☒ 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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44 | |
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Item 3
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73 | |
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Item 4
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78 | |
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PART II – OTHER INFORMATION
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Item 1
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78 | |
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Item 1A
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78 | |
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Item 2
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78 | |
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Item 3
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78 | |
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Item 4
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79
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Item 5
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79
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Item 6
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79
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80
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references to “2020 Green Private Placement” refer to the €290 million ($323 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. together with its subsidiaries unless the context otherwise requires;
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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 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, 2023 and 2022 and
for the years ended December 31, 2023, 2022 and 2021, 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, 2023, filed with the SEC on March 1, 2024;
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references to “Atlantica Jersey” refer to Atlantica Sustainable Infrastructure Jersey Limited, a wholly-owned subsidiary of Atlantica;
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references to “ATN” refer to ATN S.A., the operational electric transmission asset in Peru, which is part of the Guaranteed Transmission System;
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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 “Bidco” refer to California Buyer Limited, a private limited company incorporated in England and Wales, controlled by Energy Capital
Partners;
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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 debt service and general and administrative expenses), including proceeds from the sale of assets;
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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 “Consolidated Condensed Interim Financial Statements” refer to the consolidated condensed unaudited interim financial statements as of
September 30, 2024 and for the nine-month periods ended September 30, 2024 and 2023, 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 “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 “GAAP” refer to generally accepted accounting standards;
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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 Project Finance” refer to the green project financing agreement entered into between Logrosan, the sub-holding company of Solaben
1 & 6 and Solaben 2 & 3, as borrower, and ING Bank, B.V. and Banco Santander S.A., as lenders, as amended in June 2023;
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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 “GW” refer to gigawatts;
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references to “GWh” refer to gigawatt hour;
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references to “Honda 1” refer to the 10 MW solar PV plant located in Colombia;
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references to “Honda 2” refer to the 10 MW solar PV plant located in Colombia;
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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” or “IFRS” 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 “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 “Lone Star II” refer to one of the assets included in our wind portfolio Vento II;
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references to “Mft3” 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, that was sold in April 2024;
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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 ($156 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 (as defined above);
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references to “Pemex” refer to Petróleos Mexicanos;
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references to “PG&E” refer to PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, collectively;
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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 “SEC” refer to the U.S. Securities and Exchange Commission;
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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 “Transaction” refer to the acquisition of the Company by Bidco, pursuant to the Transaction Agreement;
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references to “Transaction Agreement” refer to the transaction agreement dated May 27, 2024, entered into, among others, the
Company and Bidco providing for, subject to the terms and conditions of such transaction agreement, the acquisition of the Company by Bidco;
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references to “UK” refer to the United Kingdom;
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references to “UK Wind 1” refer to the 24.75 MW wind facility located in the United Kingdom which we acquired in March 2024;
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references to “UK Wind 2” refer to the 7.5 MW wind facility located in the United Kingdom which we acquired in March 2024;
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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 failure to realize the expected benefits of the Transaction;
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uncertainties related to securing the sanction of the High Court of Justice of England and Wales or the occurrence of any event, change or other
circumstance that could give rise to the termination of the Transaction Agreement;
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risks related to diverting the attention of our management from ongoing business operations;
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significant transaction costs and/or unknown or inestimable liabilities, including the risk of shareholder litigation related to the Transaction;
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Bidco’s ability to fund the Transaction;
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disruption from the Transaction, making it more difficult to conduct business as usual or maintain relationships with customers, employees or suppliers;
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effects relating to any further announcements in relation to the Transaction or the consummation thereof on the market price of our Company’s shares;
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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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our plans relating to our financings, including refinancing plans or plans to cancel any credit line;
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our ability to maintain our credit ratings;
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the ability of our assets to serve our project debt and comply with financial or other covenants on their terms, including but not limited to our
projects’ debts in Chile, and our ability to serve our corporate debt;
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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 and potential future changes in regulation defining the remuneration of our solar assets in Spain and Chile;
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changes in tax laws and regulations, including new legislation on restrictions to tax deductibility in Spain;
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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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our ability to distribute a significant percentage of our cash for distribution as cash dividends;
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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 suppliers, including financial or technical uncertainties of original equipment manufacturer (OEM) suppliers, among
others;
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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 curtailments in the assets where we do not get compensation for such curtailments;
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risks related to our exposure to electricity market prices, including regulated assets which have certain exposure to electricity market prices;
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risks related to our exposure in the labor market;
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potential issues arising with our operators’ employees including disagreement with employees’ unions and subcontractors;
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risks related to extreme 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, arbitration 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, including 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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impact of 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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the potential additional proceeds from the earn-out mechanism from the sale of our equity interest in Monterrey;
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risks related to Russian military actions in Ukraine, military actions in the Middle East, or to the potential escalation of any of the foregoing 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
September 30,
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As of
December 31,
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Note (1)
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2024
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2023
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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 | 7 | |||||||||||
Derivative assets
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10
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Other financial assets
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9
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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 | 13 | |||||||||||
Derivative assets
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10
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|||||||||
Other financial assets
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9
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Cash and cash equivalents
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Assets held for sale
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8 | |||||||||||
Total current assets
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||||||||||
Total assets
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(1) |
Notes 1 to 23 form an integral part of the Consolidated Condensed Interim Financial Statements.
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As of
September
30,
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As of
December
31,
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Note (1)
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2024
|
2023
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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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14
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Share premium
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14
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Capital reserves
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14
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Other reserves
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10
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Accumulated currency translation differences
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14
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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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14
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(
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)
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(
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)
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Non-controlling interest
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14
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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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15
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Long-term project debt
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16
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Grants and other liabilities
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17
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Derivative liabilities
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10
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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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15
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Short-term project debt
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16
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Trade payables and other current liabilities
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18
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Income and other tax payables
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Liabilities directly associated with the assets held for sale |
8 | |||||||||||
Total current liabilities
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Total equity and liabilities
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(1) |
Notes 1 to 23 form an integral part of the Consolidated Condensed Interim Financial Statements.
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For the nine-month
period ended September 30,
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||||||||||||
Note (1) |
2024
|
2023 | ||||||||||
Revenue
|
4
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|
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|||||||||
Other operating income
|
19
|
|
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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
|
6
|
(
|
)
|
(
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)
|
|||||||
Other operating expenses
|
19
|
(
|
)
|
(
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)
|
|||||||
Operating profit
|
|
|
||||||||||
Financial income
|
20
|
|
|
|||||||||
Financial expenses
|
20
|
(
|
)
|
(
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)
|
|||||||
Net exchange differences
|
20
|
(
|
)
|
(
|
)
|
|||||||
Other financial expense, net
|
20
|
(
|
)
|
(
|
)
|
|||||||
Financial expense, net
|
(
|
)
|
(
|
)
|
||||||||
Share of profit of entities carried under the equity method
|
7 |
|
|
|||||||||
Profit before income tax
|
|
|
||||||||||
Income tax
|
21
|
(
|
)
|
(
|
)
|
|||||||
Profit for the period
|
|
|
||||||||||
Profit attributable to non-controlling interest
|
(
|
)
|
(
|
)
|
||||||||
Profit for the period attributable to the Company
|
|
|
||||||||||
Weighted average number of ordinary shares outstanding (thousands) - basic
|
22
|
|
|
|||||||||
Weighted average number of ordinary shares outstanding (thousands) - diluted
|
22
|
|
|
|||||||||
Basic earnings per share (U.S. dollar per share)
|
22
|
|
|
|||||||||
Diluted earnings per share (U.S. dollar per share) (*) |
22
|
|
|
(*)
|
|
(1) |
Notes 1 to 23 form an integral part of the Consolidated Condensed Interim Financial Statements.
