||||||||
2023
|
2022
|
|||||||
($ in millions)
|
||||||||
Gross cash flows from operating activities
|
||||||||
Loss for the period
|
$
|
(6.0
|
)
|
$
|
(9.8
|
)
|
||
Financial expense and non-monetary adjustments
|
171.1
|
182.7
|
||||||
Profit for the period adjusted by non-monetary items
|
$
|
165.1
|
$
|
172.9
|
||||
Changes in working capital
|
$
|
(93.3
|
)
|
$
|
(19.1
|
)
|
||
Net interest and income tax paid
|
(30.2
|
)
|
(16.5
|
)
|
||||
Net cash provided by operating activities
|
$
|
41.7
|
$
|
137.3
|
||||
Net cash used in investing activities
|
$
|
0.9
|
$
|
(12.9
|
)
|
|||
Net cash provided by / (used in) financing activities
|
$
|
(42.1
|
)
|
$
|
(8.8
|
)
|
||
Net increase in cash and cash equivalents
|
0.5
|
115.6
|
||||||
Cash and cash equivalents at beginning of the period
|
601.0
|
622.7
|
||||||
Translation differences in cash or cash equivalents
|
1.4
|
0.7
|
||||||
Cash and cash equivalents at the end of the period
|
$
|
602.9
|
$
|
739.0
|
Item 3. |
Quantitative and Qualitative Disclosure about Market Risk
|
Market
Risk
|
Description of Risk
|
Management of Risk
|
Foreign
exchange
risk
|
We are exposed to foreign currency risk – including Euro, Canadian dollar, South African rand, Colombian peso and Uruguayan peso – related to operations and certain foreign currency debt.
Our presentation currency and the functional currency of most of our subsidiaries is the U.S. dollar, as most of our revenue and expenses are denominated or linked to U.S. dollars.
All our companies located in North America, with the exception of Calgary, whose revenue is in Canadian dollars, and most of our companies in South America have their revenue and financing
contracts signed in or indexed totally or partially to U.S. dollars. Our solar power plants in Europe have their revenue and expenses denominated in euros; Kaxu, our solar plant in South Africa, has its revenue and expenses denominated in
South African rand, La Sierpe, La Tolua and Tierra Linda, our solar plants in Colombia, have their revenue and expenses denominated in Colombian pesos and Albisu, our solar plant in Uruguay, has its revenue denominated in Uruguayan pesos,
with a maximum and a minimum price in US dollars in the case of Uruguayan peso.
|
The main cash flows in our subsidiaries are cash collections arising from long-term contracts with clients and debt payments arising from project finance repayment. Project financing is
typically denominated in the same currency as that of the contracted revenue agreement, which limits our exposure to foreign exchange risk. In addition, we maintain part of our corporate general and administrative expenses and part of our
corporate debt in euros which creates a natural hedge for the distributions we receive from our assets in Europe.
To further mitigate this exposure, our strategy is to hedge cash distributions from our assets in Europe. We hedge the exchange rate for the net distributions in euros (after deducting
interest payments and general and administrative expenses in euros). Through currency options, we have hedged 100% of our euro-denominated net exposure for the next 12 months and 75% of our euro-denominated net exposure for the following 12
months. We expect to continue with this hedging strategy on a rolling basis. The difference between the euro/U.S. dollar hedged rate for the year 2023 and the current rate reduced by 5% would create a negative impact on cash available for
distribution of approximately $3 million. This amount has been calculated as the average net euro exposure expected for the years 2023 to 2026 multiplied by the difference between the average hedged euro /U.S. dollar rate for 2023 and the
euro/U.S. dollar rate as of the date of this quarterly report reduced by 5%.
Although we hedge cash-flows in euros, fluctuations in the value of the euro in relation to the U.S. dollar may affect our operating results. For example, revenue in euro-denominated
companies could decrease when translated to U.S. dollars at the average foreign exchange rate solely due to a decrease in the average foreign exchange rate, in spite of revenue in the original currency being stable. Fluctuations in the value
of the South African rand, the Colombian peso and the Uruguayan Peso with respect to the U.S. dollar may also affect our operating results. Apart from the impact of these translation differences, the exposure of our income statement to
fluctuations of foreign currencies is limited, as the financing of projects is typically denominated in the same currency as that of the contracted revenue agreement.
|
Interest
rate risk
|
We are exposed to interest rate risk on our variable-rate debt.
Interest rate risk arises mainly from our financial liabilities at variable interest rate (less than 10% of our consolidated debt).
The most significant impact on our consolidated condensed interim financial statements related to interest rates corresponds to the potential impact of changes in EURIBOR, SOFR or LIBOR
on the debt with interest rates based on these reference rates and on derivative positions.
In relation to our interest rate swaps positions, an increase in EURIBOR, SOFR or LIBOR above the contracted fixed interest rate would create an increase in our financial expense which
would be positively mitigated by our hedges, reducing our financial expense to our contracted fixed interest rate. However, an increase in EURIBOR, SOFR or LIBOR that does not exceed the contracted fixed interest rate would not be offset by
our derivative position and would result in a stable net expense recognized in our consolidated income statement.
In relation to our interest rate options positions, an increase in EURIBOR, SOFR or LIBOR above the strike price would result in higher interest expenses, which would be positively
mitigated by our hedges, reducing our financial expense to our capped interest rate. However, an increase in these rates of reference below the strike price would result in higher interest expenses.
|
Our assets largely consist of long duration physical assets, and financial liabilities consist primarily of long-term fixed-rate debt or floating-rate debt that has been swapped to fixed
rates with interest rate financial instruments to minimize the exposure to interest rate fluctuations.