|
For the nine-month
period ended
September 30,
|
||||||||||||
Note (1)
|
2024
|
2023
|
||||||||||
Profit for the period
|
|
|
||||||||||
Items that may be subject to transfer to profit or loss statement in subsequent periods
|
||||||||||||
Change in fair value of cash flow hedges
|
|
|
||||||||||
Currency translation differences
|
(
|
)
|
|
|||||||||
Tax effect
|
(
|
)
|
(
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)
|
||||||||
Net income recognized directly in equity
|
|
|
||||||||||
Cash flow hedges
|
10
|
(
|
)
|
(
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)
|
|||||||
Tax effect
|
|
|
||||||||||
Transfers to profit or loss statement
|
(
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)
|
(
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)
|
||||||||
Other comprehensive income
|
(
|
)
|
|
|||||||||
Total comprehensive income for the period
|
|
|
||||||||||
Total comprehensive income attributable to non-controlling interest
|
(
|
)
|
(
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)
|
||||||||
Total comprehensive income attributable to the Company
|
|
|
(1) |
Notes 1 to 23 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, 2023
|
|
|
|
|
(
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)
|
(
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)
|
|
|
|
|||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Profit for the nine -month period after taxes
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges net of transfer to the income statement
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Currency translation differences
|
|
|
|
|
|
|
|
(
|
)
|
|
||||||||||||||||||||||||||
Tax effect
|
|
|
|
(
|
)
|
|
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||||||||
Other comprehensive income
|
|
|
|
|
|
|
|
(
|
)
|
|
||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Divestments
|
( |
) | ( |
) | ||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Reduction of share premium (Note 14)
|
( |
) | ||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Share-based compensation (Note 14)
|
||||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Capital contribution (Note 14)
|
||||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Distributions (Note 14)
|
|
|
(
|
)
|
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||
Balance as of September 30, 2023
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
Share
capital
|
Share
premium
|
Capital
reserves
|
Other
reserves
|
Accumulated
currency
translation
differences
|
Accumulated
deficit
|
Total
equity
attributable
to the
Company
|
Non-
controlling
interest
|
Total
equity
|
||||||||||||||||||||||||||||
Balance as of January 1, 2024
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|||||||||||||||||||||||||
Profit for the nine -month period after taxes
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Change in fair value of cash flow hedges net of transfer to profit or loss statement
|
|
|
|
(
|
)
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Currency translation differences
|
|
|
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||||||||||||||||||||||
Tax effect
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Other comprehensive income
|
|
|
|
(
|
)
|
(
|
)
|
|
(
|
)
|
(
|
)
|
(
|
)
|
||||||||||||||||||||||
Total comprehensive income
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
|||||||||||||||||||||||||
Reduction of share premium
(Note 14)
|
( |
) | ||||||||||||||||||||||||||||||||||
Share-based compensation
(Note 14)
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Capital contribution (Note 14)
|
||||||||||||||||||||||||||||||||||||
Distributions (Note 14)
|
|
|
(
|
)
|
|
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||||||||||||||||||||
Balance as of September 30, 2024
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
For the nine-month
periods
ended September 30,
|
||||||||||||
Note (1) |
2024
|
2023
|
||||||||||
I. Profit for the period
|
|
|
||||||||||
Financial expense and non-monetary adjustments
|
|
|
||||||||||
II. Profit 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
|
|
|
||||||||||
Business combinations and investments in entities under the equity method |
5, 7&12
|
(
|
)
|
(
|
)
|
|||||||
Investments in operating concessional assets
|
6
|
(
|
)
|
(
|
)
|
|||||||
Investments in assets under development or construction
|
6 |
( |
) | ( |
) | |||||||
Distributions from entities under the equity method
|
7
|
|
|
|||||||||
Net divestment in other non-current financial assets
|
|
|
||||||||||
B. Net cash used in investing activities
|
(
|
)
|
(
|
)
|
||||||||
Proceeds from project debt
|
16
|
|
|
|||||||||
Proceeds from corporate debt
|
15
|
|
|
|||||||||
Repayment of project debt
|
16
|
(
|
)
|
(
|
)
|
|||||||
Repayment of corporate debt | 15 |
( |
) | ( |
) | |||||||
Dividends paid to Company´s shareholders
|
14
|
(
|
)
|
(
|
)
|
|||||||
Dividends paid to non-controlling interest
|
14
|
(
|
)
|
(
|
)
|
|||||||
Non-controlling interest capital contribution
|
14 |
|||||||||||
C. Net cash used in financing activities
|
(
|
)
|
(
|
)
|
||||||||
Net decrease 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
|
|
|
Note 1.- Nature of the business
|
18 |
Note 2.- Basis of preparation
|
22 |
Note 3.- Financial risk management
|
23 |
Note 4.- Financial information by segment
|
23 |
Note 5.- Business combinations
|
28 |
Note 6.- Contracted concessional, PP&E and other intangible assets
|
29 |
Note 7.- Investments carried under the equity method
|
30 |
Note 8.- Assets held for sale
|
31 |
Note 9.- Financial assets
|
32 |
Note 10.- Derivative financial instruments
|
33 |
Note 11.- Fair value of financial instruments
|
33 |
Note 12.- Related parties
|
34 |
Note 13.- Trade and other receivables
|
35 |
Note 14.- Equity
|
35 |
Note 15.- Corporate debt
|
37 |
Note 16.- Project debt
|
39 |
Note 17.- Grants and other liabilities
|
40 |
Note 18.-Trade payables and other current liabilities
|
40 |
Note 19.- Other operating income and expenses |
41 |
Note 20.- Financial expense, net
|
42 |
Note 21.- Income tax |
42 |
Note 22.- Earnings per share
|
43 |
Note 23.- Subsequent events
|
43 |
Assets
|
Type
|
Ownership
|
Location
|
Currency(9)
|
Capacity
(Gross)
|
Counterparty
Credit Ratings(10)
|
COD*
|
Contract
Years
Remaining(18)
|
|
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
|
Chile PMGD |
||||||||
La Sierpe
|
|
|
|
|
|
|
|
|
La Tolua |
||||||||
Tierra Linda |
||||||||
Honda 1 |
||||||||
Honda 2 |
||||||||
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
|
|
|
|
|
|
|
|
|
UK Wind 1 |
||||||||
UK Wind 2 |
||||||||
Kaxu |
|
|
|
|
|
|
|
|
Calgary |
|
|
|
|
|
|
|
|
ACT |
|
|
|
|
|
|
|
|
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) |
|
(18)
|
|
(*) | |
Asset
|
Type
|
Location
|
Capacity
(gross)(1)
|
Expected
COD
|
Expected
Investment(2)
($ million)
|
Off-taker
|
Coso Batteries 1
|
|
|
|
|
|
|
Coso Batteries 2
|
|
|
|
|
|
|
Chile PMGD
|
|
|
|
|
|
|
Chile PV 3 Expansion
|
|
|
|
|
|
|
ATS Expansion 1
|
|
|
|
|
|
|
Apulo 1(3)
|
|
|
|
|
|
|
Caparacena
|
|
|
|
|
|
(1)
|
|
(2)
|
|
(3)
|
|
(4)
|
|
a)
|
Standards, interpretations and amendments effective from January
1, 2024, 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, 2025:
|
|
-
|
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 segment and business sector for the nine-month periods ended September 30, 2024 and 2023:
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the nine-month
period ended
September 30,
|
For the nine-month
period ended
September 30,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Geography
|
2024
|
2023
|
2024
|
2023
|
||||||||||||
North America
|
|
|
|
|
||||||||||||
South America
|
|
|
|
|
||||||||||||
EMEA
|
|
|
|
|
||||||||||||
Total
|
|
|
|
|
Revenue
|
Adjusted EBITDA
|
|||||||||||||||
For the nine-month
period ended
September 30,
|
For the nine-month
period ended
September 30,
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Business sectors
|
2024
|
2023
|
2024
|
2023
|
||||||||||||
Renewable energy
|
|
|
|
|
||||||||||||
Efficient natural gas & heat
|
|
|
|
|
||||||||||||
Transmission lines
|
|
|
|
|
||||||||||||
Water
|
|
|
|
|
||||||||||||
Total
|
|
|
|
|
For the nine-month period ended
September 30,
($ in thousands)
|
||||||||
2024
|
2023
|
|||||||
Profit attributable to the Company
|
|
|
||||||
Profit attributable to non-controlling interest
|
|
|
||||||
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 segment and business sector as of September 30,
2024, and December 31,
2023 are as follows:
|
North
America
|
South
America
|
EMEA
|
Balance as of
September 30,
2024
|
|||||||||||||
($ 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)
|
|
|
|
|
||||||||||||
Assets held for sale |
||||||||||||||||
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
September 30,
2024
|
|||||||||||||
($ in thousands)
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
||||||||||||
Grants and other liabilities
|
|
|
|
|
||||||||||||
Liabilities directly associated with the assets held for sale | ||||||||||||||||
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,
2023
|
|||||||||||||
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)
|
|
|
|
|
||||||||||||
Assets held for sale |
||||||||||||||||
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,
2023
|
|||||||||||||
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
September 30,
2024
|
||||||||||||||||
($ 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)
|
|
|
|
|
|
|||||||||||||||
Assets held for sale | ||||||||||||||||||||
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
September 30,
2024
|
||||||||||||||||
Liabilities allocated
|
||||||||||||||||||||
Long-term and short-term project debt
|
|
|
|
|
|
|||||||||||||||
Grants and other liabilities
|
|
|
|
|
|
|||||||||||||||
Liabilities directly associated with the assets held for sale | ||||||||||||||||||||
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,
2023
|
||||||||||||||||
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)
|
|
|
|
|
|
|||||||||||||||
Assets held for sale
|
||||||||||||||||||||
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,
2023
|
||||||||||||||||
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 nine-month periods ended September 30, 2024 and 2023 are as follows:
|
For the nine-month
period ended
September 30,
|
||||||||
Depreciation, amortization and impairment by geography
|
2024
|
2023 |
||||||
($ in thousands) | ||||||||
North America
|
(
|
)
|
(
|
)
|
||||
South America
|
(
|
)
|
(
|
)
|
||||
EMEA
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
For the nine-month period ended
September 30,
|
||||||||
Depreciation, amortization and impairment by business sectors
|
2024
|
2023
|
||||||
($ in thousands)
|
||||||||
Renewable energy
|
(
|
)
|
(
|
)
|
||||
Efficient natural gas & heat
|
|
(
|
)
|
|||||
Transmission lines
|
(
|
)
|
(
|
)
|
||||
Water
|
|
|
||||||
Total
|
(
|
)
|
(
|
)
|
Business combinations
for the nine-month
period ended
September 30, 2024
|
||||
Property, plant and equipment under IAS 16
|
|
|||
Intangible assets under IAS 38
|
||||
Intangible assets under IFRS 16
|
|
|||
Cash & cash equivalents
|
|
|||
Other current assets
|
|
|||
Deferred tax liabilities
|
(
|
)
|
||
Lease liabilities
|
(
|
)
|
||
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, 2023
|
||||
Property, plant and equipment under IAS 16 |
||||
Intangible assets
under IAS 38 |
||||
Inventories |
||||
Other
current and non-current liabilities |
( |
) | ||
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
|
||||||||||||||||||||||||
Land |
Technical installations |
Total
assets
|
||||||||||||||||||||||||||
Cost
|
|
|
|
|
|
|
||||||||||||||||||||||
Amortization and impairment
|
(
|
)
|
|
(
|
)
|
(
|
)
|
|
( |
) |
(
|
)
|
||||||||||||||||
Total as of September 30, 2024
|
|
|
|
|
|
|
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
|
||||||||||||||||||||||||
Land | Technical installations |
Total
assets
|
||||||||||||||||||||||||||
Cost
|
|
|
|
|
|
|
||||||||||||||||||||||
Amortization and impairment
|
(
|
)
|
|
(
|
)
|
(
|
)
|
|
( |
) |
(
|
)
|
||||||||||||||||
Total as of December 31, 2023
|
|
|
|
|
|
|
Balance as of
September 30,
2024
|
Balance as of
December 31,
2023
|
|||||||
($ in thousands)
|
||||||||
2007 Vento II, LLC | ||||||||
Myah Bahr Honaine, S.P.A.
|
|
|
||||||
Akuo Atlantica PMGD Holding S.P.A.
|
||||||||
Colombian portfolio of renewable energy entities
|
||||||||
Windlectric Inc
|
||||||||
Ecorer S.A.C |
||||||||
SailH2 Ingeniería, S.L. |
||||||||
Pectonex, R.F. Proprietary Limited
|
|
|
||||||
Evacuación Valdecaballeros, S.L.
|
|
|
||||||
Fontanil Solar, S.L.U.
|
||||||||
Murum Solar, S.L.U.
|
||||||||
Total
|
|
|
Chile PV 1 |
AYES Canada |
Total |
||||||||||
($ in thousands) |
||||||||||||
Property, plant and equipment under IAS 16 | ||||||||||||
Intangible assets under IAS 38 |
||||||||||||
Intangible assets under IFRS 16 |
||||||||||||
Cash & cash equivalents |
||||||||||||
Other current assets |
||||||||||||
Total assets classified held for sale |
||||||||||||
Project debt | ||||||||||||
Lease liabilities | ||||||||||||
Other current and non-current liabilities | ||||||||||||
Total liabilities directly associated with the assets
held for sale
|
Balance as of
September 30,
2024
|
Balance as of
December 31,
2023
|
|||||||
($ in thousands)
|
||||||||
Fair Value through OCI (Investment in Ten West Link)
|
|
|
||||||
Derivative assets (Note 10)
|
|
|
||||||
Other receivable accounts at amortized cost
|
|
|
||||||
Total non-current financial assets
|
|
|
||||||
Contracted concessional financial assets
|
|
|
||||||
Derivative assets (Note 10)
|
|
|
||||||
Other receivable accounts at amortized cost
|
|
|
||||||
Total current financial assets
|
|
|
Balance as of September 30, 2024
|
Balance as of December 31, 2023
|
|||||||||||||||
($ in thousands)
|
||||||||||||||||
Assets
|
Liabilities
|
Assets
|
Liabilities
|
|||||||||||||
Interest rate cash flow hedge
|
|
|
|
|
||||||||||||
Foreign exchange derivatives instruments
|
|
|
|
|
||||||||||||
Notes conversion option (Note 15)
|
|
|
|
|
||||||||||||
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.
|
|
|
Receivables
(current)
|
|
|
Receivables
(non-current)
|
|
|
Payables
(current)
|
|
|
Payables
(non-current)
|
|
|||||
Entities accounted for under the equity method:
|
|
|
($ in thousands)
|
|
|||||||||||||
Amherst Island Partnership
|
2024 | ||||||||||||||||
2023 | |||||||||||||||||
Arroyo Netherland II B.V (Note 8)
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Akuo Atlantica PMGD Holding S.P.A
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Colombian assets portfolio
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ecorer S.A.C. |
2024 |
||||||||||||||||
2023 |
|||||||||||||||||
Other
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non controlling interest:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Algonquin Power Co.