We use interest rate swaps and interest rate options (caps) to mitigate interest rate risk. As of March 31, 2023, approximately 92% of our project debt and approximately 95% of our
corporate debt either has fixed interest rates or has been hedged with swaps or caps. Our revolving credit facility has variable interest rates and is not hedged as further described in “Item 5.B— Operating and Financial Review and
Prospects— Liquidity and Capital Resources— Corporate debt agreements —Revolving Credit Facility”;
In the event that EURIBOR, SOFR and LIBOR had risen by 25 basis points as of March 31, 2023, with the rest of the variables remaining constant, the effect in the consolidated income
statement would have been a loss of $0.8 million and an increase in hedging reserves of $20.2 million. The increase in hedging reserves would be mainly due to an increase in the fair value of interest rate swaps designated as hedges.
|
Credit Risk
|
We are exposed to credit risk mainly from operating activities, the maximum exposure of which is represented by the carrying amounts reported in the statements of financial position. We
are exposed to credit risk if counterparties to our contracts, trade receivables, interest rate swaps, foreign exchange hedge contracts are unable to meet their obligations.
The credit rating of Eskom is currently CCC+ from S&P , Caa1 from Moody’s and B from Fitch. Eskom is the off-taker of our Kaxu solar plant, a state-owned, limited liability company,
wholly owned by the Republic of South Africa.
In addition, Pemex’s credit rating is currently BBB from S&P, B1 from Moody’s and BB- from Fitch. We have experienced delays in collections in the past, especially since the second
half of 2019, which have been significant in certain quarters.
|
The diversification by geography and business sector helps to diversify credit risk exposure by diluting our exposure to a single client.
In the case of Kaxu, Eskom’s payment guarantees to our Kaxu solar plant are underwritten by the South African Department of Mineral Resources and Energy, under the terms of an
implementation agreement. The credit ratings of the Republic of South Africa as of the date of this quarterly report are BB-/Ba2/BB- by S&P, Moody’s and Fitch, respectively.
In the case of Pemex, we continue to maintain a pro-active approach including fluent dialogue with our client.
|
Liquidity risk
|
We are exposed to liquidity risk for financial liabilities.
Our liquidity at the corporate level depends on distribution from the project level entities, most of which have project debt in place. Distributions are generally subject to the
compliance with covenants and other conditions under our project finance agreements.
|
The objective of our financing and liquidity policy is to ensure that we maintain sufficient funds to meet our financial obligations as they fall due.
Project finance borrowing permits us to finance projects through project debt and thereby insulate the rest of our assets from such credit exposure. We incur project finance debt on a
project-by-project basis or by groups of projects. The repayment profile of each project is established based on the projected cash flow generation of the business. This ensures that sufficient financing is available to meet deadlines and
maturities, which mitigates the liquidity risk. In addition, we maintain a periodic communication with our lenders and regular monitoring of debt covenants and minimum ratios.
As of March 31, 2023, we had $474.5 million liquidity at the corporate level, comprised of $109.4 million of cash on hand at the corporate level and $365.1 million available under our
Revolving Credit Facility.
We believe that the Company’s liquidity position, cash flows from operations and availability under our revolving credit facility will be adequate to meet the Company’s financial
commitments and debt obligations; growth, operating and maintenance capital expenditures; and dividend distributions to shareholders. Management continues to regularly monitor the Company’s ability to finance the needs of its operating,
financing and investing activities within the guidelines of prudent balance sheet management.
|
Electricity
price risk
|
We currently have three assets with merchant revenues (Chile PV 1 and Chile PV 3, where we have a 35% ownership, and Lone Star II, where we have a 49% ownership) and one asset with
partially contracted revenues (Chile PV 2, where we have a 35% ownership). In addition, in several of the jurisdictions in which we operate including Spain, Chile and Italy we are exposed to remuneration schemes which contain both regulated
incentives and market price components. In such jurisdictions, the regulated incentive or the contracted component may not fully compensate for fluctuations in the market price component, and, consequently, total remuneration may be
volatile.
In addition, operating costs in certain of our existing or future projects depend to some extent on market prices of electricity used for self-consumption and, to a lower extent, on
market prices of natural gas. In Spain, for example, operating costs increased during 2021 and 2022 as a result of the increase in the price of electricity and natural gas.
|
We manage our exposure to electricity price risk by ensuring that most of our revenues are not exposed to fluctuations in electricity prices. As of March 31, 2023, assets with merchant
exposure represent less than a 2%3 of our portfolio in terms of Adjusted EBITDA. Regarding regulated assets with exposure to electricity market prices, these
assets have the right to receive a “reasonable rate of return” (see “Item 4—Information on the Company— Regulation”). As a result, fluctuations in market prices may cause volatility in results of operations and cash flows, but it should not
affect the net value of these assets.
|
Country risk
|
We consider that Algeria and South Africa, which represent a small portion of the portfolio in terms of cash available for distribution, are the geographies with a higher political risk
profile.
|
Most of the countries in which we have operations are OECD countries.
In 2019, we entered into a political risk insurance agreement with the Multinational Investment Guarantee Agency for Kaxu. The insurance provides protection for breach of contract up to
$58.0 million in the event the South African Department of Mineral Resources and Energy does not comply with its obligations as guarantor. We also have a political risk insurance in place for two of our assets in Algeria for up to $37.2
million, including two years dividend coverage. These insurance policies do not cover credit risk.
|
Item 4. |
CONTROLS AND PROCEDURES
|
Item 1. |
Legal Proceedings
|
Item 1A. |
Risk Factors
|
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3. |
Defaults Upon Senior Securities
|
Item 4. |
Mine Safety Disclosures
|
Item 5. |
Other Information
|
Item 6 |
Exhibits
|
Date: May 5, 2023 |
|
|
|
|
|
|
|
|
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
|