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
JGC Corporation
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Algerian Energy Company, SPA |
2024 | ||||||||||||||||
2023 | |||||||||||||||||
Other
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other related parties:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Atlantica´s partner in Colombia
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial
income
|
Financial
expense
|
Operating
income
|
Operating
Expense
|
|||||||||||||
Entities accounted for under the equity method:
|
($ in thousands)
|
||||||||||||||||
Arroyo Netherland II B.V
|
2024 |
|
|
||||||||||||||
2023 |
|
|
|||||||||||||||
Akuo Atlantica PMGD Holding
|
2024 |
( |
) | ||||||||||||||
2023 |
|||||||||||||||||
Colombian assets portfolio
|
2024 |
( |
) | ||||||||||||||
2023 |
|||||||||||||||||
Other
|
2024 |
( |
) | ||||||||||||||
2023 |
( |
) | |||||||||||||||
Non controlling interest:
|
|||||||||||||||||
Other | 2024 |
( |
) | ||||||||||||||
2023 |
( |
) | |||||||||||||||
Total
|
2024 |
|
(
|
)
|
( |
) | |||||||||||
2023 |
|
(
|
)
|
( |
) |
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Trade receivables
|
|
|
||||||
Tax receivables
|
|
|
||||||
Prepayments
|
|
|
||||||
Other accounts receivable
|
|
|
||||||
Total
|
|
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
|
|
||||||
Current
|
|
|
||||||
Total Corporate Debt
|
|
|
- |
a €
|
- |
a €
|
- |
a €
|
Remainder
of 2024
|
Between
January
and
September
2025
|
Between
October
and
December
2025
|
2026
|
2027
|
2028
|
Total
|
||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||
2017 Credit Facility
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Revolving Credit Facility
|
||||||||||||||||||||||||||||
Commercial Paper
|
|
|
|
|
|
|
|
|||||||||||||||||||||
2020 Green Private Placement |
|
|
|
|
|
|
|
|||||||||||||||||||||
Note Issuance Facility 2020
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Green Exchangeable Notes
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Green Senior Notes
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Other bank loans |
||||||||||||||||||||||||||||
Total
|
|
|
|
|
|
|
|
2024
|
2025
|
2026
|
2027
|
2028
|
Total
|
|||||||||||||||||||
($ in thousands) |
||||||||||||||||||||||||
2017 Credit Facility
|
|
|
|
|
|
|
||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||
Commercial Paper
|
|
|
|
|
|
|
||||||||||||||||||
2020 Green Private Placement
|
|
|
|
|
|
|
||||||||||||||||||
Note Issuance Facility 2020
|
|
|
|
|
|
|
||||||||||||||||||
Green Exchangeable Notes
|
|
|
|
|
|
|
||||||||||||||||||
Green Senior Notes
|
|
|
|
|
|
|
||||||||||||||||||
Other bank Loans
|
||||||||||||||||||||||||
Total
|
|
|
|
|
|
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Non-current
|
|
|
||||||
Current
|
|
|
||||||
Total Project debt
|
|
|
Remainder of 2024
|
||||||||||||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
Between
January
and
September 2025
|
Between
October
and December 2025
|
2026
|
2027
|
2028
|
Subsequent years
|
Total
|
||||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
2024
|
2025
|
2026
|
2027
|
2028
|
Subsequent years
|
Total
|
||||||||||||||||||||||||
Interest
payment
|
Nominal
repayment
|
|||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Balance as of
September 30,
|
Balance as of
December 31,
|
|||||||
2024 |
2023 | |||||||
($ 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
September 30,
|
Balance as of
December 31,
|
|||||||
2024
|
2023 | |||||||
($ in thousands)
|
||||||||
Trade accounts payable
|
|
|
||||||
Accruals on Spanish market prices differences (Note 17)
|
||||||||
Down payments from clients and other deferred income
|
|
|
||||||
Other accounts payable
|
|
|
||||||
Total
|
|
|
Other operating income
|
For the nine-month period ended September 30,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Grants (Note 17)
|
|
|
||||||
Gain on the sale of Atlantica´s equity interest in Monterrey (Note 8)
|
||||||||
Gain on the sale of part of Atlantica´s interest in the Colombian portfolio
|
||||||||
Insurance proceeds and other
|
|
|
||||||
Income from construction services for contracted concessional assets of the Company accounted for under
IFRIC 12
|
||||||||
Total
|
|
|
Other operating expenses
|
For the nine-month period ended September 30,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Raw materials and consumables used
|
(
|
)
|
(
|
)
|
||||
Leases and fees
|
(
|
)
|
(
|
)
|
||||
Operation and maintenance
|
(
|
)
|
(
|
)
|
||||
Independent professional services
|
(
|
)
|
(
|
)
|
||||
Supplies
|
(
|
)
|
(
|
)
|
||||
Insurance
|
(
|
)
|
(
|
)
|
||||
Levies and duties
|
(
|
)
|
(
|
)
|
||||
Construction costs from construction services for contracted concessional assets of the Company accounted for under IFRIC 12
|
( |
) | ||||||
Other expenses
|
( |
) | ( |
) | ||||
Total
|
(
|
)
|
(
|
)
|
For the nine-month
period ended September 30,
|
||||||||
|
2024
|
2023
|
||||||
Financial income
|
($ in thousands)
|
|||||||
Interest income on deposits and current accounts
|
||||||||
Interest income from loans and credits
|
|
|
||||||
Interest rates gains on derivatives: cash flow hedges
|
|
|
||||||
Total
|
|
|
For the nine-month period ended September 30,
|
||||||||
2024
|
2023
|
|||||||
Financial expense
|
($ in thousands)
|
|||||||
Interest on loans and notes | ( |
) | ( |
) | ||||
Interest rates gains on derivatives: cash flow hedges
|
||||||||
Total
|
(
|
)
|
(
|
)
|
For the nine-month
period ended September 30,
|
||||||||
|
2024
|
2023
|
||||||
($ in thousands)
|
||||||||
Other financial income
|
|
|
||||||
Other financial losses
|
(
|
)
|
(
|
)
|
||||
Total
|
(
|
)
|
(
|
)
|
- |
permanent tax differences and unrecognized net operating loss carryforwards (“NOLs”) in some jurisdictions.
|
- |
the recognition of existing NOLs in the UK, which accounts for a $
|
Item |
For the nine-month
period ended
September 30,
|
|||||||
2024
|
2023
|
|||||||
($ in thousands)
|
||||||||
Profit 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
|
1 |
Calculated as weighted average years remaining as of September 30, 2024 based on CAFD estimates as of March 1, 2024 for the 2024-2027 period.
|
2 |
Only includes projects estimated to be ready to build before or in 2030 of approximately 5.0 GW, 2.1 GW of renewable energy and 2.9 GW of storage (equivalent to 10.9 GWh). Capacity measured
by multiplying the size of each project by Atlantica’s ownership. Potential expansions of transmission lines not included.
|
• |
In April 2024, we acquired the Imperial project from Algonquin, a 100 MW PV + storage (4 hours) project in Southern California. On May 6, 2024, the project entered into a 15-year PPA with an investment
grade Community Choice Aggregator as off-taker. Total investment is expected to be within the range of $320 million to $340 million, mostly in 2025 and 2026. Imperial is a contracted project that we expect will benefit from synergies with
our existing assets in California.
|
• |
On March 22, 2024, we closed the acquisition of a 100% equity interest stake in two wind assets with a combined installed capacity of 32 MW in Scotland, UK. The assets are regulated under the UK green
attribute regulation and are granted renewables obligation certificates until 2031 on average3. Our investment was approximately $66 million and the assets
currently do not have any project debt. These are Atlantica’s first operating assets in the UK, and we expect that our return from these assets will be enhanced by the use of our existing net operating loss carryforwards (“NOLs”) in the
UK in the upcoming years. In the first nine months of 2024, we recorded a $14 million deferred tax income in connection with this acquisition, as we consider probable to utilize the existing NOLs in the UK against future taxable profits
to be generated by these assets in the upcoming years (see Note 21 to our Consolidated Condensed Interim Financial Statements).
|
3 |
Calculated as the weighted average regulated years remaining as of September 30, 2024 based on CAFD estimates for both assets for the 2024-2027 period.
|
Asset
|
Type
|
Location
|
Capacity
(gross)(1)
|
Expected
COD
|
Expected
Investment(2)
($ million)
|
Off-taker
|
Coso Batteries 1
|
Battery Storage
|
California, US
|
100 MWh
|
2025
|
40-50
|
Investment
grade utility
|
Coso Batteries 2
|
Battery Storage
|
California, US
|
80 MWh
|
2025
|
35-45
|
Investment
grade utility
|
Chile PMGD(3)
|
Solar PV
|
Chile
|
53 MW
|
2024- 2025
|
33(6)
|
Regulated
|
Chile PV 3 Expansion(5)
|
Battery Storage
|
Chile
|
142 MWh
|
2024
|
14-15
|
Emoac
|
ATS Expansion 1
|
Transmission Line
|
Peru
|
n.a. (substation)
|
2025
|
31
|
Republic of Peru
|
Apulo 1(4)
|
Solar PV
|
Colombia
|
10 MW
|
2024
|
5.5
|
-
|
Caparacena
|
Solar PV
|
Spain
|
22 MW
|
2026
|
10-12
|
Electricity
distribution
company
|
(1) |
Includes nominal capacity on a 100% basis, not considering Atlantica’s ownership.
|
(2) |
Corresponds to the expected investment by Atlantica.
|
(3) |
Atlantica owns 49% of the shares, with joint control, in Chile PMGD. Atlantica’s economic rights are expected to be approximately 70%.
|
(4) |
Atlantica owns 50% of the shares in Apulo 1.
|
(5) |
Atlantica owns 35% of Chile PV 3 through the renewable energy platform of the Company in Chile.
|
(6) |
Corresponds to Atlantica's expected investment for the total 80 MW Chile PMGD portfolio, of which 27 MW are already in operation.
|
• |
Coso Batteries 1 is a standalone battery storage project of 100 MWh (4 hours) capacity located inside Coso, our geothermal asset in California. Additionally, Coso Batteries 2 is a standalone battery storage
project with 80 MWh (4 hours) capacity also located inside Coso. Our investment is expected to be in the range of $40 million to $50 million for Coso Batteries 1, and in the range of $35 million to $45 million for Coso Batteries 2. Both
projects were fully developed in-house and are now under construction. We have closed a contract with Tesla for the procurement of the batteries. COD is expected in 2025 for both projects.
|
• |
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 under construction (Chile PMGD). Our economic rights
are expected to be approximately 70%. Total investment in equity and preferred equity is expected to be approximately $33 million and COD is expected to be progressive in 2024 and 2025. As of the date of this report 26.7 MW entered in
operation, the remaining 53.3 MW are still under construction. 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. We are experiencing some delays and cost overruns in the construction in some assets. As a result, we have recorded an impairment loss of $11.4 million as of September 30, 2024 (see
“Factors Affecting the Comparability of Our Results of Operations”).
|
• |
In July 2023, as part of the New Transmission Plan Update in Peru, the Ministry of Energy and Mines published the Ministerial Resolution that enables to start construction of our ATS Expansion 1 project,
consisting of the reinforcement of two existing substations with new equipment. The expansion will be part of our existing concession contract, a 30-year contract with a fixed-price tariff base denominated in U.S. dollars adjusted
annually in accordance with the U.S. Finished Goods Less Foods and Energy Index as published by the U.S. Department of Labor. Given that the concession ends in 2044, we will be compensated with a one-time payment for the remaining 9 years
of concession. The expansion is expected to enter in operation in 2025 and the investment is expected to be approximately $31 million.
|
• |
In April 2024, Chile PV 3 signed a 10-year PPA covering part of the production of the PV plant in operation and the 142 MWh battery storage expansion under construction. Under the PPA, the asset is expected
to sell the electricity at a fixed price per MWh denominated in U.S. dollars and indexed to the US CPI. The PPA benefits from a higher price, given that the electricity is delivered during the night. Our investment is expected to be
between $14 million and $15 million and COD is expected in 2024. Atlantica owns 35% of Chile PV 3 through the renewable energy platform of the Company in Chile.
|
• |
In May 2024, we entered into a 10-year PPA for Caparacena, which is a 27.5 MWDC/22 MWAC project in Spain. Investment is expected to be between $10 million and $12 million, with COD expected in early 2026.
|
• |
In February 2024, we entered into a 15-year PPA with an investment grade utility for Overnight. Overnight is a 150 MW PV project located in California. Under the PPA, Overnight is set to receive a fixed
price per MWh, with no basis risk. The project is currently in an advanced development stage. Total investment is anticipated to be within the range of $165 million to $185 million mostly in 2025 and 2026. On October 10, 2024, we entered
into a 15-year tolling agreement (PPA) with an investment grade utility for a second phase of the project that includes 600 MWh of storage (4 hours). Total investment is expected to be within the range of $240 million to $250 million
mostly in 2025 and 2026. Under the tolling agreement, Overnight will receive fixed monthly payments adjusted by the financial settlement of CAISO’s Day-Ahead market. In addition, we expect to obtain revenue from ancillary services.
|
• |
In April 2024, we acquired the Imperial project from Algonquin, a 100 MW PV + storage (4 hours) project in Southern California. On May 6, 2024, the project entered into a 15-year PPA with an investment
grade Community Choice Aggregator as off-taker. Total investment is expected to be within the range of $320 million to $340 million, mostly in 2025 and 2026. Imperial is a well contracted project that we expect will benefit from synergies
with our existing assets in California.
|
4 |
Calculated as a percentage of our Adjusted EBITDA in 2023. If we included in the calculation the EBITDA of the assets recently acquired in the UK, our exposure to merchant electricity prices
would also be less than 2%. This calculation does not include our assets in Spain, which are regulated and have the right to receive a “reasonable rate of return” (we refer to our Annual Report).
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by geography
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
North America
|
$
|
372.1
|
40.5
|
%
|
$
|
338.7
|
39.4
|
%
|
||||||||
South America
|
140.8
|
15.3
|
%
|
140.3
|
16.4
|
%
|
||||||||||
EMEA
|
405.8
|
44.2
|
%
|
379.6
|
44.2
|
%
|
||||||||||
Total revenue
|
$
|
918.7
|
100.0
|
%
|
$
|
858.6
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by business sector
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Renewable energy
|
$
|
675.7
|
73.5
|
%
|
$
|
640.1
|
74.5
|
%
|
||||||||
Efficient natural gas & heat
|
107.3
|
11.7
|
%
|
85.0
|
9.9
|
%
|
||||||||||
Transmission lines
|
92.7
|
10.1
|
%
|
91.8
|
10.7
|
%
|
||||||||||
Water
|
43.0
|
4.7
|
%
|
41.7
|
4.9
|
%
|
||||||||||
Total revenue
|
$
|
918.7
|
100.0
|
%
|
$
|
858.6
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
North America
|
$
|
279.7
|
42.5
|
%
|
$
|
260.7
|
41.6
|
%
|
||||||||
South America
|
108.4
|
16.5
|
%
|
112.1
|
17.9
|
%
|
||||||||||
EMEA
|
269.4
|
41.0
|
%
|
254.5
|
40.6
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
657.5
|
100.0
|
%
|
$
|
627.3
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
Renewable energy
|
$
|
476.9
|
72.5
|
%
|
$
|
460.4
|
73.4
|
%
|
||||||||
Efficient natural gas & heat
|
79.5
|
12.1
|
%
|
66.5
|
10.7
|
%
|
||||||||||
Transmission lines
|
74.6
|
11.3
|
%
|
73.3
|
11.7
|
%
|
||||||||||
Water
|
26.5
|
4.0
|
%
|
27.1
|
4.2
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
657.5
|
100.0
|
%
|
$
|
627.3
|
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”.
|
Nine-month period
ended September 30,
|
||||||||
2024
|
2023
|
|||||||
($ in millions)
|
||||||||
Profit for the period attributable to the Company
|
$
|
32.7
|
46.1
|
|||||
Profit attributable to non-controlling interests
|
6.5
|
2.8
|
||||||
Income tax
|
28.9
|
11.6
|
||||||
Financial expense, net
|
254.7
|
237.9
|
||||||
Depreciation, amortization and impairment charges
|
325.6
|
310.5
|
||||||
Depreciation and amortization, financial expense and income tax expense of unconsolidated affiliates (pro rata of our equity ownership)
|
9.1
|
18.4
|
||||||
Adjusted EBITDA
|
$
|
657.5
|
627.3
|
Nine-month period
ended September 30,
|
||||||||
2024
|
2023
|
|||||||
($ in millions)
|
||||||||
Net cash flow provided by operating activities
|
$
|
311.8
|
333.8
|
|||||
Net interest/taxes paid
|
180.4
|
159.9
|
||||||
Variations in working capital
|
35.0
|
116.1
|
||||||
Non-monetary items and other
|
106.0
|
(7.8
|
)
|
|||||
Atlantica’s pro-rata share of EBITDA from unconsolidated affiliates
|
24.3
|
25.3
|
||||||
Adjusted EBITDA
|
$
|
657.5
|
627.3
|
• |
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 nine-month period ended September 30,
|
||||||
Key performance indicator
|
2024
|
2023
|
||||
Renewable energy
|
||||||
MW in operation(1)
|
2,208
|
2,161
|
||||
GWh produced(2)
|
4,281
|
4,383
|
||||
Efficient natural gas & heat
|
||||||
MW in operation(3)
|
355
|
398
|
||||
GWh produced(4)
|
1,795
|
1,892
|
||||
Availability (%)
|
99.6
|
%
|
98.8
|
%
|
||
Transmission lines
|
||||||
Miles in operation
|
1,231
|
1,229
|
||||
Availability (%)
|
99.5
|
%
|
99.9
|
%
|
||
Water
|
||||||
Mft3 in operation(1)
|
17.5
|
17.5
|
||||
Availability (%)
|
101.9
|
%
|
101.2
|
%
|
(1) |
Represents total installed capacity in assets owned or consolidated for the nine-month periods ended September 30, 2024, and 2023, respectively, regardless of our percentage of ownership in
each of the assets except for our unconsolidated affiliates, for which we have included their installed capacity weighted by our corresponding interest (49% for Vento and Chile PMGD and 50% for Honda 1 and Honda 2).
|
(2) |
Includes production of our unconsolidated affiliates weighted by Atlantica’s interest. Includes curtailment in wind assets for which we receive compensation.
|
(3) |
Includes 55 MWt corresponding to thermal capacity from Calgary District Heating. Capacity as of the nine-month period ended September 30, 2023 included 43 MW corresponding to our 30% share
in Monterrey, sold in April 2024.
|
(4) |
GWh produced includes 30% of the production from Monterrey until its sale in April 2024.
|
Nine-month period ended September 30
|
||||||||||||
2024
|
2023
|
% Changes
|
||||||||||
($ in millions)
|
||||||||||||
Revenue
|
$
|
918.7
|
858.6
|
7.0
|
%
|
|||||||
Other operating income
|
91.6
|
57.4
|
59.6
|
%
|
||||||||
Employee benefit expenses
|
(85.2
|
)
|
(76.1
|
)
|
12.0
|
%
|
||||||
Depreciation, amortization, and impairment charges
|
(325.5
|
)
|
(310.5
|
)
|
4.8
|
%
|
||||||
Other operating expenses
|
(291.9
|
)
|
(237.9
|
)
|
22.7
|
%
|
||||||
Operating profit
|
$
|
307.7
|
291.5
|
5.6
|
%
|
|||||||
Financial income
|
16.3
|
17.4
|
(6.3
|
)%
|
||||||||
Financial expense
|
(245.0
|
)
|
(243.1
|
)
|
0.8
|
%
|
||||||
Net exchange differences
|
(5.7
|
)
|
(0.2
|
)
|
2,750
|
%
|
||||||
Other financial expense, net
|
(20.3
|
)
|
(12.0
|
)
|
69.2
|
%
|
||||||
Financial expense, net
|
$
|
(254.7
|
)
|
(237.9
|
)
|
7.1
|
%
|
|||||
Share of profit of associates carried under the equity method
|
15.1
|
6.9
|
118.8
|
%
|
||||||||
Profit before income tax
|
$
|
68.1
|
60.5
|
12.6
|
%
|
|||||||
Income tax
|
(28.9
|
)
|
(11.6
|
)
|
149.1
|
%
|
||||||
Profit for the period
|
$
|
39.2
|
48.9
|
(19.8
|
)%
|
|||||||
Profit attributable to non-controlling interests
|
(6.5
|
)
|
(2.8
|
)
|
132.1
|
%
|
||||||
Profit for the period attributable to the company
|
$
|
32.7
|
46.1
|
(29.1
|
)%
|
|||||||
Weighted average number of ordinary shares outstanding-basic
|
116.2
|
116.1
|
||||||||||
Weighted average number of ordinary shares outstanding-diluted
|
120.0
|
119.7
|
||||||||||
Basic earnings per share (U.S. dollar per share)
|
0.28
|
0.40
|
||||||||||
Diluted earnings per share (U.S. dollar per share)
|
0.28
|
0.40
|
||||||||||
Dividend paid per share(1)
|
1.34
|
1.34
|
(1) |
On February 29, 2024, May 7, 2024 and July 31, 2024, our board of directors approved a dividend of $0.445 per share corresponding to the fourth quarter of 2023, the first quarter of
2024 and the second quarter of 2024, which were paid on March 22, 2024, June 14, 2024 and September 16, 2024, respectively. On February 28, 2023, May 4, 2023, and July 31, 2023 our board of directors approved a dividend of $0.445
per share for each of the fourth quarter of 2022, the first quarter of 2023 and the second quarter of 2023, which were paid on March 25, 2023, June 15, 2023, and September 15, 2023, respectively.
|
Nine-month period ended September 30,
|
||||||||
Other operating income
|
2024
|
2023
|
||||||
($ in millions)
|
||||||||
Grants
|
$
|
43.8
|
$
|
44.1
|
||||
Gain on the sale of Atlantica´s equity interest in Monterrey
|
12.0
|
-
|
||||||
Gain on the sale of part of Atlantica´s interest in the Colombian portfolio
|
-
|
4.6
|
||||||
Insurance proceeds and other
|
16.8
|
8.7
|
||||||
Income from construction services for contracted concessional assets of the Company accounted for under IFRIC 12
|
19.0
|
-
|
||||||
Total
|
$
|
91.6
|
$
|
57.4
|
Nine-month period ended September 30,
|
||||||||||||||||
Other operating expenses
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Raw materials and consumables used
|
$
|
(18.7
|
)
|
2.0
|
%
|
$
|
(17.2
|
)
|
2.0
|
%
|
||||||
Leases and fees
|
(10.9
|
)
|
1.2
|
%
|
(9.8
|
)
|
1.1
|
%
|
||||||||
Operation and maintenance
|
(119.4
|
)
|
13.0
|
%
|
(95.6
|
)
|
11.1
|
%
|
||||||||
Independent professional services
|
(27.4
|
)
|
3.0
|
%
|
(31.3
|
)
|
3.6
|
%
|
||||||||
Supplies
|
(25.4
|
)
|
2.8
|
%
|
(28.2
|
)
|
3.3
|
%
|
||||||||
Insurance
|
(31.6
|
)
|
3.4
|
%
|
(31.1
|
)
|
3.6
|
%
|
||||||||
Levies and duties
|
(23.7
|
)
|
2.6
|
%
|
(11.5
|
)
|
1.3
|
%
|
||||||||
Construction costs from construction services for contracted concessional assets of the Company accounted for under IFRIC 12
|
(19.0
|
)
|
2.1
|
%
|
-
|
-
|
||||||||||
Other expenses
|
(15.8
|
)
|
1.7
|
%
|
(13.3
|
)
|
1.5
|
%
|
||||||||
Total
|
$
|
(291.9
|
)
|
31.8
|
%
|
$
|
(237.9
|
)
|
27.7
|
%
|
Nine-month period ended September 30,
|
||||||||
Financial income and financial expense
|
2024
|
2023
|
||||||
($ in millions)
|
||||||||
Financial income
|
$
|
16.3
|
$
|
17.4
|
||||
Financial expense
|
(245.0
|
)
|
(243.1
|
)
|
||||
Net exchange differences
|
(5.7
|
)
|
(0.2
|
)
|
||||
Other financial expense, net
|
(20.3
|
)
|
(12.0
|
)
|
||||
Financial expense, net
|
$
|
(254.7
|
)
|
$
|
(237.9
|
)
|
Nine-month period ended September 30,
|
||||||||
2024
|
2023
|
|||||||
Financial income
|
($ in millions)
|
|||||||
Interest income on deposits and current accounts
|
14.3
|
15.1
|
||||||
Interest income from loans and credits
|
1.9
|
2.0
|
||||||
Interest rate gains on derivatives: cash flow hedges
|
0.1
|
0.3
|
||||||
Total
|
16.3
|
17.4
|
Nine-month period ended September 30,
|
||||||||
Financial expense
|
2024
|
2023
|
||||||
($ in millions)
|
||||||||
Interest on loans and notes
|
$
|
(264.3
|
)
|
$
|
(260.9
|
)
|
||
Interest rates gains derivatives: cash flow hedges
|
19.3
|
17.8
|
||||||
Total
|
$
|
(245.0
|
)
|
$
|
(243.1
|
)
|
Nine-month period ended September 30,
|
||||||||
Other financial expense, net
|
2024
|
2023
|
||||||
($ in millions)
|
||||||||
Other financial income
|
$
|
1.8
|
$
|
7.8
|
||||
Other financial losses
|
(22.2
|
)
|
(19.8
|
)
|
||||
Total
|
$
|
(20.3
|
)
|
$
|
(12.0
|
)
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by geography
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
%
of revenue
|
$ in
millions
|
%
of revenue
|
|||||||||||||
North America
|
$
|
372.1
|
40.5
|
%
|
$
|
338.7
|
39.4
|
%
|
||||||||
South America
|
140.8
|
15.3
|
%
|
140.3
|
16.4
|
%
|
||||||||||
EMEA
|
405.8
|
44.2
|
%
|
379.6
|
44.2
|
%
|
||||||||||
Total revenue
|
$
|
918.7
|
100.0
|
%
|
$
|
858.6
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by geography
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
%
of Adjusted
EBITDA
|
$ in
millions
|
%
of Adjusted
EBITDA
|
|||||||||||||
North America
|
$
|
279.7
|
42.5
|
%
|
$
|
260.7
|
41.6
|
%
|
||||||||
South America
|
108.4
|
16.5
|
%
|
112.1
|
17.9
|
%
|
||||||||||
EMEA
|
269.4
|
41.0
|
%
|
254.5
|
40.6
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
657.5
|
100.0
|
%
|
$
|
627.3
|
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
|
||||||||
Nine-month period ended September 30,
|
||||||||
Volume /availability by geography
|
2024
|
2023
|
||||||
North America (GWh) (1)
|
4,287
|
4,389
|
||||||
North America availability(2)
|
99.6
|
%
|
98.8
|
%
|
||||
South America (GWh) (3)
|
704
|
696
|
||||||
South America availability(2)
|
99.5
|
%
|
99.9
|
%
|
||||
EMEA (GWh)
|
1,086
|
1,190
|
||||||
EMEA availability
|
101.9
|
%
|
101.2
|
%
|
(1) |
GWh produced includes total production in assets owned or consolidated for the nine-month periods ended September 30, 2024, and 2023, respectively, regardless of our percentage of
ownership in each of the assets except for our unconsolidated affiliates, for which we have included their production weighted by our corresponding interest (49% for Vento and Chile PMGD, 50% for Honda 1 and Honda 2, and 30% for
Monterrey until its sale in April 2024)
|
(2) |
Availability includes only those assets that have revenue based on availability.
|
(3) |
Includes curtailment production in wind assets for which we receive compensation.
|
Nine-month period ended September 30,
|
||||||||||||||||
Revenue by business sector
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
% of
revenue
|
$ in
millions
|
% of
revenue
|
|||||||||||||
Renewable energy
|
$
|
675.7
|
73.5
|
%
|
$
|
640.1
|
74.5
|
%
|
||||||||
Efficient natural gas & heat
|
107.3
|
11.7
|
%
|
85.0
|
9.9
|
%
|
||||||||||
Transmission lines
|
92.7
|
10.1
|
%
|
91.8
|
10.7
|
%
|
||||||||||
Water
|
43.0
|
4.7
|
%
|
41.7
|
4.9
|
%
|
||||||||||
Total revenue
|
$
|
918.7
|
100.0
|
%
|
$
|
858.6
|
100.0
|
%
|
Nine-month period ended September 30,
|
||||||||||||||||
Adjusted EBITDA by business sector
|
2024
|
2023
|
||||||||||||||
$ in
millions
|
% of
Adjusted
EBITDA
|
$ in
millions
|
% of
Adjusted
EBITDA
|
|||||||||||||
Renewable energy
|
$
|
476.9
|
72.5
|
%
|
$sni
|
73.4
|
%
|
|||||||||
Efficient natural gas & heat
|
79.5
|
12.1
|
%
|
66.5
|
10.6
|
%
|
||||||||||
Transmission lines
|
74.6
|
11.3
|
%
|
73.3
|
11.7
|
%
|
||||||||||
Water
|
26.5
|
4.0
|
%
|
27.1
|
4.3
|
%
|
||||||||||
Total Adjusted EBITDA(1)
|
$
|
657.5
|
100.0
|
%
|
$
|
627.3
|
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
|
||||||||
Nine-month period ended September 30,
|
||||||||
Volume /availability by business sector
|
2024
|
2023
|
||||||
Renewable energy (GWh) (1)
|
4,281
|
4,383
|
||||||
Efficient natural gas & heat (GWh) (2)
|
1,795
|
1,892
|
||||||
Efficient natural gas & heat availability
|
99.6
|
%
|
98.8
|
%
|
||||
Transmission availability
|
99.5
|
%
|
99.9
|
%
|
||||
Water availability
|
101.9
|
%
|
101.2
|
%
|
(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 until its sale in April 2024.
|
• |
debt service requirements on our existing and future debt;
|
• |
cash dividends to investors; and
|
• |
investments in the development and construction of new assets and operations and acquisitions of assets (See “Recent Investments” and “Assets under Construction”).
|
As of September
30, 2024
|
As of December
31, 2023
|
|||||||
($ in millions)
|
||||||||
Corporate Liquidity
|
||||||||
Cash and cash equivalents at Atlantica Sustainable Infrastructure, plc, excluding subsidiaries
|
$
|
19.0
|
$
|
33.0
|
||||
Revolving Credit Facility availability
|
301.3
|
378.1
|
||||||
Total Corporate Liquidity(1)
|
$
|
320.3
|
$
|
411.1
|
||||
Liquidity at project companies
|
||||||||
Restricted Cash
|
183.1
|
177.0
|
||||||
Non-restricted cash
|
232.5
|
238.3
|
||||||
Total cash at project companies
|
$
|
415.6
|
$
|
415.3
|
(1) |
Corporate Liquidity means cash and cash equivalents held at Atlantica Sustainable Infrastructure plc as of September 30, 2024, and available revolver capacity as of September 30, 2024.
|
S&P
|
Fitch
|
|
Atlantica Sustainable Infrastructure Corporate Rating
|
BB-
|
BB-
|
Senior Secured Debt
|
BB+
|
BB+
|
2020 Green Private Placement
|
BBB-
|
-
|
Senior Unsecured Debt
|
BB-
|
BB-
|
As of September
30, 2024
|
As of December
31, 2023
|
|||||||||||
Maturity
|
($ in millions)
|
|||||||||||
Revolving Credit Facility
|
2025
|
$
|
114.7
|
54.4
|
||||||||
Other Facilities(1)
|
2024-2028
|
104.9
|
53.3
|
|||||||||
Green Exchangeable Notes
|
2025
|
112.4
|
110.0
|
|||||||||
2020 Green Private Placement
|
2026
|
321.9
|
318.7
|
|||||||||
Note Issuance Facility 2020
|
2027
|
154.1
|
152.4
|
|||||||||
Green Senior Notes
|
2028
|
396.6
|
396.0
|
|||||||||
Total Corporate Debt(2)
|
$
|
1,204.6
|
1,084.8
|
|||||||||
Total Project Debt
|
$
|
4,248.3
|
4,319.3
|
(1) |
Other facilities include the commercial paper program, accrued interest payable and other debts.
|
(2) |
Accounting amounts may differ from notional amounts.
|
A) |
Corporate debt agreements
|
C) |
Asset Sales
|
A) |
Debt Service
|
B) |
Contractual obligations
|
C) |
Cash dividends to investors
|
Declared
|
Record Date
|
Payment Date
|
$ per share
|
|||||
July 31, 2023
|
August 31, 2023
|
September 15, 2023
|
0.445
|
|||||
November 7, 2023
|
November 30, 2023
|
December 15, 2023
|
0.445
|
|||||
February 29, 2024
|
March 12, 2024
|
March 22, 2024
|
0.445
|
|||||
May 7, 2024
|
May 31, 2024
|
June 14, 2024
|
0.445
|
|||||
July 31, 2024
|
August 30, 2024
|
September 16, 2024
|
0.445
|
|||||
November 14, 2024
|
November 29, 2024
|
December 12, 2024
|
0.2225
|
|
D)
|
Investments and Acquisitions
|
E) |
Capital Expenditures
|
Nine-month period ended September 30,
|
||||||||
2024
|
2023
|
|||||||
($ in millions)
|
||||||||
Gross cash flows from operating activities
|
||||||||
Profit for the period
|
$
|
39.1
|
$
|
48.9
|
||||
Financial expense and non-monetary adjustments
|
488.1
|
561.0
|
||||||
Profit for the period adjusted by non-monetary items
|
$
|
527.2
|
$
|
609.9
|
||||
Changes in working capital
|
$
|
(35.0
|
)
|
$
|
(116.1
|
)
|
||
Net interest and income tax paid
|
(180.4
|
)
|
(159.9
|
)
|
||||
Net cash provided by operating activities
|
$
|
311.8
|
$
|
333.9
|
||||
Net cash used in investing activities
|
$
|
(135.6
|
)
|
$
|
(24.6
|
)
|
||
Net cash used in financing activities
|
$
|
(192.2
|
)
|
$
|
(310.0
|
)
|
||
Net decrease in cash and cash equivalents
|
(16.0
|
)
|
(0.7
|
)
|
||||
Cash and cash equivalents at beginning of the period
|
448.3
|
601.0
|
||||||
Translation differences in cash or cash equivalents
|
2.2
|
(5.7
|
)
|
|||||
Cash and cash equivalents at the end of the period
|
$
|
434.6
|
$
|
594.6
|
- |
In the first nine months of 2024, negative change in working capital included an increase in accounts receivable in Spain of approximately $17 million compared to a $58 million increase in the same period
of the previous year. During the year 2022, in our assets in Spain we collected revenue in line with the parameters corresponding to the regulation in place at the beginning of the year 2022, as the new parameters, reflecting lower
revenue, became final on December 14, 2022. This resulted in a positive change in working capital in 2022. In the first nine months of 2023, collections at these assets in Spain were regularized, which caused a negative change in
working capital of approximately $53 million.
|
- |
Collections from Pemex in ACT were also higher during the first nine months of 2024 compared to the first nine months of 2023.
|
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, British pound, 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, our solar plants in Colombia, have their revenue and expenses denominated in Colombian pesos; Albisu, our solar plant in Uruguay, has its revenue denominated in Uruguayan pesos, with a
maximum and a minimum price in US dollars; and our wind farms in the UK have their revenue and expenses denominated in British pounds.
|
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 and British
pounds (after deducting interest payments and general and administrative expenses in euros and British pounds, respectively). Through currency options, we have hedged 100% of our euro and pound-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. If the difference between the euro/U.S. dollar hedged rate for the year 2024
and the current rate was reduced by 5%, it would create a negative impact on cash available for distribution of approximately $4 million. This amount has been calculated as the average net euro exposure expected for the years 2024
to 2027 multiplied by the difference between the average hedged euro /U.S. dollar rate for 2024 and the euro/U.S. dollar rate as of the date of this annual report reduced by 5%.
|
Although we hedge cash-flows in euros and British pounds, fluctuations in the value of the euro or British pound against the U.S. dollar may affect our operating results. For example,
revenue in euro or British pound-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 against 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 rates (less than 10% of our consolidated debt currently). Interest rate risk may also arise in the
future when we refinance our corporate debt, since interest rates at the moment of refinancing may be higher than current interest rates in our existing facilities.
The most significant impact on our Annual Consolidated Interim Financial Statements related to interest rates corresponding to the potential impact of changes in EURIBOR or SOFR 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 or SOFR 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 or SOFR 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, or SOFR 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 September 30, 2024, approximately 91% of our consolidated debt has fixed rates or is
hedged. As of that same date, 92% of our project debt and approximately 90% 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 our Annual Report;
In the event that EURIBOR and SOFR had risen by 25 basis points as of September 30, 2024, with the rest of the variables remaining constant, the effect in the consolidated income
statement would have been a loss of $0.9 million (a loss of $0.7 million as of September 30, 2023) and an increase in hedging reserves of $15.9 million ($17.5 million as of September 30, 2023). 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, or foreign exchange hedge contracts are unable to meet their obligations.
The credit rating of Eskom is currently B from S&P, B2 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, B3 from Moody’s and B+ from Fitch. We have experienced delays in collections from Pemex, especially since the second
half of 2019, which have been significant in certain quarters, including the fourth quarter of 2023 and the first half of 2024.
|
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 proactive approach including fluent dialogue with our client.
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Liquidity risk
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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.
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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 September 30, 2024, we had $320.3 million liquidity at the corporate level, comprised of $19.0 million of cash on hand at the corporate level and $301.3 million available under
our Revolving Credit Facility.
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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.
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Electricity
price risk
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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).
Due to low electricity prices in Chile, the project debt of Chile 2 was under an event of default as of September 30, 2024. On August 29, 2024, together with our partner, we reached an
agreement with the lenders of Chile PV 1 to allow them to sell the asset under certain conditions, including a minimum price. A substantial portion of the proceeds are expected to be used to partially repay the project debt. We do
not expect to record an additional impairment on the value of this asset. Chile PV 1 default was waived as part of this agreement with the lenders. The debt of Chile PV 2 was still under an event of default as of September 30, 2024.
Although we do not expect an acceleration of the debts to be declared by the credit entities, Chile PV 2 did not have a right to defer the settlement of the debts for at least twelve months as of September 30, 2024, and therefore
the project debt was classified as current in our Consolidated Condensed Interim Financial Statements in the applicable dates, for a total amount of $23 million as of September 30, 2024. In addition, we are in preliminary
discussions with the lenders of Chile PV 2, together with our partner, regarding a potential plan for Chile PV2. The value of the net assets contributed by Chile PV 1 and 2 to the Consolidated Condensed Interim Financial Statements,
excluding non-controlling interest, was negative 5.9 million as of September 30, 2024 (see “Item 4—Information on the Company—Our Operations” in our Annual Report).
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We manage our exposure to electricity price risk by ensuring that most of our revenues are not exposed to fluctuations in electricity prices. Assets with merchant exposure represent
less than 2% of our portfolio in terms of Adjusted EBITDA1. 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” in our Annual Report). 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.
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In addition, in several of the jurisdictions in which we operate including Spain, Chile, Italy and the United Kingdom 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 Spain, market prices have been significantly below the price assumed by the regulation during the nine-month period ended on September 30, 2024. If market prices continue to be lower than the prices
assumed by the regulation and the regulated parameters are not revised until 2026, we may have an adverse effect on revenues, results of operations and cash flows in 2024 and 2025, which we expect will be compensated starting in
2026 in accordance with the regulation in place.
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.
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Country risk
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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.
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Most of the countries in which we have operations are OECD countries.
In 2019, we entered into a political risk insurance policy with the Multinational Investment Guarantee Agency for Kaxu. The insurance provides protection for breach of contract up to
$47.0 million in the event that the South African Department of Mineral Resources and Energy does not comply with its obligations as guarantor. We also have a political risk insurance policy in place for two of our assets in Algeria
for up to $35.8 million, including one year of dividend coverage. These insurance policies do not cover credit risk.
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Item 4. |
Controls and Procedures
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Item 1. |
Legal Proceedings
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Item 1A. |
Risk Factors
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Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds
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Item 3. |
Defaults Upon Senior Securities
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Item 4. |
Mine Safety Disclosures
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Item 5. |
Other Information
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Item 6. |
Exhibits
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Date: November 14, 2024
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ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
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By:
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/s/ Santiago Seage
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Name:
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Santiago Seage
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Title:
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Chief Executive Officer
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ATLANTICA SUSTAINABLE INFRASTRUCTURE PLC
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By:
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/s/ Francisco Martinez-Davis
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Name:
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Francisco Martinez-Davis
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Title:
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Chief Financial Officer
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